UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549
                                  -------------

                                    Form 8-K

                                 CURRENT REPORT

     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

      Date of Report (Date of earliest event reportedly): December 15, 2004


                              OCEAN BIO-CHEM, INC.
               (Exact name of registrant as specified in charter)


     Florida                     2-70197                          59-1564329
(State  or  Other        (Commission File Number)               (I.R.S. Employer
Jurisdiction of                                             Identification  No.)
 Incorporation)

               4041 S.W. 47 Avenue, Fort Lauderdale, Florida 33314
                (Address of principal executive office Zip Code)

                                 (954) 587-6280
                         Registrant's telephone number,
                              including area code

                                 Not Applicable
          (Former name or former address, if changes since last report)

     Check the  appropriate  box below if the Form 8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions:

     [ ] Written  communications  pursuant to Rule 425 under the  Securities Act
(17 CFR 230.425)

     [ ] Soliciting  material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)

     [ ]  Pre-commencement  communications  pursuant to Rule 14d-2(b)  under the
Exchange Act (17 CFR 240.14d-2(b))

     [ ]  Pre-commencement  communications  pursuant to Rule 13e-4(c)  under the
Exchange Act (17 CFR 240.13e-4(c))





     Item 4.01 Changes In and  Disagreement  With  Accountants on Accounting and
Financial Disclosure

     The Company  terminated  the  services of  Berkovits,  Lago & Company,  LLP
("Former Accountant") as its accountant on December 15, 2004.

     (a). The Former  Accountant's report did not contain any adverse opinion or
disclaimer of opinion and was not qualified or modified as to uncertainty, audit
scope or accounting principles during the past two years.

     The  decision to change  accountants  was  recommended  and approved by the
Company's independent audit committee.

     During the Company's two most recent  fiscal years and  subsequent  interim
periods  preceding such dismissal,  there were no disagreements  with the Former
Accountant  on any  matter of  accounting  principles  or  practices,  financial
statement disclosure, or auditing scope or procedure which would have caused the
Former Accountant to make reference to the subject matter of the disagreement in
connection with its report.

     The  Company  has not  during  the  most  recent  two  fiscal  years or any
subsequent interim period engaged a new accountant.

     The Company has provided its Former Accountant with a copy of this Form 8-K
simultaneously with the filing of this Form 8-K with the Securities and Exchange
Commission  ("Commission").  The Company has requested the Former  Accountant to
furnish the Company with a letter addressed to the Commission stating whether it
agrees with the  statements  made by the Company in response to this item 304(A)
and, if not,  stating the respects in which it does not agree. The Company shall
file the Former  Accountant's  letter as an exhibit to a report on Form 8-K when
received.


                                   Signatures


     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.

Date: December 16, 2004                     Ocean Bio-Chem, Inc.

                                            /s/ Peter G. Dornau
                                            ------------------------------------
                                            Peter G. Dornau
                                            Chairman of Board of Directors and
                                            Chief Executive Officer




                                                               December 16, 2004



Jesus A. Lago, CPA
Berkovits Lago & Company LLP
8211 West Broward Boulevard
Suite 340
Fort Lauderdale, Florida 33324

            Re:   Ocean Bio-Chem, Inc.

Dear Mr. Lago:

     The  Company  is  filing  a Form  8-K  with  the  Securities  and  Exchange
Commission  today with respect to the  termination  of Berkovits Lago & Company,
LLP as this Company's auditors.

     Pursuant to Item 304(a) of Regulation S-K, we are providing you with a copy
of our Form 8-K and request  that you furnish us with a letter  addressed to the
Securities  and Exchange  Commission  stating  whether your firm agrees with the
statements made by the Company in response to Item 304(a) of Regulation S-K and,
if not,  stating the respects in which you do not agree.  The letter provided by
you shall be filed as an exhibit  to a Form 8-K to be filed with the  Securities
and Exchange Commission.

                                            Very truly yours,

                                            OCEAN BIO-CHEM, INC.

                                            /s/ Peter G. Dornau
                                            ------------------------------------
                                            Peter G. Dornau
                                            Chairman of Board of Directors and
                                            Chief Executive Officer