EXHIBIT 16.3









                          INDEPENDENT AUDITOR'S REPORT


To the Stockholders and Board of Directors
Chefs International, Inc. and Subsidiaries
Point Pleasant, New Jersey


We  have   audited  the   accompanying   consolidated   statements   of  income,
stockholders'   equity,  and  cash  flows  of  Chefs  International,   Inc.  and
subsidiaries for the year ended January 30, 2000. These  consolidated  financial
statements   are  the   responsibility   of  the   Company's   management.   Our
responsibility  is  to  express  an  opinion  on  these  consolidated  financial
statements based on our audit.

We conducted our audit in accordance with generally accepted auditing standards.
Those standards  require that we plan and perform the audit to obtain reasonable
assurance  about  whether  the  consolidated  financial  statements  are free of
material  misstatement.  An audit includes examining,  on a test basis, evidence
supporting the amounts and disclosures in the consolidated financial statements.
An audit also includes assessing the accounting  principles used and significant
estimates  made by management,  as well as evaluating  the overall  consolidated
financial  statement  presentation.   We  believe  that  our  audit  provides  a
reasonable basis for our opinion.

In our opinion, the consolidated  financial statements referred to above present
fairly,  in all material  respects,  the consolidated  results of operations and
cash flows of Chefs  International,  Inc.  and  subsidiaries  for the year ended
January 30, 2000, in conformity with generally accepted accounting principles.



                                          /S/ EDWARD ISAACS & COMPANY LLP



New York, New York
March 27, 2000