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                                                                   EXHIBIT 10.16

                          DISCLOSURE COMMITTEE CHARTER

         This Disclosure Committee (the "Committee") Charter (the "Charter") has
been established by Centennial Specialty Foods Corporation (the "Company") to
set forth the duties and responsibilities of the Committee, all of which will be
ratified by the Audit Committee of the Board of Directors. As set forth below,
the Committee's primary function will be to assist the Chief Executive Officer
and Chief Financial Officer (the "Certifying Officers") in preparing the
Company's disclosure documents to be filed by the Company with the Securities
and Exchange Commission ("SEC") under the Securities Act of 1933, as amended,
and the Securities Exchange Act of 1934, as amended.

         I. OBJECTIVE. The Committee has been formed to help ensure that
disclosures made by the Company in SEC filings and to the investment community
comply with applicable laws and stock exchange or national securities
association rules.

         The Committee shall have full access to the Company's books, records
and facilities. The Committee is authorized to confer with the Company's
independent auditors, officers and employees, and to investigate any matter
within the scope of the Committee's responsibilities. The Committee may, with
the prior approval of the Certifying Officers, retain independent consultants to
verify the accuracy and completeness of Company disclosures.

         The Committee will, under the supervision and oversight of the
Certifying Officers, facilitate those objectives by:

                  A. Establishing a process ("Disclosure Controls") designed to
         ensure that information required by the Company to be disclosed in
         filings with the SEC and other information that the Company discloses
         to the investment community is recorded, processed, summarized and
         reported accurately and timely.

                  B. Supervising the preparation of the Company's (i) annual
         report on Form 10-KSB and each quarterly report on Form 10-QSB
         (collectively, the "periodic reports"), and current reports, proxy
         statements, information statements, registration statements and other
         filings with the SEC, (ii) press releases containing financial and
         other information material to the marketplace for Company securities,
         (iii) presentations to stockholders, analysts and the investment
         community and (iv) presentations to rating agencies and lenders
         (collectively, the "Disclosure Statements") , and the Company's web
         site(s).

                  C. Evaluating the integrity and effectiveness of the Company's
         Disclosure Controls within 90 days before the Company files its
         periodic reports with the SEC and any amendments to those reports.

                  D. Reviewing with the Certifying Officers all relevant
         information with respect to the Committee's proceedings, the
         preparation of Disclosure Statements and the Committee's evaluation of
         the effectiveness of the Company's Disclosure Controls.




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                  E. Certifying to the Certifying Officers before filing each
         periodic report as to (i) the Committee's compliance with this charter
         and the Disclosure Controls, and (ii) the Committee's conclusions
         resulting from its evaluation of the effectiveness of the Disclosure
         Controls.

II.  MEMBERSHIP AND PROCESS

                  A. Committee members shall include the principal accounting
         officer (or controller), the company's outside securities counsel or,
         if appointed, the senior legal official with responsibility for
         disclosure matters, the chief investor relations officer (or an officer
         with equivalent responsibilities), and a representative of Hoopeston
         Foods Denver Corp. with operating responsibility in the production of
         the Company's products. Other Committee members may be appointed or
         removed by the Certifying Officers.

                  B. The Certifying Officers (acting with such members of the
         Committee as they shall elect) may, at any time, assume any or all of
         the duties of the Committee identified in this Charter, including, for
         example, approving Disclosure Statements (as defined below) when time
         or other factors do not permit the full Committee to review the
         Disclosure Statement. If neither of the Certifying Officers is
         available, they may delegate their responsibilities to any member of
         the Committee.

                  C. One of the Certifying Officers shall serve as the Committee
         chair. The Committee chair shall schedule and preside over meetings and
         prepare agendas. Any interpretation of the Charter or the Committee's
         procedures shall be made by the Committee chair.

                  D. As soon as practicable, the Committee shall prepare and
         submit for the approval of the Certifying Officers a set of Disclosure
         Controls, including policies and procedures of the Committee and
         policies and procedures to test the effectiveness of the Disclosure
         Controls.

                  E. The Committee shall meet as necessary to (i) ensure the
         accuracy and completeness of Disclosure Statements and (ii) evaluate
         the Disclosure Controls.

III. PERIODIC EVALUATION. The Committee shall review and reassess this Charter
and the performance of the Committee annually and recommend any proposed changes
to the Certifying Officers and the Audit Committee for approval. The Committee
shall formally present its charter to the Audit Committee for approval at least
once every two years.

IV. OTHER RESPONSIBILITIES AND DELEGATION. The Certifying Officers may assign
other responsibilities, consistent with this Charter, to the Committee, and the
Committee may delegate as they consider appropriate. However, any delegation of
responsibilities shall be discussed with, and approved by, the Audit Committee
of the Board of Directors.