<PAGE> 1
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
FEBRUARY 18, 1997
(DATE OF EARLIEST EVENT REPORTED)
DBT ONLINE, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
<TABLE>
<S> <C> <C>
PENNSYLVANIA 0-9111 85-0439411
(STATE OR OTHER JURISDICTION OF (COMMISSION (IRS EMPLOYER
INCORPORATION OR ORGANIZATION) FILE NUMBER) IDENTIFICATION NO.)
5550 W. FLAMINGO ROAD, SUITE B-5
LAS VEGAS, NEVADA 89103
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
</TABLE>
(702) 257-1112
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
NOT APPLICABLE
(FORMER NAME, FORMER ADDRESS AND FORMER FISCAL YEAR,
IF CHANGED SINCE LAST REPORT)
<PAGE> 2
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
(a) On February 18, 1997, the Registrant dismissed Ernst & Young LLP as
the Registrant's independent public accountants and auditors, a capacity in
which that firm had served for several years, and selected Deloitte & Touche LLP
to replace Ernst & Young LLP in this role. The decision to change the
Registrant's accountants and auditors was approved by the Audit Committee of the
Board of Directors.
During the most recent two fiscal years ended June 30, 1996 and the
subsequent period through February 18, 1997, the date on which Ernst & Young LLP
was dismissed as the Registrant's independent public accountants and auditors,
there were no disagreements between the Registrant and Ernst & Young LLP on any
matter relating to accounting principles or practices, financial statement
disclosure, or auditing scope or procedures which disagreements, if not resolved
to Ernst & Young LLP's satisfaction, would have caused them to make reference in
connection with their reports to the subject matter of the disagreement. In
addition, Ernst & Young LLP's reports on the Registrant's financial statements
for the most recent two fiscal years contained no adverse opinions or
disclaimers of opinion nor were such reports qualified or modified as to
uncertainty, audit scope or accounting principles.
The Registrant has provided Ernst & Young LLP with a copy of the
disclosures contained in this Form 8-K, and has requested that Ernst & Young LLP
furnish the Registrant with a letter addressed to the Securities and Exchange
Commission stating whether it agrees with the statements made by the Registrant
herein.
(b) On February 18, 1997, the Registrant appointed the accounting firm
of Deloitte & Touche LLP as the Registrant's independent public accountants and
auditors, effective immediately.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits:
16.1 Letter from Ernst & Young LLP to the Securities and
Exchange Commission concerning its dismissal as the
Registrant's principal accountant.
- 2 -
<PAGE> 3
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 thereunto duly authorized.
DBT ONLINE, INC.
By: /s/Timothy Leonard
-------------------------------
Timothy Leonard
Chief Financial Officer
Dated: February 18, 1997
<PAGE> 1
Exhibit 16.1
February 18, 1997
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549
Gentlemen:
We have read Item 4 of Form 8-K dated February 18, 1997, of DBT Online, Inc. and
are in agreement with the statements contained in the second and third
paragraphs on page 2 therein. We have no basis to agree or disagree with other
statements of the registrant contained therein.
ERNST & YOUNG LLP
- 5 -
