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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 reported): September 30, 1999
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Bioenvision Inc.
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(Exact name of registrant as specified in its charter)
Delaware 0-24875 11-3375915
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
One Rockefeller Plaza - Suite 1600, New York, New York 10020
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 445-6581
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590 Madison Avenue, New York, New York 10022
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(Former Name or Former Address, if Changed Since Last Report)
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CURRENT REPORT ON FORM 8-K
BIOENVISION INC.
September 30, 1999
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
(a)(1)(i) Bioenvision Inc., a Delaware corporation (the
"Company"), and its former auditors, Graf Repetti &
CO., LLP ("Graf Repetti") have agreed to terminate
their relationship as of September 30, 1999.
(a)(1)(ii) During the period from inception on August 16, 1996
through and including June 30, 1998, and for the
interim period from July 1, 1998 through March 31,
1999, Graf Repetti's reports on the Company's
financial statements neither contained any adverse
opinions or disclaimers of opinions nor were
qualified or modified as to uncertainty, except that
Graf Repetti's auditors' report on the Company's
consolidated financial statements for the fiscal
period ended June 30, 1998 expressed substantial
doubt about the Company's ability to continue as a
going concern owing to the Company's losses from
operations and net capital deficiency.
(a)(1)(iii) The decision to terminate its relationship with Graf
Repetti was recommended and approved by the Board of
Directors and was based upon the Company's need to
have auditors with international auditing capability.
(a)(1)(iv) During the fiscal period commencing with inception on
August 16, 1996 and ended June 30, 1998, and for the
interim period from July 1, 1998 through March 31,
1999, there were no disagreements with Graf Repetti
on any matter of accounting principles or practices,
financial statement disclosure or auditing scope or
procedure, which disagreements, if not resolved to
the satisfaction of Graf Repetti, would have caused
it to make reference to the subject matter of the
disagreements in connection with its reports.
(a)(2) Pursuant to action approved by the Company's Board of
Directors, the Company retained Ernst & Young as of
October 1, 1999.
(a)(3) The Company provided Graf Repetti with the above
disclosures prior to filing this Current Report on
Form 8-K with the Commission, and is filing herewith
Graf Repetti's response to those disclosures pursuant
to Item 304(a)(3) of Regulation S-B.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial statements of business acquired.
Not Applicable.
(b) Pro Forma financial information.
Not Applicable.
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(c) Exhibits.
Exhibit No. Description
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16 Letter of Graf Repetti & Co., LLP dated
September 30, 1999.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Current Report to be signed on its behalf by the
undersigned hereunto duly authorized.
BIOENVISION INC.
By:/s/ CHRISTOPHER B. WOOD
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Christopher B. Wood
Chairman of the Board
and Chief Executive Officer
Date: September 30,1999
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EXHIBIT INDEX
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Exhibit No. Description
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16 Letter of Graf Repetti & Co., LLP dated September 30, 1999.
Exhibit 16
[logo] GRAF REPETTI & CO., LLP
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Certified Public Accountants & Business Advisors
September 30, 1999
U.S. Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Bioenvision, Inc.
Dear Sir or Madam:
We are the former accountants for the above referenced Company.
We are advised that the Company has retained another independent accountant to
conduct an audit of the Company's financial statements. The Company's attorneys
have provided us with a copy of their disclosure to the Securities and Exchange
Commission regarding the change of accountants which we have reviewed. Please be
advised that we are in agreement with the representations of the Company's
attorneys as set forth in Item 4 of their disclosure.
Sincerely,
Graf Repetti & Co., LLP
Grace Building o 1114 Avenue of the Americas o New York, N.Y. 10036
phone 212.302.3300 o fax 212.302.9660
