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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):
December 9, 1999
BLUEFLY, INC.
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(Exact Name of registrant as specified in its charter)
New York 333-22895 13-3612110
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
42 West 39th Street, New York, New York 10018
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(Address of principal executive offices) (Zip Code)
(212) 944-8000
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Registrant's telephone number, including area code
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(Former name or former address, if changed since last report)
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Item 4. Changes in Registrant's Certifying Accountant.
On December 9, 1999, the Registrant engaged the independent accounting firm
of PricewaterhouseCoopers LLP ("PricewaterhouseCoopers") as the Registrant's
principal accountants to audit the Registrant's financial statements on an
ongoing basis. At the same time, the Registrant terminated the engagement of
M.R. Weiser & Co. LLP ("Weiser"), previously the Registrant's independent public
accountants. This change in independent accountants was approved by the Audit
Committee of the Registrant's Board of Directors.
Weiser's report on the Registrant's financial statements during the most
recent fiscal year did not contain any adverse opinion or a disclaimer of
opinion and was not modified as to uncertainty, audit scope or accounting
principles. During the Registrant's most recent fiscal year and all subsequent
interim periods preceding the termination of the engagement of Weiser, there
were no disagreements with Weiser on any matter of accounting principles or
practices, financial statement disclosure or auditing scope or procedure.
The Registrant has provided Weiser with a copy of the disclosures it is
making herein and has requested Weiser to furnish it with a letter addressed to
the Securities and Exchange Commission stating whether it agrees with the
statements made by the Registrant herein and, if not, stating the respects in
which it does not agree. A copy of Weiser's letter responsive to such request is
attached hereto as Exhibit 1.
Prior to the engagement of PricewaterhouseCoopers as its principal
independent public accountants, the Registrant did not consult with
PricewaterhouseCoopers or receive any written or oral advice from
PricewaterhouseCoopers regarding any matter, including without limitation the
application of accounting principles to any transaction, the type of audit
opinion that might be rendered on the Registrant's financial statements or any
matter that was the subject of a disagreement or reportable event.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
The following exhibits are being filed herewith:
16.3 Letter from M.R. Weiser & Co. LLP to Bluefly, Inc.
2
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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.
BLUEFLY, INC.
By: /s/ Patrick C. Barry
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Patrick C. Barry
Chief Financial Officer
Dated: December 15, 1999
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EXHIBIT INDEX
Exhibit Page
Number Description No.
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16.3 Letter from M.R. Weiser & Co. LLP to Bluefly, Inc. 1
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[M.R.WEISER & CO. LLP LETTERHEAD]
Securities and Exchange Commission
450 5th Street, N.W.
Washington, D.C. 20549
To Whom It May Concern:
We have read and agree with the comments in Item 4 of Form 8-K of Bluefly,
Inc. dated December 15, 1999.
/s/ M.R. Weiser & Co. LLP
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M.R. Weiser & Co. LLP
New York, NY
December 15, 1999