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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
(SECOND AMENDMENT)
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): MAY 12, 2000
GENE LOGIC INC.
(Exact name of registrant as specified in its charter)
DELAWARE
(State or other jurisdiction of incorporation)
0-23317 06-1411336
(Commission File No.) (IRS Employer Identification No.)
708 QUINCE ORCHARD DRIVE
GAITHERSBURG, MARYLAND 20878
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (301) 987-1700
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The Registrant's Current Report on Form 8-K dated April 11, 2000, as
amended on May 2, 2000, is hereby amended by the addition of the information set
forth below:
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
(a)(2) New Independent Auditors.
The Registrant first contacted Ernst & Young LLP about the possibility of
Ernst & Young serving as the Registrant's independent auditors in November 1999.
Following several meetings and conversations in February and March 2000, the
Registrant contacted Ernst & Young on April 7, 2000 and requested Ernst & Young
to engage as the Registrant's independent auditors. Ernst & Young agreed to
serve as the Registrant's independent auditors on May 3, 2000.
The Registrant did not consult with Ernst & Young prior to engagement
regarding (i) the application of accounting principles or the type of audit
opinion that might be rendered by Ernst & Young, or (ii) any other matter that
was the subject of a "disagreement" (as defined in Item 304(a)(1)(iv) of
Regulation S-K) or a "reportable event" (as defined in Item 304(a)(1)(v) of
Regulation S-K).
Following Ernst & Young's acceptance of the engagement, the Registrant
consulted with Ernst & Young on the NeuralStem Biopharmaceuticals Ltd.
agreements. As a result, the Registrant concluded that the appropriate
accounting treatment for the $1.5 million received in connection with the sale
of a database module to NeuralStem was not to recognize any revenue from such
sale in the first quarter of fiscal 2000. The Company expects to record revenue
over the term of the agreements with NeuralStem.
SIGNATURE
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.
GENE LOGIC INC.
Dated: May 12, 2000 By: /s/ Philip L. Rohrer, Jr.
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Philip L. Rohrer, Jr.
Chief Financial Officer
