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
Date of Report (date of earliest event reported): July 14, 2000
Commission File Number 0-9747
EXCALIBUR TECHNOLOGIES CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 85-0278207
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1921 Gallows Road, Suite 200, Vienna, Virginia 22182
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (703) 761-3700
<PAGE>
Item 4. Changes in Registrant's Certifying Accountant
On July 14, 2000, Excalibur Technologies Corporation's (the "Company")
independent accounting firm, PricewaterhouseCoopers LLP ("PwC"), resigned in
anticipation of a conflict of interests resulting from the Company's planned
merger, announced May 1, 2000, with a division of Intel Corporation ("Intel")
and the prior existence of a business alliance between PwC and Intel which PwC
expects would impair its auditor independence with regard to the new company
being formed by the merger.
The Company engaged Ernst & Young LLP as its new accounting firm on
July 19, 2000. The decision to engage Ernst & Young was approved by the
Company's Board of Directors on the recommendation of its Audit Committee.
During the two most recent fiscal years and through July 14, 2000 (the
"Reporting Period"), none of PwC's reports on the Company's financial statements
contained an adverse opinion or a disclaimer of opinion, or were qualified or
modified as to uncertainty, audit scope or accounting principles. During the
Reporting Period, there were no matters of disagreement with PwC on any matters
of accounting principles or practices, financial statement disclosure, or
auditing scope or procedures which, if not resolved to the satisfaction of PwC,
would have caused PwC to make a reference thereto in its reports on the
financial statements. In addition, during the Reporting Period there were no
"reportable events" as described in Item 304 (a)(1)(v) of Regulation S-K.
The Company has requested PwC to furnish it with a letter addressed to
the Securities and Exchange Commission stating whether it agrees with the above
statements. A copy of that letter, dated July 14, 2000, is filed as an exhibit
to this Form 8-K.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
16. Letter of PricewaterhouseCoopers LLP regarding its concurrence
with the disclosure under Item 4 of this Form 8-K.
<PAGE>
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.
EXCALIBUR TECHNOLOGIES CORPORATION
By: /s/ James H. Buchanan
---------------------
James H. Buchanan
Chief Financial Officer
Date: July 19 , 2000
