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) - March 30, 1999
Market Guide Inc.
--------------------------------------------------------------------------
(Exact name of Registrant as specified in its charter)
New York 291525-NY 11-2646081
--------------------------------------------------------------------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
2001 Marcus Avenue, Suite South 200
Lake Success, New York 11042-1011
- --------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrants telephone number, including area code: (516) 327-2400
<PAGE>
Item 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANTS
The audit committee of the Company's Board of Directors held a meeting on March
29, 1999 for the purpose of approving the engagement of Ernst & Young LLP as the
Company's independent auditors for the fiscal year ended February 28, 1999.
Ernst and Young LLP will replace the Company's previous independent auditors,
Zerbo, McKiernan & Zambito LLC. The engagement of Ernst & Young LLP as
successors for Zerbo, McKiernan & Zambito LLC is effective March 30, 1999.
The prior auditors' reports on the Company's financial statements for the past
two fiscal years did not contain an adverse opinion or a disclaimer of opinion
and are neither qualified or modified as to uncertainty, audit scope or
accounting principles.
In connection with the audits of the Company's financial statements for each of
the two fiscal years ended February 28, 1997 and February 28, 1998, and in the
subsequent interim period, there were no disagreements with Zerbo, McKiernan &
Zambito LLC on any matters of accounting principles or practices, financial
statement disclosure, or auditing scope and procedures which, if not resolved to
the satisfaction of Zerbo, McKiernan & Zambito LLC would have caused Zerbo,
McKiernan & Zambito LLC to make reference to the matter in their report.
There have been no reportable events as defined in Regulation S-K, Item 304
(a)(1)(v).
Item 7. EXHIBIT
The Company has received the letter attached to this form 8-K as Exhibit 1 from
Zerbo, McKiernan & Zambito LLC stating their agreement with the above
statements.
<PAGE>
[Zerbo, McKiernan & Zambito, LLC - Letterhead]
March 31, 1999
Securities and Exchange Commission
Mail Stop 9-5
450 5th Street, N.W.
Washington, DC 20549
Dear Sirs/Madams:
We have read and agree with the comments in Item 4 of Form 8-K of Market Guide
Inc. dated March 30, 1999.
Yours truly,
/s/ Zerbo, McKiernan & Zambito LLC
<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 hereunto duly authorized.
MARKET GUIDE INC.
(Registrant)
Date: April 1, 1999 /s/ Homi M. Byramji, President & CEO