CRITICARE SYSTEMS INC /DE/
8-K, 1999-11-05
ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS
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                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 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):  November 2, 1999
                                                          ----------------

                             CRITICARE SYSTEMS, INC.
                      ------------------------------------
             (Exact name of registrant as specified in its charter)

                                     Delaware
                           --------------------------
                 (State or other jurisdiction or incorporation)

     000-16061                                         39-1501563
     ---------                                         ----------
    (Commission  File                           (I.R.S.  Employer  I.D.
         Number)                                   Number)


     20925  Crossroads  Circle
         Waukesha,  Wisconsin                            53186
     ------------------------                         -----------
     (Address  of  Principal  Executive               (Zip  Code)
              Offices)

                         414-798-8282
                         ------------
          (Registrant's  telephone  number;  including  area  code)


<PAGE>
Item  4.  Changes  in  Registrant's  Certifying  Accountant.
- -----------------------------------------------------------

     (a)     Deloitte  &  Touche  LLP  (the  "Former  Accountants")  resigned as
independent  accountants  for Criticare Systems, Inc. (the "Company") on October
5,  1999.  Information  concerning  the  Former  Accountants'  resignation  was
disclosed  in  a  Form  8-K filed on October 13, 1999, as amended on October 25,
1999.

     (b)     Effective November 2, 1999, the Company engaged BDO Seidman, LLP as
its  independent  accountants  to  report on the Company's financial statements.



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<PAGE>
                                   SIGNATURES

     Pursuant  to  the  requirements  of  the  Securities  Exchange Act of 1934,
Criticare  Systems,  Inc. has duly caused this report to be signed on its behalf
by  the  undersigned  hereunto  duly  authorized.

                              CRITICARE  SYSEMS,  INC.
Date:  November  5,  1999
                              BY     /s/  Joseph  M.  Siekierski
                                     ---------------------------
                                   Joseph M. Siekierski, Vice President- Finance



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