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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)
APRIL 10, 2000
TELESCAN, INC.
Exact Name of Registrant as Specified in its Charter
DELAWARE 0-17508 061489574
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State of Incorporation or Commission File Number I.R.S. Employer
Organization Identification No.
5959 CORPORATE DRIVE
SUITE 2000
HOUSTON, TEXAS 77036
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Address of Principal Executive (Zip Code)
Offices
(281) 588-9700
Registrant's telephone number,
including area code
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INFORMATION TO BE INCLUDED IN THE REPORT
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
(a) Previous Independent Accountants
(i) On April 10, 2000, Telescan, Inc. (the "Registrant") dismissed
Hein + Associates LLP as the Registrant's independent accountant.
(ii) Neither of the reports of Hein + Associates LLP on the
financial statements for the past two years contained an adverse opinion or
disclaimer of opinion or were qualified or modified as to uncertainty, audit
scope or accounting principles.
(iii) The dismissal of Hein + Associates LLP was recommended and
approved by the Audit Committee of the Board of Directors of the Registrant.
(iv) During the Registrant's two most recent fiscal years and
through the period from December 31, 1999 to April 10, 2000, there have been no
disagreements with Hein + Associates LLP on any matters of accounting principles
or practices, financial statement disclosure, or auditing scope or procedure,
which disagreements if not resolved to the satisfaction of Hein + Associates LLP
would have caused them to make reference thereto in their reports on the
consolidated financial statements for such years.
(v) During the Registrant's two most recent fiscal years and through
the period from December 31, 1999 to April 10, 2000, there have been no
reportable events (as defined in Regulation S-K Item 304(a)(1)(v)).
(vi) The Registrant has provided Hein + Associates LLP with a copy
of the disclosure it is making in response to Item 304(a) of Regulation S-K. The
Registrant has requested Hein + Associates LLP to furnish the Registrant with a
letter addressed to the Commission stating whether it agrees with the statements
made by the Registrant and, if not, stating the respects in which it does not
agree. A copy of such letter is filed as Exhibit 16.1 to this Form.
(b) Newly Engaged Independent Accountants.
(i) On April 10, 2000, the Registrant engaged Arthur Andersen LLP as
its new independent accountant. Through April 10, 2000, neither the Registrant
nor anyone on its behalf consulted Arthur Andersen LLP regarding (i) the
application of accounting principles to any transaction, either completed or
proposed, or (ii) the type of audit opinion that might be rendered by Arthur
Andersen LLP on the Company's financial statements. In addition, through April
10, 2000, neither the Registrant nor anyone on its behalf has consulted Arthur
Andersen LLP regarding any matter that was the subject of a disagreement (as
defined in Regulation S-K Item 304(a)(i)(iv)) or a reportable event (as defined
in Regulation S-K Item 304 (a)(1)(v)).
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Not applicable.
(b) Not applicable.
(c) Exhibits. The following exhibits are filed as part of this report:
16.1 Letter, dated April 11, 2000, from Hein + Associates LLP to the
Securities and Exchange Commission.
16.2 Letter, dated April 11, 2000, from Hein + Associates LLP to
Telescan, Inc.
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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.
Dated: April 13, 2000
TELESCAN, INC.
By: /S/ ROGER C. WADSWORTH
Roger C. Wadsworth
Senior Vice President
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[HEIN & ASSOCIATES LLP LETTERHEAD]
April 11, 2000
Securities and Exchange Commission
Washington, D.C. 20549
We are previously principal accountants for Telescan, Inc., and on February 25,
2000, we reported on the consolidated financial statements of Telescan, Inc. and
Subsidiaries as of December 31, 1999 and December 31, 1998, and for each of the
years in the three-year period ended December 31, 1999. On April 10, 2000, our
appointment as principal accountants of Telescan, Inc. was terminated. We have
read Telescan, Inc's statements included under Item 4 of its Form 8-K dated
April 10, 2000, and we agree with such statements, except that we are not in a
position to agree or disagree with Telescan, Inc.'s statement that the change
was approved by the Audit Committee of the Board of Directors and the statements
relating to the appointment of Arthur Andersen, LLP as independent accountants
for the Company.
Respectfully,
/s/ HEIN & ASSOCIATES LLP
HEIN & ASSOCIATES LLP
Certified Public Accountants
EXHIBIT 16.2
Mr. Roger Wadsworth
Senior Vice President
Telescan, Inc.
5959 Corporate, Suite 2000
Houston, Texas 77036
This is to confirm that the client-auditor relationship between Telescan, Inc.
(Commission File No. 0-17508) and HEIN & ASSOCIATES LLP has ceased.
Respectfully,
/s/ HEIN & ASSOCIATES LLP
HEIN & ASSOCIATES LLP
Certified Public Accountants
c: Office of the Chief Accountant
SECPS Letter File
Securities and Exchanges Commission
Mail Stop 9-5
450 Fifth Street, N.W.
Washington, D.C. 20549
