<PAGE>
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
December 14, 1999
-----------------------------------------------------------------
Date of Report (Date of Earliest Event Reported)
National Quality Care, Inc.
-----------------------------------------------------------------
(Exact name of Registrant as specified in its charter)
Delaware 0 - 19031 84 - 1215959
- ------------------ ----------------------- -------------------
(State or other (Commission file (IRS Employer
jursidiction of number) Identification No.)
incorporation or
organization)
1835 S. La Cienega Boulevard
Suite 235
Los Angeles, California 90036
------------------------------------------------
(Address of principal executive offices)
Registrants' telephone number, including area code: (310) 280-2758
--------------
with copies to:
Jeffrey P. Berg, Esq.
Matthias & Berg LLP
1990 South Bundy Drive
Suite 790
Los Angeles, California 90025
Tel: (310) 820-0083
<PAGE>
Item 4. Changes in Registrant's Certifying Accountant.
----------------------------------------------
a. On December 2, 1999, KPMG LLP declined its appointment as principal
independent accountants for National Quality Care, Inc. (the Company).
In connection with the audits for the two (2) most recent fiscal years
ended December 31, 1998 and 1997 and the subsequent interim period through
December 2, 1999, there were no disagreements between KPMG LLP and the Company,
on any matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedures, which disagreements, if not
resolved to the satisfaction of KPMG LLP would have caused KPMG LLP to make
reference in connection with its report for the related periods with respect to
the subject matter of the disagreement.
The audit reports of KPMG LLP on the consolidated financial statements
of the Company, as of and for the years ended December 31, 1998 and 1997, did
not contain any adverse opinion, or disclaimer of opinion, nor were they
qualified or modified as to uncertainty, audit scope, or accounting principles.
b. As of December 14, 1999, the Company engaged Moss Adams LLP, as the
Company's principal independent accountants. Prior to engaging Moss Adams LLP,
neither the Registrant nor someone on its behalf consulted Moss Adams LLP
regarding either (i) the application of accounting principles to a specified
transaction, either completed or proposed; or the type of audit opinion that
might be rendered on the Registrant's financial statements; or (ii) any matter
that was either the subject of a disagreement or a reportable event."
Item 7. Financial Statements and Exhibits
---------------------------------
(c) Exhibits.
16.1 Letter re Change in Registrant's Certifying Accountants of KPMG
LLP, dated as of December 14, 1999.
<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 authorized.
NATIONAL QUALITY CARE, INC.
Dated: December 14, 1999 By: /S/ Victor Gura
------------------------
Victor Gura, M.D.
President/CEO
<PAGE>
EXHIBIT INDEX
Exhibit
Number Description
- ------ -----------
16.1 Letter re Change in Certifying Accountant of KPMG LLP, dated
December 14, 1999
[KPMG Logo Here]
355 South Grand Avenue Telephone 213-972-4000
Suite 2000 Fax 213-622-1217
Los Angeles, CA 90071-1568
December 14, 1999
Securities and Exchange Commission
Washington, D.C. 20549
Ladies and Gentlemen:
We were previously principal accountants for National Quality Care, Inc. and,
under the date of February 26, 1999, we reported on the consolidated financial
statements of National Quality Care, Inc. and subsidiary as of and for the years
ended December 31, 1998 and 1997. On December 2, 1999, we declined our
appointment as principal accountants. We have read National Quality Care, Inc.'s
statements included under Item 4 of its Form 8-K dated December 14, 1999, and we
agree with such statements.
Very truly yours,
/S/ KPMG LLP