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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: JANUARY 9, 1998
ACCESS HEALTH, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 0-19758 68-0163589
(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation or organization) Identification Number)
310 INTERLOCKEN PARKWAY, SUITE A,
BROOMFIELD, COLORADO 80021
(address of principal executive offices)
Registrant's telephone number, including area code: (303) 466-9500
11020 WHITE ROCK ROAD
RANCHO CORDOVA, CALIFORNIA 95670
(Former name or former address, if changed since last report.)
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
(a) Previous independent accountants.
(i) On January 6, 1998, the Registrant dismissed the accounting firm of
Ernst & Young LLP as its independent accountants effective January 6,
1998.
(ii) Ernst & Young LLP's reports on the financial statements for the past
two years have contained no adverse opinions or disclaimers of
opinion and were not modified as to uncertainty, audit scope or
accounting principles.
(iii) During the Registrant's fiscal years ended September 30, 1996 and
1997, the accountant's reports were unqualified and there were no
disagreements with the former accountants on any matter of accounting
principles or practices, financial statement disclosures, or auditing
scope or procedure which would have caused the former accountants to
make reference in their report to such disagreements if not resolved
to their satisfaction.
(iv) The Registrant's Audit Committee and Board of Directors approved the
decision to change independent accountants from Ernst & Young LLP to
Arthur Andersen LLP.
(v) The Registrant has provided Ernst & Young LLP with a copy of this
disclosure and requested that Ernst & Young LLP furnish it with a
letter addressed to the Securities and Exchange Commission (the
"Commission") stating whether it agrees with the above statements.
(A copy of the Ernst & Young LLP letter addressed to the Commission
is filed as Exhibit No. 16.1 to this Form 8-K).
(b) New independent accountants.
(i) On January 6, 1998, the Registrant engaged Arthur Andersen LLP as its
new independent accountants for the fiscal year ending September 30,
1998.
(ii) Arthur Andersen LLP was the independent auditor for Informed Access
Systems, Inc. for calendar year 1995 and for 1996 until September of
1996, at which time Ernst & Young LLP became the auditor for Informed
Access Systems, Inc. At such time, Informed Access Systems, Inc.
entered into merger discussions with Registrant, and such merger was
final on November 18, 1996. During the 1995 calendar year and 1996
partial year, Arthur Andersen LLP rendered audit opinions of the
financial statements of Informed Access Systems, Inc. Prior to the
appointment of Arthur Andersen LLP, the Registrant did not engage or
consult with Arthur Andersen LLP regarding the matters described in
Regulation S-K, Item 304(a)(2), but did discuss with Arthur Andersen
LLP its engagements fees and standard engagement terms for serving
as the Registrant's auditors.
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
Exhibit 16.1 - Letter of Ernst & Young LLP to the Securities and Exchange
Commission dated January 7, 1998.
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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 of the
undersigned thereunto duly authorized.
ACCESS HEALTH, INC.
DATED, this 9th day of January 1998. By: /S/ TIMOTHY H. CONNOR
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Name: Timothy H. Connor
Title: Senior Vice President and
Chief Financial Officer
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EXHIBIT 16.1 TO FORM 8-K
January 7, 1998
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549
Gentlemen:
We have read Item 4 of Form 8-K dated January 9, 1998, of Access Health, Inc.
and are in agreement with the statements contained in paragraphs (a)(i) through
(a)(iii) inclusive, and (a)(v) on page 2 therein. We have no basis to agree or
disagree with other statements of the registrant contained therein.
ERNST & YOUNG LLP
