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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report
(Date of Earliest Event Reported): Commission File Number:
OCTOBER 27, 1997 0-22172
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MIDISOFT CORPORATION
(Exact name of registrant as specified in its charter)
WASHINGTON 91-1345532
(State of incorporation) (I.R.S. Employer
Identification Number)
1605 N.W. SAMMAMISH ROAD
ISSAQUAH, WASHINGTON 98027
206/391-3610
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(Address of principal executive
offices and telephone number)
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
(a)(1) Ernst & Young LLP (the "Former Accountants") resigned as independent
accountants for Midisoft Corporation (the "Company") on October 27,
1997.
The Former Accountants reported on the Company's financial statements
for the fiscal year ended December 31, 1996. The report of the Former
Accountants on the financial statements for such year contained no
adverse opinion or disclaimer of opinion and was not qualified or
modified as to uncertainty, audit scope or accounting principles.
However, the Former Accountants' report did contain an explanatory
paragraph regarding the uncertainty of the Company's ability to
continue as a going concern.
During the Company's fiscal year ended December 31, 1996, and through
the date of this report, there were no disagreements with the Former
Accountants on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedure, which
disagreements if not resolved to the satisfaction of the Former
Accountants would have caused them to make reference thereto in their
report on the financial statements for such years.
During the fiscal year ended December 31, 1996 and through the date of
this report, the Former Accountants did not advise the Company with
respect to any of the matters described in paragraphs (a)(1)(vi)(B)(1)
through (3) of Item 304 of Regulation S-B.
(a)(2) The Registrant has not yet engaged a successor accounting firm.
(a)(3) The Company has provided the Former Accountants with a copy of the
foregoing disclosures and has requested in writing that the Former
Accountants furnish it with a letter addressed to the SEC stating
whether or not it agrees with such disclosures. A copy of such letter
will be filed as an exhibit to this report in accordance with Item 601
of Regulation S-B.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Not applicable.
(b) Not applicable.
(c) The letter of the Former Accountants is filed as an exhibit to this report
in accordance with the provisions of Item 601 of Regulation S-B.
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.
MIDISOFT CORPORATION
Date: October 31, 1997 By: /s/ MELINDA A. BRYDEN
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Melinda A. Bryden,
Chief Financial Officer
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EXHIBIT INDEX
Reg. S-B
Exhibit No. Description Item No.
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16.2 Letter of Ernst & Young, LLP dated October 31, 1997 16
concerning change in certifying accountants.
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EXHIBIT 16.2 TO FORM 8-K
October 31, 1997
Securities and Exchange Commission
450 Fifth Street N.W.
Washington, DC 20549
Gentlemen:
We have read Item 4 of Form 8-K dated October 31, 1997, of Midisoft
Corporation and are in agreement with the statements contained in the
paragraph (a)(1) on page 2 therein. We have no basis to agree or disagree
with other statements of the registrant contained therein.
ERNST & YOUNG LLP
Seattle, Washington
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