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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
June 6, 1996
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Date of Report (Date of Earliest Event Reported)
CAREADVANTAGE, INC.
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(Exact Name of Registrant as Specified in Charter)
DELAWARE 0-26168 52-1849794
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(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification No.)
incorporation)
485-C Route 1 South, Iselin, New Jersey 08830
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(Address of Principal Executive Offices) (Zip Code)
(908) 602-7000
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(Registrant's Telephone Number, Including Area Code)
This Form 8-K consists of 3 pages.
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
(a) The Registrant's Board of Directors selected and approved the
Accounting Firm of Richard A. Eisner & Company, LLP as independent
public accountants to audit the Registrant's financial statements
for the fiscal year ending October 31, 1996. This action was
effective as of June 6, 1996 and, accordingly, the accounting firm
of Mortenson and Associates, PC which was the independent
accountant for the Registrant's most recent certified financial
statements (fiscal year ended October 31, 1995) was dismissed in
its capacity as the Registrant's accountants effective June
6, 1996.
(b) To the best of management's knowledge, there have been no
disagreements between the Registrant and Mortenson and Associates,
PC on any matter of accounting principles or practices, financial
statement disclosure or auditing scope or procedure in connection
with the audits of the two most recent fiscal years and any
subsequent interim period prior to the date hereof, which
disagreements if not resolved to the satisfaction of Mortenson and
Associates, PC would have caused them to make reference in
connection with their report to the subject of the disagreement.
(c) The report of Mortenson and Associates, PC on the Registrant's
financial statements for the fiscal year ended October 31, 1994
contained no adverse opinion or disclaimer of opinion and was not
qualified as to uncertainty, audit scope or accounting principles.
The Report of Mortenson and Associates, PC on the Registrant's
financial statements for the fiscal year ended October 31, 1995
was originally issued with a disclaimer of opinion dated December
27, 1995 because of significant uncertainties. However, on
February 22, 1996 these uncertainties were resolved and the
dislcaimer of opinion was withdrawn and a dual-dated report was
issued, which was modified as to uncertainty about the Comany's
ability to continue as a going concern. Such uncertainty was the
result of recurring losses from operations, negative working
capital and potential required payments pursuant to the terms of
certain liabilities to which the Company was a party. Management
of the Company concurred with the position of the former
independent public accountant.
(d) The Registrant has requested Mortenson and Associates, PC to
furnish it with a letter addressed to the Securities and Exchange
Commission stating whether or not it agrees with the statement
made by the Registrant in response to this Item 4 and, if not,
stating the respects with which it does not agree.
(e) The decision to change accountants was recommended and approved by
the Registrant's Board of Directors on June 6, 1996.
The following exhibit is filed with this sreport:
16.1 Former certifying accountant's letter to the Securities and
Exchange Commission.
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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.
CAREADVANTAGE, INC.
Dated: June 13, 1996 By: /s/ Richard Strobel
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Richard Strobel
Vice President and Chief Financial Officer
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