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): June 12, 2002
COMSHARE, INCORPORATED
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(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
MICHIGAN
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(STATE OR OTHER JURISDICTION OF INCORPORATION)
0-4096 38-1804887
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(COMMISSION FILE NUMBER) (I.R.S. EMPLOYER IDENTIFICATION NO.)
555 BRIARWOOD CIRCLE, ANN ARBOR, MICHIGAN 48108
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(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
(734) 994-4800
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(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
On June 12, 2002, Comshare, Incorporated (the "Company"),upon the approval of
its Audit Committee, dismissed Arthur Andersen LLP("Arthur Andersen" or "AA") as
the Company's independent public accountants and engaged Ernst and Young LLP
("E&Y") to serve as the Company's independent public accountants for the fiscal
year ending June 30, 2002.
Arthur Andersen's reports on the Company's consolidated financial statements for
each of the years ended June 30, 2001 and 2000 did not contain an adverse
opinion or disclaimer of opinion, nor were they qualified or modified as to
uncertainty, audit scope or accounting principles.
In connection with its audits for the Company's fiscal years ended June 30, 2001
and 2000 and through June 12, 2002, there were no disagreements between the
Company and Arthur Andersen on any matter of accounting principle or practice,
financial statement disclosure, or auditing scope or procedure which, if not
resolved to AA's satisfaction, would have caused AA to make reference to the
subject matter in connection with AA's report on the Company's consolidated
financial statements for such years; and there were no reportable events as
defined in Item 304(a)(1)(v) of Regulation S-K.
The Company provided Arthur Andersen with a copy of the foregoing disclosures.
Attached as Exhibit 16 is a copy of AA's letter, dated June 12, 2002, stating
its agreement with such statements.
During the fiscal years ended June 30, 2001 and 2000 and through June 12, 2002,
the Company did not consult E&Y with respect to 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 Company's consolidated financial
statements, or any other matters or reportable events listed in Items
304(a)(2)(i) and (ii) of Regulation S-K.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
Exhibit
Number Description
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16.1 Letter from Arthur Andersen LLP to the Securities and
Exchange Commission dated June 12, 2002
SIGNATURES
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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.
COMSHARE, INCORPORATED
(Registrant)
Date: June 13, 2002 /s/ Brian Jarzynski
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By: Brian Jarzynski
Title: Vice President,
Chief Financial Officer,
Treasurer and
Assistant Secretary
EXHIBIT INDEX
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Exhibit
Number Description
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16.1 Letter from Arthur Andersen LLP to the
Securities and Exchange Commission
dated June 12, 2002