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
April 28, 2004
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(Date of Report)
Claimsnet.com inc.
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(Exact name of registrant as specified in its charter)
Delaware 001-14665 75-2649230
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
14860 Montfort Drive, Suite 250, Dallas, Texas 75254
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(Address of principal executive offices)
(972) 458-1701
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(Registrant's telephone number, including area code)
N/A
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(Former name or former address, if changed since last report.)
ITEM 4. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT.
(a) Previous independent accountants:
(1) On April 26, 2004, KBA Group LLP, which served as the Registrant's
independent public accountants since February 2003, notified the
Registrant of their intention not to stand for re-election as the
Registrant's principal accountants.
(2) The reports issued by KBA Group LLP on the financial statements
for the past two fiscal years of the Registrant did not contain an
adverse opinion nor a disclaimer of opinion, and were not
qualified or modified as to uncertainty, audit scope or accounting
principles, except that each such report included an explanatory
paragraph describing conditions that raised substantial doubt
about the Registrant's ability to continue as a going concern.
(3) The Registrant's Board of Directors approved the decision to
change independent public accountants.
(4) In connection with its audits for the two most recent fiscal years
and through April 28, 2004, there were no disagreements with KBA
Group LLP 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 KBA
Group LLP, would have caused KBA Group LLP to make reference
thereto in their report on the financial statements for such years
or such interim periods.
(5) The Registrant requested that KBA Group LLP furnish it with a
letter addressed to the Securities and Exchange Commission stating
whether or not it agrees with the above statements. A copy of such
letter, dated April 27, 2004, is filed as Exhibit 16 to this Form
8-K.
(b) New independent accountants:
The Registrant's Board of Directors approved the engagement of
Whitley Penn and the Registrant engaged Whitley Penn as its new
independent public accountants as of April 26, 2004. During the
two most recent fiscal years and through April 28, 2004, the
Registrant has not consulted with Whitley Penn 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 Registrant's consolidated financial
statements, or any other matters or reportable events as set forth
in Items 304(a)(1)(iv) or (v) of Regulation S-K.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) None
(b) None
(c) Exhibits
Exhibit 16 Letter from KBA Group LLP dated April 27, 2004
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.
DATED: APRIL 28, 2004
CLAIMSNET.COM INC.
BY: /s/ Paul W. Miller
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NAME: Paul W. Miller
TITLE: Chief Financial Officer