SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO 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): October 31, 2000 COVALENT GROUP, INC. -------------------- (Exact name of issuer as specified in charter) Nevada 0-21145 56-1668867 (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorporation or file Identification Organization) number) Number) One Glenhardie Corporate Center 1275 Drummers Lane Suite 100 Wayne, Pennsylvania 19087 (Address of principal executive offices) (610) 975-9533 (Registrant's telephone number, including area code) ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNT On October 31, 2000, Covalent Group, Inc. (the "Company") replaced Arthur Andersen LLP ("Andersen"), its independent public accountants, with Deloitte & Touche, LLP ("Deloitte") in accordance with a resolution of the Company's board of directors. Andersen previously audited the Company's financial statements for the years ended December 31, 1997 through December 31, 1999. The reports of Andersen on the Company's financial statements for the years ended December 31, 1997 through December 31, 1999, did not contain an adverse opinion or a disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles. During the same period, and for the subsequent interim period through October 31, 2000, there were no disagreements with Andersen on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure. Pursuant to Item 304(a)(3) of Regulation S-B, the Company has requested Andersen to furnish it a letter addressed to the Securities and Exchange Commission stating whether it agrees with the above statements. A copy of that letter is filed as an Exhibit to this Form 8-K. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS Exhibit 16 Letter from Andersen to the Company dated November 16, 2000. SIGNATURE Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned duly authorized. Date: November 16, 2000 Covalent Group, Inc. /s/ Kenneth M. Borow, M.D. --------------------------------------- Kenneth M. Borow, M.D. Chief Executive Officer and President EXHIBIT INDEX Exhibit No. Description - ------- ----------- 16 Letter from Andersen to the Company dated November 16, 2000.