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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K /A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): July 15, 2002
SEMOTUS SOLUTIONS, INC.
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(Exact Name of Registrant as Specified in its Charter)
NEVADA 1-15569 36-3574355
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification No.)
1735 Technology Drive, Suite 790, San Jose, California 95110
(Address of Principal Executive Offices) (Zip Code)
(408) 367-1700
(Registrant's Telephone Number, including area code)
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ITEM 4: CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
BDO Seidman, LLP served as our independent auditors from September 3, 1998 to
July 15, 2002. We have determined to change our independent auditors for fiscal
year 2003, and we dismissed BDO Seidman LLP on July 15, 2002. The decision to
change independent auditors was recommended by the Company's Management and the
Audit Committee of the Board of Directors, and approved by a unanimous vote of
the full Board of Directors.
Our decision to change our independent auditors did not occur due to any
existing or previous accounting disagreements with BDO Seidman LLP, and BDO
Seidman LLP has expressed no disclaimer of opinion, adverse opinion,
qualification or limitation as to uncertainty, audit scope, or accounting
principles regarding our financial statements or the audit process, for the
fiscal years ended March 31, 2002 or 2001. Neither have there been any
accounting disagreements or reportable events within the meaning of Item
304(a)(1)(iv) and Item 304(a)(1)(v) of SEC Regulation S-K for those periods or
for the interim period from April 1, 2002 up to and including July 15, 2002. BDO
Seidman LLP has stated in its attached letter addressed to the SEC its
concurrence with the foregoing statements in this paragraph.
On July 15, 2002, we engaged Burr, Pilger & Mayer LLP to serve as our
independent auditors for the fiscal year ending March 31, 2003. The decision to
engage Burr, Pilger & Mayer LLP was recommended by the Company's management team
and the Audit Committee of the Board of Directors, and unanimously approved by
the full Board of Directors. We did not seek the advice of Burr, Pilger & Mayer
LLP on specific audit issues relating to the application of accounting
principles to a specified transaction, either completed or proposed, the type of
audit opinion that might be rendered on our financial statements, or any matter
that was a reportable event prior to engagement of this firm.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(C) EXHIBITS.
16.1 - Letter from BDO Seidman, LLP dated August 26, 2002
SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, the Registrant has
duly caused this Report to be signed on its behalf by the undersigned, hereunto
duly authorized.
SEMOTUS SOLUTIONS, INC.
DATE: August 26, 2002 BY: /s/ Anthony N. Lapine
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Anthony N. Lapine,
President and Chief Executive Officer