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: March 18, 2009
(Date of earliest event reported)
VASOMEDICAL, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-18105 11-2871434
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification
incorporation) Number)
180 Linden Avenue, Westbury, New York 11590
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number including area code (516) 997-4600
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Not applicable
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(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b)
[ ] Pre-commencement communications pursuant to Rule 13e-4c under the Exchange
Act (17 CFR 240.13e-4c)
Item 4.01 Changes in Registrant's Certifying Accountant.
(a) At a meeting held on March 11, 2009, the Board of Directors of the
Company, at the recommendation of its Audit Committee, approved the engagement
of Rothstein, Kass & Company, P.C. as its independent auditors for the fiscal
year ending May 31, 2009, subject to their approval. Rothstein, Kass & Company,
P.C. accepted this engagement on March 18, 2009, at which time the Company's
prior independent auditors, Miller Ellin & Company, LLP, were dismissed.
The reports of Miller Ellin & Company, LLP on the Company's financial
statements for the past two fiscal years 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.
In connection with the audits of the Company's financial statements for
each of the two fiscal years ended May 31, 2007 and 2008, and in the subsequent
interim period through March 18, 2009, there were no disagreements with Miller
Ellin & Company, LLP on any matters of accounting principles or practices,
financial statement disclosure, or auditing scope and procedures which, if not
resolved to the satisfaction of Miller Ellin & Company, LLP, would have caused
Miller Ellin & Company, LLP to make reference to the matter in their report.
The Company has requested Miller Ellin & Company, LLP to furnish it with a
letter addressed to the Commission stating whether it agrees with the above
statements which the Company has filed as an exhibit in this form.
(b) The Company has not had any discussions nor received any written
opinion or oral advice from Rothstein, Kass & Company, P.C. during the two most
recent fiscal years and any subsequent interim period with respect to either the
application of accounting principles to a specified transaction, either
completed or proposed, or as to the type of audit opinion that might be rendered
on the Company's financial statements.
Item 9.01 Financial Statements and Exhibits
(c) Exhibits
16 - Letter from Miller Ellin & Company LLP
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
VASOMEDICAL, INC.
By: /s/ David Singh
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David Singh
Chief Financial Officer
Dated: March 26, 2009