UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date
of
Report: January 17, 2006
(Date
of
earliest event reported)
TRACK
DATA CORPORATION
(Exact
Name of Registrant as specified in its Charter)
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Delaware
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0-24634
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22-3181095
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(State
or other jurisdiction of
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(Commission
File Number)
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(IRS
Employer Identification
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incorporation
or organization)
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Number)
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95
Rockwell Place, Brooklyn, New York
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11217
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(Address
of Principal Executives Offices)
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(Zip
Code)
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(718)
522-7373
(Registrant's
telephone number including Area Code)
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 follow
provisions:
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o
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (14
CFR
240.13e-4(c))
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ITEM
4.01 Change
in
Registrant's Certifying Accountant
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Previous
Independent Accountant
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On
January 17, 2006, the Audit Committee of the Board of Directors ("Audit
Committee") of Track Data Corporation (the "Company") dismissed Grant Thornton
LLP ("GT") as the Company's independent registered public accounting firm.
The
decision to change accountants was made unanimously by the Company's Audit
Committee.
The
audit
reports of GT 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 principle.
During the two most recent fiscal years and through January 17, 2006, there
have
been no disagreements with GT on any matter of accounting principles or
practices, financial statement disclosures, or auditing scope or procedures,
which disagreements, if not resolved to the satisfaction of GT, would have
caused GT to make reference to the subject matter of the disagreement in
connection with its reports on the financial statements for such periods. During
the two most recent fiscal years and through January 17, 2006, there have been
no reportable events as defined in Item 304(a)(1)(v) of Regulation
S-K.
The
Company has provided GT with a copy of this Form 8-K and requested that GT
furnish it with a letter addressed to the Securities and Exchange Commission
stating whether it agrees with the statements made by the Company herein and,
if
not, stating the respects in which it does not agree. A letter from GT, dated
January 18, 2006 regarding its concurrence with these statements is attached
hereto as Exhibit 16.1.
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New
Independent Accountant
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On
January 17, 2006, the Audit Committee unanimously voted to engage Marcum &
Kliegman LLP ("M&K") as its independent registered public accounting firm to
audit the Company's financial statements as of and for the year ending December
31, 2005.
During
the Company's two most recent fiscal years, and through January 17, 2006, the
Company has not consulted with M&K regarding 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 financial statements
nor has it consulted with M&K regarding any matter that was either the
subject of a disagreement, as that term is defined in Item 304(a)(1)(iv) of
Regulation S-K and the related instructions to Item 304 of Regulation S-K,
or a
reportable event, as that term is defined in Item 304 (a)(1)(v) of Regulation
S-K.
SIGNATURES
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 thereunto
duly authorized.
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Date:
January 20, 2006
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By
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/s/
Martin Kaye
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Martin
Kaye
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COO,
CFO
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ITEM
9.01
Financial Statements and Exhibits
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Exhibits
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No.
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Description
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16.1
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Letter
of Grant Thornton LLP, dated January 18, 2006, to the Securities
and
Exchange Commission regarding agreement with the statements made
in this
Form 8-K.
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