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<SEC-DOCUMENT>0000950149-98-002009.txt : 19981222
<SEC-HEADER>0000950149-98-002009.hdr.sgml : 19981222
ACCESSION NUMBER:		0000950149-98-002009
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	19981214
ITEM INFORMATION:		
FILED AS OF DATE:		19981221

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			AMERICAN SHARED HOSPITAL SERVICES
		CENTRAL INDEX KEY:			0000744825
		STANDARD INDUSTRIAL CLASSIFICATION:	SERVICES-MEDICAL LABORATORIES [8071]
		IRS NUMBER:				942918118
		STATE OF INCORPORATION:			CA
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		
		SEC FILE NUMBER:	001-08789
		FILM NUMBER:		98772691

	BUSINESS ADDRESS:	
		STREET 1:		4 EMARCADERO CENTER STE 3620
		CITY:			SAN FRANCISCO
		STATE:			CA
		ZIP:			94111
		BUSINESS PHONE:		4157885300

	MAIL ADDRESS:	
		STREET 1:		4 EMBARCADERO CENTER
		CITY:			SAN FRANCISCO
		STATE:			CA
		ZIP:			94111
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<DESCRIPTION>FORM 8-K DATED DECEMBER 14,1998
<TEXT>

<PAGE>   1

                       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




                Date of Report (Date of earliest event reported):
                                DECEMBER 14, 1998



                        AMERICAN SHARED HOSPITAL SERVICES
             (Exact name of registrant as specified in its charter)



CALIFORNIA                          0-8789                     94-2918118
(State or other            (Commission File Number)         (I.R.S. Employer
jurisdiction of                                            Identification No.)
incorporation)




          FOUR EMBARCADERO CENTER, SUITE 3620, SAN FRANCISCO, CA 94111
          (Address of principal executive offices)             (Zip Code)




        Registrant's telephone number, including area code: 415-788-5300



                                 Not Applicable
         (Former Name or Former Address, if Changed Since Last Report)


<PAGE>   2

Item 4.  Changes in Registrant's Certifying Accountant

         The Company on December 14, 1998 engaged Grant Thornton, LLP as its
independent accountant to audit the Company's financial statements for the year
ended December 31, 1998. The Company and Grant Thornton, LLP have a long
established relationship as Grant Thornton has served as the Company's tax
advisor since 1990.

         In light of its engagement of Grant Thornton, the Company will no
longer engage Ernst & Young, LLP ("E&Y"), to audit the Company's financial
statements. Ernst & Young, LLP, has served as the Company's auditor since 1983.
In recognition of the Company's previously reported defaults under its credit
facilities and equipment leases, E&Y has included a "going concern"
qualification in its report on the Company's financial statements in each year
since 1990. The Company does not know whether its auditor's report for the year
ended December 31, 1998 will contain such a qualification.

         The decision to change accountants was referred by the Audit Committee
to the full Board of Directors. The Board of Directors approved the decision to
change independent accountants. An important motivating factor in the Board's
decision was to reduce the Company's audit expenses following the completion of
its financial restructuring, the sale of its imaging business on November 13,
1998, and the significantly reduced scope of the Company's operations.

         The Company during its two most recent fiscal years and any subsequent
interim period preceding its change of independent accountant did not have any
disagreements with the former accountant on any matter of accounting principles
or practices, financial statement disclosure, or auditing scope or procedure.
See E&Y's letter to the Company dated December 17, 1998 attached as Exhibit
16.1.



                                        2
<PAGE>   3

         The following Exhibits are filed with this Report:

Exhibit No.        Description
- -----------        -----------

16.1               Letter dated December 17, 1998 from Ernst & Young, LLP, to 
                   the Company.



                                       3
<PAGE>   4

                                   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.

                                         AMERICAN SHARED HOSPITAL SERVICES
                                         (Registrant)



                                         By: /s/ Ernest A. Bates, M.D.
                                             ---------------------------------
                                             Ernest A. Bates, M.D.
                                             Chairman of the Board and
                                             Chief Executive Officer

Dated:  December 21, 1998



                                        4
<PAGE>   5

                                Index to Exhibits
                                -----------------

Exhibit No.                         Description                             Page
- -----------                         -----------                             ----
                                   
16.1         Letter dated December 17, 1998 from Ernst & Young, LLP, 
             to the Company.                                                 6



                                        5
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-16.1
<SEQUENCE>2
<DESCRIPTION>LETTER FROM ERNST & YOUNG LLP DATED 12-17-1998
<TEXT>

<PAGE>   1

                                                                    EXHIBIT 16.1


                         [ERNST & YOUNG LLP LETTERHEAD]


December 17, 1998



Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC  20549


Gentlemen:

We have read Item 4 of Form 8-K dated December 17, 1998 of American Shared 
Hospital Services and are in agreement with the statements contained in the 
second and fourth paragraphs on page 1 therein. We have no basis to agree or 
disagree with other statements of the registrant contained therein.



                                        /s/ Ernst & Young LLP
</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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