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 (DATE OF EARLIEST EVENT REPORTED): SEPTEMBER 8, 2000

                                  TALK.COM INC.
               (Exact Name of Registrant as Specified in Charter)
<TABLE>
<CAPTION>

<S>                                                 <C>                     <C>
                  DELAWARE                                    000-26728                 23-2827736
<    (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R.S.Employer Identification No.)
</TABLE>

                                  TALK.COM INC.

                           12020 SUNRISE VALLEY DRIVE

                             RESTON, VIRGINIA 20191
          (Address of Principal Executive Offices, Including Zip Code)

                                 (703) 391-7500
              (Registrant's telephone number, including area code)

                                 NOT APPLICABLE
          (Former Name or Former Address, if Changed Since Last Report)


<PAGE>

Item 4. Changes in Registrant's Certifying Accountant.

         (a) Previous Independent Accountants

         (i) On September 8, 2000,  Talk.com Inc. (the  "Company")  released the
firm of BDO Seidman, LLP, as the independent public accountants of the Company.

         (ii) The  decision  to change  accountants  was  approved  by the Audit
Committee  of the  Company's  Board  of  Directors  and by the  whole  Board  of
Directors of the Company.

         (iii) The reports of BDO Seidman,  LLP on the  financial  statements of
the Company for each of the past two fiscal years,  ended  December 31, 1998 and
1999,  contained  no adverse  opinion  or  disclaimer  of  opinion  and were not
qualified or modified as to uncertainty, audit scope or accounting principles.

         (iv)  In  connection  with  the  audits  of  the  Company's   financial
statements for the Company's two most recent fiscal years and through  September
8, 2000,  the  Company has had no  disagreements  with BDO  Seidman,  LLP on any
matter of accounting principles or practices,  financial statement disclosure or
auditing  scope and  procedures,  which  disagreements,  if not  resolved to the
satisfaction  of BDO Seidman,  LLP,  would have caused BDO Seidman,  LLP to make
reference  to the  subject  matter of the  disagreement  in their  report on the
Company's financial statements for such years.

         (v) During the  Company's  two most  recent  fiscal  years and  through
September 8, 2000, there were no "reportable events" to describe as specified in
Item 304(a)(1)(v) of Regulation S-K.

         (vi) The Company has requested that BDO Seidman,  LLP furnish it with a
letter  addressed to the Securities and Exchange  Commission  stating whether it
agrees with the  statements  made above.  A copy of the letter from BDO Seidman,
LLP, dated September 8, 2000, is filed as Exhibit 16.1 to this Current Report on
Form 8-K.

         (b)  Engagement of New Independent Accountants

         (i)   Effective  as  of  September   8,  2000,   the  Company   engaged
PricewaterhouseCoopers  LLP as its independent public accountants for the fiscal
year ending December 31, 2000, to audit the Company's financial statements.

         (ii)  During  the  Company's  two  most  recent  fiscal  years  and the
subsequent  interim period  preceding the  engagement of  PricewaterhouseCoopers
LLP,  neither the Company  nor anyone on behalf of the  Company  consulted  with
PricewaterhouseCoopers  LLP on any matter regarding:  (a) either 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,  and neither was a written report provided to the Company
nor was oral advice  provided that

<PAGE>

PricewaterhouseCoopers  LLP concluded was an important factor  considered by the
Company in  reaching a decision  as to the  accounting,  auditing  or  financial
reporting  issue, or (b) the subject of either a disagreement as defined in Item
304(a)(1)(iv)  of Regulation  S-K or a  "reportable  event" as specified in Item
304(a)(1)(v) of Regulation S-K.

Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.

         (c) The  following  information  is filed as an exhibit to the  Current
Report on Form 8-K:

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

16.1            Letter of BDO  Seidman,  LLP dated  September  8,  2000,  to the
                Securities and Exchange Commission


<PAGE>


                                   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 hereunto duly authorized.

                                        TALK.COM INC.

Date: September 13, 2000                 By: /s/ Aloysius T. Lawn, IV
                                            ------------------------
                                            Name: Aloysius T. Lawn, IV
                                            Title: Executive Vice President -
                                            General Counsel and Secretary
<PAGE>

EXHIBIT INDEX



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

16.1            Letter of BDO  Seidman,  LLP dated  September  8,  2000,  to the
                Securities and Exchange Commission
[{"type": "8-K", "sequence": "1", "filename": "0001.txt", "description": "FORM 8-K", "secsgml_size_bytes": 5835}]
{"company-data": {"conformed-name": "TALK COM", "cik": "0000948545", "assigned-sic": "4812", "irs-number": "232827736", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-26728", "film-number": "722148"}, "business-address": {"street1": "12020 SUNRISE VALLEY DRIVE", "city": "RESTON", "state": "VA", "zip": "22091", "phone": "2158621500"}, "mail-address": {"street1": "12020 SUNRISE VALLEY DRIVE", "city": "RESTON", "state": "VA", "zip": "22091"}, "former-company": [{"former-conformed-name": "TEL SAVE COM INC", "date-changed": "19981117"}, {"former-conformed-name": "TEL SAVE HOLDINGS INC", "date-changed": "19950726"}]}
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 (DATE OF EARLIEST EVENT REPORTED): SEPTEMBER 8, 2000

                                  TALK.COM INC.
               (Exact Name of Registrant as Specified in Charter)
DELAWARE                                    000-26728                 23-2827736
<    (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R.S.Employer Identification No.)
TALK.COM INC.

                           12020 SUNRISE VALLEY DRIVE

                             RESTON, VIRGINIA 20191
          (Address of Principal Executive Offices, Including Zip Code)

                                 (703) 391-7500
              (Registrant's telephone number, including area code)

                                 NOT APPLICABLE
          (Former Name or Former Address, if Changed Since Last Report)
Item 4. Changes in Registrant's Certifying Accountant.

         (a) Previous Independent Accountants

         (i) On September 8, 2000,  Talk.com Inc. (the  "Company")  released the
firm of BDO Seidman, LLP, as the independent public accountants of the Company.

         (ii) The  decision  to change  accountants  was  approved  by the Audit
Committee  of the  Company's  Board  of  Directors  and by the  whole  Board  of
Directors of the Company.

         (iii) The reports of BDO Seidman,  LLP on the  financial  statements of
the Company for each of the past two fiscal years,  ended  December 31, 1998 and
1999,  contained  no adverse  opinion  or  disclaimer  of  opinion  and were not
qualified or modified as to uncertainty, audit scope or accounting principles.

         (iv)  In  connection  with  the  audits  of  the  Company's   financial
statements for the Company's two most recent fiscal years and through  September
8, 2000,  the  Company has had no  disagreements  with BDO  Seidman,  LLP on any
matter of accounting principles or practices,  financial statement disclosure or
auditing  scope and  procedures,  which  disagreements,  if not  resolved to the
satisfaction  of BDO Seidman,  LLP,  would have caused BDO Seidman,  LLP to make
reference  to the  subject  matter of the  disagreement  in their  report on the
Company's financial statements for such years.

         (v) During the  Company's  two most  recent  fiscal  years and  through
September 8, 2000, there were no "reportable events" to describe as specified in
Item 304(a)(1)(v) of Regulation S-K.

         (vi) The Company has requested that BDO Seidman,  LLP furnish it with a
letter  addressed to the Securities and Exchange  Commission  stating whether it
agrees with the  statements  made above.  A copy of the letter from BDO Seidman,
LLP, dated September 8, 2000, is filed as Exhibit 16.1 to this Current Report on
Form 8-K.

         (b)  Engagement of New Independent Accountants

         (i)   Effective  as  of  September   8,  2000,   the  Company   engaged
PricewaterhouseCoopers  LLP as its independent public accountants for the fiscal
year ending December 31, 2000, to audit the Company's financial statements.

         (ii)  During  the  Company's  two  most  recent  fiscal  years  and the
subsequent  interim period  preceding the  engagement of  PricewaterhouseCoopers
LLP,  neither the Company  nor anyone on behalf of the  Company  consulted  with
PricewaterhouseCoopers  LLP on any matter regarding:  (a) either 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,  and neither was a written report provided to the Company
nor was oral advice  provided that
PricewaterhouseCoopers  LLP concluded was an important factor  considered by the
Company in  reaching a decision  as to the  accounting,  auditing  or  financial
reporting  issue, or (b) the subject of either a disagreement as defined in Item
304(a)(1)(iv)  of Regulation  S-K or a  "reportable  event" as specified in Item
304(a)(1)(v) of Regulation S-K.

Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.

         (c) The  following  information  is filed as an exhibit to the  Current
Report on Form 8-K:

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

16.1            Letter of BDO  Seidman,  LLP dated  September  8,  2000,  to the
                Securities and Exchange Commission
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 hereunto duly authorized.

                                        TALK.COM INC.

Date: September 13, 2000                 By: /s/ Aloysius T. Lawn, IV
                                            ------------------------
                                            Name: Aloysius T. Lawn, IV
                                            Title: Executive Vice President -
                                            General Counsel and Secretary
EXHIBIT INDEX

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

16.1            Letter of BDO  Seidman,  LLP dated  September  8,  2000,  to the
                Securities and Exchange Commission