content: UNITED STATES
                         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): October 22, 2002
  
  
  
                                 IMMUNOMEDICS, INC.
               (Exact name of registrant as specified in its charter)
  
  
           Delaware                 0-12104                   61-1009366
       (State or other            (Commission                (IRS Employer
       jurisdiction of            File Number)            Identification No.)
        incorporation)
  
  
  
       300  American  Road,  Morris  Plains,  New Jersey               07950
       (Address of  principal executive offices)                    (zip code)
  
  
         Registrant's telephone number, including area code: (973) 605-8200
  
  
                                   Not applicable
            (Former name or former address, if changed since last report)
  
  
  
  <PAGE>
  
  
  
  Item 4. Changes in Registrant's Certifying Accountant.
  
       As of October 22, 2002,  the Board of Directors  of  Immunomedics,  Inc., a
  Delaware  corporation  (the  "Company"),  terminated  KPMG LLP  ("KPMG")  as the
  Company's independent accountants,  and approved the engagement of Ernst & Young
  LLP ("Ernst & Young") as the Company's  independent  accountants  for the fiscal
  year ending June 30, 2003.  Consistent with the policy of the Company's Board of
  Directors to consider a change in accounting  firms from time to time, after ten
  years with KPMG the Company's Audit  Committee  determined it was an appropriate
  time to make a change. Following a review of the available alternatives with the
  Company's senior  management,  the Audit Committee  resolved to recommend to the
  entire Board of Directors  that the Company  engage Ernst & Young.  The Board of
  Directors then unanimously approved the recommendation.
  
       The  audit  reports  of  KPMG  on  the  Company's   consolidated  financial
  statements  as of and for the fiscal  years ended June 30, 2002 and 2001 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.
  
       During the  Company's  fiscal  years ended June 30, 2002 and 2001,  and the
  subsequent  interim period through October 22, 2002, there were no disagreements
  between the Company and KPMG  concerning any matter of accounting  principles or
  practices, financial statement disclosure, or auditing scope or procedure, which
  disagreements, if not resolved to the satisfaction of KPMG, would have caused it
  to make reference to the subject matter of the  disagreements in connection with
  its reports.
  
       The  Company  did not consult  with Ernst & Young  during its fiscal  years
  ended June 30, 2002 and 2001 on the  application  of accounting  principles to a
  specified  transaction,  the  type of  opinion  that  might be  rendered  on the
  Company's financial statements, any accounting,  auditing or financial reporting
  issue, or any item that was either the subject of a disagreement or a reportable
  event as defined in Item 304 of Regulation S-K.
  
       The Company has provided KPMG with a copy of the  disclosures  contained in
  this filing and has  included as an exhibit  hereto the  response of KPMG to the
  disclosures set forth herein.
  
  Item 7. Financial Statements and Exhibits.
  
  
  (c)  Exhibits
  
       16.1 Letter of KPMG LLP,  dated  October  25,  2002,  pursuant  to  Section
            304(a)(3)  of  Regulation  S-K of the  rules  and  regulations  of 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.
  
  
                                            IMMUNOMEDICS, INC.
  
  
  
  
  Date:  October 25, 2002                   /s/ GERARD G. GORMAN
                                            ---------------------------
                                            Gerard G. Gorman
                                            Vice President Finance and
                                               Chief Financial Officer
  
  
  <PAGE>
  
  
  
                                    EXHIBIT INDEX
  
  Exhibit
  Number    Description
  -------   -----------
  16.1      Letter of KPMG LLP,  dated  October  25,  2002,  pursuant  to  Section
            304(a)(3)  of  Regulation  S-K of the  rules  and  regulations  of the
            Securities and Exchange Commission.
  
  
  
  
  <PAGE>
  
  
  
                                                                      Exhibit 16.1
  
  
  October 25, 2002
  
  Securities and Exchange Commission
  Washington, D.C. 20549
  
  Ladies and Gentlemen:
  
  We were previously principal  accountants for Immunomedics,  Inc. and, under the
  date of August 9, 2002, we reported on the consolidated  financial statements of
  Immunomedics,  Inc.  as of and for the years  ended June 30,  2002 and 2001.  On
  October 22, 2002, our appointment as principal accountants was terminated.
  
  We have read Immunomedics,  Inc.'s statements  included under Item 4 of its Form
  8-K dated October 25, 2002,  and we agree with such  statements,  except that we
  are not in a position to agree or disagree with the following:
  
       i)   All of the Company's statements in the first paragraph, except that we
            agree  that  as of  October  22,  2002,  the  Board  of  Directors  of
            Immunomedics,  Inc.,  terminated KPMG LLP as the Company's independent
            accountants, and
  
       ii)  The Company's statements in the fourth paragraph.
  
  Very truly yours,
  
  KPMG LLP
metadata_documents: [{"type": "8-K", "sequence": "1", "filename": "oct252002_8k.txt", "description": "FORM 8-K", "secsgml_size_bytes": 5831}]
metadata_filer: {"company-data": {"conformed-name": "IMMUNOMEDICS INC", "cik": "0000722830", "assigned-sic": "2835", "irs-number": "611009366", "state-of-incorporation": "DE", "fiscal-year-end": "0630"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-12104", "film-number": "02799104"}, "business-address": {"street1": "300 AMERICAN RD", "city": "MORRIS PLAINS", "state": "NJ", "zip": "07950", "phone": "9736058200"}, "mail-address": {"street1": "300 AMERICAN ROAD", "city": "MORRIS PLAINS", "state": "NJ", "zip": "07950"}}
text: UNITED STATES
                         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): October 22, 2002
  
                                 IMMUNOMEDICS, INC.
               (Exact name of registrant as specified in its charter)
  
           Delaware                 0-12104                   61-1009366
       (State or other            (Commission                (IRS Employer
       jurisdiction of            File Number)            Identification No.)
        incorporation)
  
       300  American  Road,  Morris  Plains,  New Jersey               07950
       (Address of  principal executive offices)                    (zip code)
  
         Registrant's telephone number, including area code: (973) 605-8200
  
                                   Not applicable
            (Former name or former address, if changed since last report)
  Item 4. Changes in Registrant's Certifying Accountant.
  
       As of October 22, 2002,  the Board of Directors  of  Immunomedics,  Inc., a
  Delaware  corporation  (the  "Company"),  terminated  KPMG LLP  ("KPMG")  as the
  Company's independent accountants,  and approved the engagement of Ernst & Young
  LLP ("Ernst & Young") as the Company's  independent  accountants  for the fiscal
  year ending June 30, 2003.  Consistent with the policy of the Company's Board of
  Directors to consider a change in accounting  firms from time to time, after ten
  years with KPMG the Company's Audit  Committee  determined it was an appropriate
  time to make a change. Following a review of the available alternatives with the
  Company's senior  management,  the Audit Committee  resolved to recommend to the
  entire Board of Directors  that the Company  engage Ernst & Young.  The Board of
  Directors then unanimously approved the recommendation.
  
       The  audit  reports  of  KPMG  on  the  Company's   consolidated  financial
  statements  as of and for the fiscal  years ended June 30, 2002 and 2001 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.
  
       During the  Company's  fiscal  years ended June 30, 2002 and 2001,  and the
  subsequent  interim period through October 22, 2002, there were no disagreements
  between the Company and KPMG  concerning any matter of accounting  principles or
  practices, financial statement disclosure, or auditing scope or procedure, which
  disagreements, if not resolved to the satisfaction of KPMG, would have caused it
  to make reference to the subject matter of the  disagreements in connection with
  its reports.
  
       The  Company  did not consult  with Ernst & Young  during its fiscal  years
  ended June 30, 2002 and 2001 on the  application  of accounting  principles to a
  specified  transaction,  the  type of  opinion  that  might be  rendered  on the
  Company's financial statements, any accounting,  auditing or financial reporting
  issue, or any item that was either the subject of a disagreement or a reportable
  event as defined in Item 304 of Regulation S-K.
  
       The Company has provided KPMG with a copy of the  disclosures  contained in
  this filing and has  included as an exhibit  hereto the  response of KPMG to the
  disclosures set forth herein.
  
  Item 7. Financial Statements and Exhibits.
  
  (c)  Exhibits
  
       16.1 Letter of KPMG LLP,  dated  October  25,  2002,  pursuant  to  Section
            304(a)(3)  of  Regulation  S-K of the  rules  and  regulations  of 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.
  
                                            IMMUNOMEDICS, INC.
  
  Date:  October 25, 2002                   /s/ GERARD G. GORMAN
                                            ---------------------------
                                            Gerard G. Gorman
                                            Vice President Finance and
                                               Chief Financial Officer
  EXHIBIT INDEX
  
  Exhibit
  Number    Description
  -------   -----------
  16.1      Letter of KPMG LLP,  dated  October  25,  2002,  pursuant  to  Section
            304(a)(3)  of  Regulation  S-K of the  rules  and  regulations  of the
            Securities and Exchange Commission.
  Exhibit 16.1
  
  October 25, 2002
  
  Securities and Exchange Commission
  Washington, D.C. 20549
  
  Ladies and Gentlemen:
  
  We were previously principal  accountants for Immunomedics,  Inc. and, under the
  date of August 9, 2002, we reported on the consolidated  financial statements of
  Immunomedics,  Inc.  as of and for the years  ended June 30,  2002 and 2001.  On
  October 22, 2002, our appointment as principal accountants was terminated.
  
  We have read Immunomedics,  Inc.'s statements  included under Item 4 of its Form
  8-K dated October 25, 2002,  and we agree with such  statements,  except that we
  are not in a position to agree or disagree with the following:
  
       i)   All of the Company's statements in the first paragraph, except that we
            agree  that  as of  October  22,  2002,  the  Board  of  Directors  of
            Immunomedics,  Inc.,  terminated KPMG LLP as the Company's independent
            accountants, and
  
       ii)  The Company's statements in the fourth paragraph.
  
  Very truly yours,
  
  KPMG LLP