                       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



                                 October                                December 726, 20022003
                                                -------------------------------------
                                 Date of Report
                        (Date of earliest event reported)

                                BioSyntech, Inc.
                                       -----------------------------------------------
               (Exact Name of Registrant as Specified in Charter)



Nevada                                  0-27179              88-0329399
--------------------------------------------------------------------------------
(State or Other Jurisdiction            (Commission          (IRS Employer
of Incorporation)                       File Number)         Identification No.)


              450 Boulevard Armand-Frappier, Laval, Quebec, Canada                H7V 4B3
              -----------------------------------------------------------------------------
              (Address of Principal Executive Offices)                                       (Zip Code)



                                 (450) 686-2437
                                             -------------------------------------
                         (Registrant's telephone number,
                              including area code)


                   --------------------------------------------------------------
         (Former Name or Former Address, if Changed Since Last Report.)








            Item 45.     Change   Other inEvents Registrant'sand CertifyingRequired AccountantFD Disclosure.
                      ---------------------------------------

            On OctoberDecember 726, 20022003,   BioSyntech,  Inc.   (the   "Company"),  byissued action ofa
itspress Board of Directors,release  terminatedannouncing itsthat relationship  witheffective ErnstMarch &1, Young LLP
("Ernst & Young")2004,  the independentClaude auditors previously engaged to audit the
Company's  financial  statementsLeDuc,  effective  with thea date of completion of thedirector
review by Ernst & Young of the Company's,  will financialbecome statements for the period
ended  September  30,  2002.  ThePresident Boardand of DirectorsChief  will shortlyExecutive  announceOfficer its
recommendation  of  a  new  independent   auditing  firm  and  will  submit  its
recommendation  for  ratification  at   the  Company's  2002  Annual  Meeting  of
StockholdersCompany scheduledreplacing to be held on December 4, 2002Dr.

            The auditAmine reports of Ernst &Selmani.  YoungOn on the  Company's  financial
statements  for the fiscal years ended March 311, 2002 and March 312004, 2001Serge didSavard not
containwill any adverse opinion or disclaimer of opinion, nor were they qualified orresign
modified as toChairman uncertainty,  auditof scope,the orBoard accountingand principles,  except such
report dated May 24, 2002 was modified to include an explanatory paragraph for a
going concern uncertaintyDr.

            In connectionSelmani withwill thebecome audits of the Company'snew financialExecutive  statementsChairman
for each of the two fiscal years ended March 31, 2002 and March 31, 2001, and in
the subsequent  interim period through October 7, 2002, the date of termination,
the  Company.  had noMr.  disagreements  with  Ernst  &  YoungSavard onwill any  matterremain of
accountingas principlesa ordirector practices,  financial statement disclosure, or auditing
scope or procedures  which,  if not resolved to the  satisfaction of Ernst &
Young would have caused Ernst  &Young to make reference to the matter in its
reportCompany.  Attached

            Thehereto Company  provided  Ernstas &  YoungExhibit with99.1 is a copy of this report
prior to filing it with the Securitiespress and Exchange  Commission  ("Commission")release.
The Company  requested that Ernst &  Young furnish the Company with a letter
to            Item the  Commission  stating  whether  Ernst  &  Young  agrees with the above
statements7.  AFinancial copy of that letter dated October 15Statements, 2002Pro isForma filedFinancial as an ExhibitInformation
to                     and this Form 8-KExhibits.

                                                           -2----------------------------------------------------





            Item 7.   Financial Statements and (c)  Exhibits.

            The following exhibit is included as part of this report:Exhibit

            EXHIBIT     PAGENo.                     Exhibit Description
            NO.          NO.         DESCRIPTION---                     -------------------

            1699.1         4           Letter                    Press fromRelease Ernstdated &December Young26, LLP regarding
                                     the change in independent auditor2003.

                                      -2-





                                    SIGNATURE
                                    ---------


            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.



                                          BioSyntechBIOSYNTECH, IncINC.



Dated: OctoberJanuary 156, 2002               2004              By:    /s/ Amine Selmani
                                          --------------------------------------
                                          Name:  Amine Selmani
                                          Title: Chief Executive Officer
                                                 & President
Filing Compare · BIOSYNTECH INC
