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: March 18, 2009
                        (Date of earliest event reported)

                                VASOMEDICAL, INC.
             (Exact name of registrant as specified in its charter)


    Delaware                       0-18105                         11-2871434
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(State or other                  (Commission                     (IRS Employer
 jurisdiction of                 File Number)                    Identification
 incorporation)                                                      Number)


 180 Linden Avenue, Westbury, New York                              11590
 -------------------------------------                              -----
(Address of principal executive offices)                          (Zip Code)


Registrant's telephone number including area code              (516) 997-4600
                                                               --------------


                                 Not applicable
                                 --------------
          (Former name or former address, if changed since last report)

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
following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)

[ ] Soliciting  material  pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b)

[ ] Pre-commencement  communications  pursuant to Rule 13e-4c under the Exchange
Act (17 CFR 240.13e-4c)

Item 4.01 Changes in Registrant's Certifying Accountant.

     (a) At a meeting  held on March 11,  2009,  the Board of  Directors  of the
Company,  at the recommendation of its Audit Committee,  approved the engagement
of Rothstein,  Kass & Company,  P.C. as its independent  auditors for the fiscal
year ending May 31, 2009, subject to their approval.  Rothstein, Kass & Company,
P.C.  accepted  this  engagement  on March 18, 2009, at which time the Company's
prior independent auditors,  Rosen Seymour Shapss Martin & Company LLP (formerly
Miller Ellin & Company, LLP), were dismissed.

     The reports of Rosen  Seymour  Shapss Martin & Company LLP 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 principles.

     In connection  with the audits of the Company's  financial  statements  for
each of the two fiscal years ended May 31, 2007 and 2008,  and in the subsequent
interim periods,  there were no disagreements with Rosen Seymour Shapss Martin &
Company LLP on any matters of  accounting  principles  or  practices,  financial
statement disclosure, or auditing scope and procedures which, if not resolved to
the satisfaction of Rosen Seymour Shapss Martin & Company LLP, would have caused
Rosen  Seymour  Shapss  Martin & Company LLP to make  reference to the matter in
their report.

     The Company has  requested  Rosen  Seymour  Shapss  Martin & Company LLP to
furnish it with a letter  addressed to the Commission  stating whether it agrees
with the above statements which the Company will file as an exhibit in this form
upon its receipt.

     (b) The  Company  has not had any  discussions  nor  received  any  written
opinion or oral advice from Rothstein,  Kass & Company, P.C. during the two most
recent fiscal years and any subsequent interim period with respect to either the
application  of  accounting  principles  to  a  specified  transaction,   either
completed or proposed, or as to the type of audit opinion that might be rendered
on the Company's financial statements.


Item 9.01 Financial Statements and Exhibits

     (c) Exhibits

     16 - Letter from Rosen Seymour Shapss Martin & Company LLP (*)

_______
(*)  To be filed by amendment
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                                   SIGNATURES

     Pursuant to the  requirements  of the  Securities  Exchange Act of 1934, as
amended,  the  Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.

                                VASOMEDICAL, INC.


                                By:  /s/ David Singh
                                     -------------------------------------
                                     David Singh
                                     Chief Financial Officer


Dated:   March 19, 2009


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