MEDICAL DYNAMICS INC
8-K, 1996-09-11
PHOTOGRAPHIC EQUIPMENT & SUPPLIES
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                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):
                               September 5, 1996


                         COMMISSION FILE NUMBER: 0-8632


                             MEDICAL DYNAMICS, INC.
              Exact name of Registrant as specified in its charter


          Colorado                                      84-0631765
          --------                                      ----------
(State or other jurisdiction of                      (I.R.S. Employer
incorporation or organization)                       Identification No.)


99 INVERNESS DRIVE EAST, ENGLEWOOD, CO                     80112
- --------------------------------------                     -----
Address of principal executive offices                    Zip Code

Registrant's telephone number, including area code:  303-790-2990

Former name, former address and former fiscal year, if changed
since last report:  NA


                                        1

<PAGE>

 ITEM 4:  CHANGES IN REGISTRANTS CERTIFYING ACCOUNTANT.
          ---------------------------------------------

On  September  5, 1996 the board of directors  of Medical  Dynamics,  Inc.  (the
"Registrant")  approved the  engagement  of Hein +  Associates,  LLP, of Denver,
Colorado,  to audit and report on the Registrant's  financial statements for the
year ended September 30, 1996.

On such date,  the board of directors also approved the dismissal of McGladrey &
Pullen, LLP, of Denver, Colorado as the Company's previous auditors.

The reports of McGladrey & Pullen, LLP on the Company's financial  statements as
of September  30,  1995,  and for the year then ended  contained an  explanatory
paragraph as to the ability of the Registrant to continue as a going concern.

During the  Registrant's  two most recent  fiscal years and  subsequent  interim
periods  preceding  the  dismissal  of  McGladrey & Pullen,  LLP,  there were no
disagreements  with  McGladrey  &  Pullen,  LLP  on  any  matter  of  accounting
principles or practices,  financial statement  disclosure,  or auditing scope or
procedure, which disagreement,  if not resolved to the satisfaction of McGladrey
and Pullen, LLP, would have caused it to make reference to the subject matter of
the disagreement in connection with its report.

The Registrant has provided the former accountant, McGladrey & Pullen, LLP, with
a copy of the foregoing disclosures.  A letter, addressed to the Commission,  by
the former accountants  stating that it agrees with the above statements made by
the Registrant is attached hereto as an exhibit.

During  the two most  recent  fiscal  years and the  subsequent  interim  period
preceding McGladrey & Pullen, LLP's dismissal, the Registrant was not advised by
McGladrey & Pullen,  LLP that internal controls  necessary for the Registrant to
develop reliable financial statements do not exist nor that information has come
to its  attention  that  led it to no  longer  be able  to rely on  management's
representations  or that  has  made  it  unwilling  to be  associated  with  the
financial statements prepared by management. The Registrant has not been advised
by McGladrey & Pullen, LLP of the need to expand  significantly the scope of the
Registrant's audit, nor has the Registrant been advised that during the two most
recent fiscal years and the subsequent  interim periods preceding its dismissal,
information  has  come to the  attention  of  McGladrey  &  Pullen,  LLP that if
investigated  may (i) materially  impact the fairness or reliability of either a
previously issued audit report or the underlying  financial  statements,  or the
financial  statements  issued  or to  be  issued  covering  the  fiscal  periods
subsequent  to the date of the most recent  financial  statements  covered by an
audit report (September 30, 1995), or (ii) cause McGladrey & Pullen, LLP to be

                                        2

<PAGE>


unwilling to rely on  management's  representations  or be  associated  with the
Registrant's financial statements.

The Registrant has not been advised by McGladrey & Pullen,  LLP that information
has come to its attention that it has concluded  materially impacts the fairness
or reliability of either (i) a previously  issued audit report or the underlying
financial  statements  or (ii) the financial  statements  issued or to be issued
covering the fiscal periods subsequent to September 30, 1995.

No  consultations  occurred  between the Registrant  and Hein + Associates,  LLP
during the two most recent fiscal years and any subsequent interim periods prior
to Hein + Associates, LLP's appointment, regarding the application of accounting
principles,  the type of audit opinion,  or other information  considered by the
Registrant in reaching a decision as to any accounting,  auditing,  or financial
reporting issue.


                                        3

<PAGE>


ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
      -----------------------------------

The following exhibit is filed as part of this report.


(c) Exhibits.  The following exhibit is included as part of this
report:

            SEC
Exhibit     Reference
Number      Number          Title of Document

1.01           16           Letter from McGladrey & Pullen, LLP
                            dated September 6, 1996.






<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 thereunto duly authorized.



Date:  September 11, 1996                      /s/ Van A. Horsley
                                              -------------------
                                              Van A. Horsley, President,
                                              Principal Executive Officer,
                                              and Principal Financial Officer


                                        4



                             McGladrey & Pullen, LLP
                             -----------------------

                  Certified Public Accountants and Consultants


Securities and Exchange Commission
Washington, DC 20549

We were previously the independent accountants for Medical Dynamics, Inc. and on
November  27, 1995 we  reported  on the  consolidated  financial  statements  of
Medical  Dynamics,  Inc.  and  subsidiary  as of and  for the  two  years  ended
September  30,  1995.  On September  5, 1996 we were  dismissed  as  independent
accounts  of Medical  Dynamics,  Inc.  We have read  Medicaly  Dynamics,  Inc.'s
statements included under Item 4 of its Form 8-K dated September 5, 1996, and we
agree with such statements.



                                      /S/  MC GLADREY & PULLEN, LLP
                                      -----------------------------
                                           McGladrey & Pullen, LLP


Denver, Colorado
September 6, 1996




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