FIRST MEDICAL GROUP INC
8-K/A, 1999-01-11
ORTHOPEDIC, PROSTHETIC & SURGICAL APPLIANCES & SUPPLIES
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                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                      ---------

                                    FORM 8-K

                    AMENDMENT TO APPLICATION OR REPORT FILED

                     PURSUANT TO SECTION 13 OR 15 (D) OF THE

                         SECURITIES EXCHANGE ACT OF 1934

                           FIRST MEDICAL GROUP, INC.
- --------------------------------------------------------------------------------
               (EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)

                                 AMENDMENT NO. 1

     The undersigned  registrant  hereby amends the following  items,  financial
statements, exhibits or other portions of its

CURRENT  REPORT  DATED AS OF  DECEMBER  4,  1998 on Form 8-K as set forth in the
pages attached hereto;

 (List all such items, financial statements, exhibits or other portions amended)

             Item 4 is amended to add the response  letter of BDO  Seidman,  LLP
attached hereto.

        Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant  has duly  caused  this  amendment  to be signed on its behalf by the
undersigned, thereunto duly authorized.

                                                     FIRST MEDICAL GROUP, INC.
                                                       (Registrant)

JANUARY 8, 1999                                      By  /S/ DENNIS A. SOKOL
                                                         -----------------------
                                                         Dennis A. Sokol
                                                         President
<PAGE>

                                BDO SEIDMAN, LLP

                                                           December 14, 1998

Securities and Exchange Commission
450 5th Street N.W.
Washington, D.C. 20549

Gentlemen:

We have been furnished with a copy of the response to Item 4 of Form 8-K for the
event that  occurred on December  10,  1998,  to be filed by our former  client,
First Medical Group,  Inc. We agree with the statements made in response to that
Item insofar as they relate to our Firm.

                                                Very truly yours

                                                /S/ BDO SEIDMAN LLP
                                                -----------------------
                                                BDO Seidman, LLP



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