ARIZONA INSTRUMENT CORP
8-K/A, 1998-07-07
INDUSTRIAL INSTRUMENTS FOR MEASUREMENT, DISPLAY, AND CONTROL
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                               Amendment No. 1 to

                                    FORM 8-K

                             Current Report Pursuant
                          to Section 13 or 15(d) of the
                       Securities and Exchange Act of 1934

         Date of report (Date of earliest event reported) June 22, 1998
                                                         -----------------------

                         Arizona Instrument Corporation
- --------------------------------------------------------------------------------
             (Exact Name of Registrant as Specified in Its Charter)

                                    Delaware
- --------------------------------------------------------------------------------
                 (State or Other Jurisdiction of Incorporation)

             0-12575                                       86-0410138
- -----------------------------------         ------------------------------------
     (Commission File Number)               (I.R.S. Employer Identification No.)

          4114 East Wood Street, Phoenix, Arizona                     85040-1941
- --------------------------------------------------------------------------------
          (Address of Principal Executive Offices)                    (Zip Code)

                                 (602) 470-1414
- --------------------------------------------------------------------------------
              (Registrant's Telephone Number, Including Area Code)
<PAGE>
Item 4. Changes in Registrant's Certifying Accountant.


         On June 22, 1998  Arizona  Instrument  Corporation  (the  "Registrant")
dismissed   Deloitte  &  Touche  LLP,  which  was  previously   engaged  as  the
Registrant's principal independent accountant to audit its financial statements.
Deloitte & Touche  LLP's report on the  Registrant's  financial  statements  for
either of the past two years did not contain an adverse opinion or disclaimer of
opinion, and was not qualified or modified in any manner. The decision to change
accountants was recommended by the Registrant's  Board of Directors.  During the
Registrant's two most recent fiscal years, and the subsequent quarters preceding
such dismissal, there were no disagreements or reportable events with the former
accountant  on any  matter of  accounting  principles  or  practices,  financial
statement disclosure, or auditing scope of procedure.

         On  June  23,  1998,  the  Registrant  engaged  Toback  CPAs as its new
principal independent  accountant to audit its financial statements.  During the
Registrant's  two most recent fiscal years,  the  Registrant  (or someone on its
behalf) did not consult with Toback CPAs  regarding any of the matters set forth
in Item 304(a)(2) of Regulation S-K.


Item 7. Financial Statements and Exhibits.

         (a)      Financial statements of businesses acquired.

                  Not applicable.

         (b)      Pro forma financial information.

                  Not applicable.

         (c)      Exhibits

                  16.0     Correspondence  from  Deloitte & Touche LLP regarding
                           change in certifying accountant.*


- -----------------------

         *        Filed herewith
                                        1
<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.

                                        ARIZONA INSTRUMENT CORPORATION
                                        (Registrant)


July 7, 1998                            By /s/ George G. Hays
                                          --------------------------------------
                                           George G. Hays
                                           President and Chief Executive Officer
                                        2

                                                                    Exhibit 16.0


June 26, 1998

Securities and Exchange Commission
Mail Stop 9-5
450 5th Street, N.W.
Washington, D.C.  20549

Dear Sirs/Madams:

We have  read and  agree  with  the  comments  in Item 4 of Form 8-K of  Arizona
Instrument Corporation dated June 22, 1998, except for the third sentence of the
first paragraph and the second paragraph,  as to which we have no basis to agree
or disagree.

Yours truly,

/s/ Deloitte & Touche LLP
                                        3


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