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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):
April 3, 1997
MEDICAL RESOURCES, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-20440 13-3584552
(State or other (Commission (I.R.S.Employer
jurisdiction) File Number) Identification
No.)
155 State Street, Hackensack, New Jersey 07601
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (201) 488-
6230
N/A
(Former name and former address, if changed since last report)
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Item 5. Other Events
Medical Resources, Inc. (the "Company"), by letter dated
April 3, 1997, offered to acquire U.S. Diagnostic Inc. ("USDL")
in a merger transaction in which USDL shareholders would receive
$6.25 per share payable in Medical Resources common stock. The
offer was made in response to a solicitation of interest made by
USDL's financial advisor, who the Company understands, has been
retained to explore the possible sale of USDL. The merger would
be subject to, among other conditions, the negotiation and
execution of definitive documentation, the satisfactory
resolution of pending litigation between USDL and its
shareholders and any investigation or inquiry by the SEC, NASD or
other regulatory agency involving USDL, as well as the
satisfactory completion by the Company of a due diligence review
of USDL.
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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.
MEDICAL RESOURCES, INC.
Registrant
By: /s/ Stephen M. Davis
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Secretary
Date: April 3, 1997
93584
