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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):
February 5, 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 4. Changes in Registrant's Certifying Accountant
On February 5, 1997, on the recommendation of its Audit
Committee, Medical Resources, Inc. (the "Company") dismissed Ernst
& Young LLP ("Ernst & Young") as the Company's accountant.
During the two most recent fiscal years and any subsequent
interim period (the "Reporting Period"), none of Ernst & Young's
reports on the Company's financial statements contained an adverse
opinion or a disclaimer of opinion, or was qualified or modified as
to uncertainty, audit scope or accounting principles. During the
Reporting Period, there were no matters of disagreement with Ernst
& Young on any matters of accounting principles or practices,
financial statement disclosure, or auditing scope or procedures
which, if not resolved to the satisfaction of Ernst & Young, would
have caused Ernst & Young to make a reference thereto in their
report.
The Company has requested Ernst & Young to furnish it a letter
addressed to the Securities and Exchange Commission stating whether
it agrees with the above statements. A copy of that letter, dated
February 7, 1997, is filed as an exhibit to this Form 8-K.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
16 Letter of Ernst & Young LLP regarding its concurrence with
the disclosure under Item 4 of this Form 8-K.
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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/ John P. O'Malley, III
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Chief Financial Officer
Date: February 5, 1997
90389<PAGE>
EX-16
Letter of Ernst & Young LLP
February 7, 1997
Securities and Exchange Commission
450 5th Street, N.W.
Washington, D.C. 20549
Gentlemen:
We have read Item 4 of Form 8-K dated February 5, 1997 of
Medical Resources, Inc. and are in agreement with the statements
contained in paragraphs 2 and 3 of Item 4. We have no basis to
agree or disagree with other statements of the registrant contained
therein.
/s/ Ernst & Young LLP
