HEALTH & LEISURE INC /DE/
8-K/A, 2000-03-02
MISCELLANEOUS NONDURABLE GOODS
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

                                   FORM 8-K/A


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


                Date of Report (Date of earliest event reported):
                        March 2, 2000 (February 28, 2000)


                             HEALTH & LEISURE, INC.
             (Exact name of Registrant as specified in its charter)


        Delaware                      0-15807                31-1190725
(State or other jurisdiction        Commission             (IRS Employer
 of incorporation)                  File Number)         Identification No.)

203 East Broad Street, Columbus, Ohio                           43215
(Address of principal executive offices)                      (Zip Code)


Registrant's telephone number, including area code:  (614) 228-2225


                                    No Change
          (Former name or former address, if changed since last report)

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Item 4   Changes in Registrant's Certifying Accountant.

     (b) On February 17, 2000, the Registrant filed a current report on Form 8-K
in response to a letter dated February 10, 2000 from its independent accountant,
Harmon & Company,  CPA, Inc.,  informing the Registrant that it had discontinued
its  business  and  therefore  was  resigning  as the  Registrant's  independent
accountant  for the fiscal year ended  December 31, 1999.  On February 28, 2000,
the  Registrant  hired  Jones,  Jensen  &  Company,  LLC as its new  independent
accountant.

                                   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.

                                            HEALTH & LEISURE, INC.



Date:  March 2, 2000                    By: /s/  Robert M. Feldman

                                            Robert M. Feldman
                                            President and Director



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