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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) November 1, 1996
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DMI, Inc.
(Exact name of registrant as specified in its charter
COLORADO 0-19875 95-3500183
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(State of incorporation) (Commission File Number) (IRS Employer
Identification Number)
2501 W. Fifth St. Santa Ana, CA 92703
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Address of principal executive offices
Registrant's telephone number, including area code 714-571-1900
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None
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Former name or former address, if changed since last report
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ITEM 1. CHANGES IN CONTROL OF REGISTRANT
None
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
None
ITEM 3. BANKRUPTCY OR RECEIVERSHIP
None
ITEM 4. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT
On November 1, 1996, the registrant's accountant, Coopers & Lybrand
resigned. The resignation was not because of any disagreements on any
matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure.
Coopers & Lybrand L.L.P.'s reports on the Company's financial
statements as of December 31, 1995 and 1994, and for the years then
ended, included an explanatory paragraph addressing the uncertainty of
the Company's ability to continue as a going concern.
ITEM 5. OTHER EVENTS
None
ITEM 6. RESIGNATION OF REGISTRANT'S DIRECTORS
None
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
EXHIBIT NUMBER EXHIBIT
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16.1 Letter from Coopers & Lybrand dated
November 1, 1996
16.2 Letter from Coopers & Lybrand dated
December 3, 1996
ITEM 8. CHANGE IN FISCAL YEAR
None
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SIGNATURES
Pursuant to the requirements of Section 12 of the Securities and Exchange Act
of 1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
DMI, Inc.
/s/ DUNCAN MACDONALD 12/10/96
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Duncan MacDonald Date
Secretary
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EXHIBIT 16.1
[LETTERHEAD OF COOPERS & LYBRAND]
November 1, 1996
Mr. Duncan MacDonald
President
DMI, Inc.
2501 West Fifth Street
Santa Ana, California 92703
Dear Mr. MacDonald:
This is to confirm that the client-auditor relationship between DMI, Inc.
(Commission File Number 0-19875) and Coopers & Lybrand L.L.P. has ceased.
Very truly yours,
/s/ Coopers & Lybrand L.L.P.
cc: Office of the Chief Accountant
SECPS Letter File
Securities and Exchange Commission
Mail Stop 11-3
450 Fifth Street, N.W.
Washington, D.C. 20549
(By facsimile: 202-942-9656; original by U.S. mail)
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[COOPERS & LYBRAND LETTERHEAD]
EXHIBIT 16.2
December 3, 1996
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Gentlemen:
We have read the statements made by DMI, Inc. (copy attached), which we
understand have been filed with the Commission, pursuant to Item 4 of Form 8-K,
as part of the Company's Form 8-K report for the month of November 1996. In
addition to the events reported in such Form 8-K, with which we agree,
additional information that should have been reported by the Company follows:
Coopers & Lybrand L.L.P.'s reports on the Company's financial statements as of
December 31, 1995 and 1994, and for the years then ended, included an
explanatory paragraph addressing the uncertainty of the Company's ability to
continue as a going concern.
Very truly yours,
/s/ Coopers & Lybrand L.L.P.
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