SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
DVI, INC.
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(Name of issuer)
Common Stock, Par Value $.005 Per Share
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(Title of class of securities)
22-2722773
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(CUSIP number)
David L. Higgins
4041 MacArthur Blvd.
Newport Beach, CA 92660
(714) 474-5800
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(Name, address and telephone number of person
authorized to receive notices and communications)
July 31, 1995
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(Date of event which requires filing of this statement)
If the filing person has previously filed a statement on
Schedule 13G to report the acquisition which is the subject of this
Schedule 13D, and is filing this schedule because of Rule 13d-
1(b)(3) or (4), check the following box /_/.
Check the following box if a fee is being paid with the
statement /_/. (A fee is not required only if the reporting person
(1) has a previous statement on file reporting beneficial ownership
of more than five percent of the class of securities described in
Item 1; and (2) has filed no amendment subsequent thereto reporting
beneficial ownership of five percent or less of such class.) (See
Rule 13d-7.)
Note. Six copies of this statement, including all
exhibits, should be filed with the Commission. See Rule 13d-1 (a)
for other parties to whom copies are to be sent.
(Continued on following pages)
(Page 1 of 5 Pages)
__________________________
* The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not
be deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 or otherwise subject to the liabilities of that section
of the Act but shall be subject to all other provisions of the Act (however,
see the Notes.)
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SCHEDULE 13D
<S> <C> <C>
CUSIP No. 22-2722773 Page 2 of 5 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
David L. Higgins
###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /_/
(b) /_/
3 SEC USE ONLY
4 SOURCE OF FUNDS*
PF
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(c) OR 2(e) /_/
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
7 SOLE VOTING POWER
NUMBER OF 354,780
SHARES
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 0
REPORTING
PERSON 9 SOLE DISPOSITIVE POWER
WITH
354,780
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON /_/
349,780
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES* /_/
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.7%
14 TYPE OF REPORTING PERSON*
IN
</TABLE>
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
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ITEM 1. SECURITY AND ISSUER.
-------------------
The class of equity securities to which this statement relates is the
common stock, par value $.005 per share (the "Common Stock"), of DVI, Inc., a
Delaware corporation ("DVI"). The principal executive offices of DVI are
located at 500 Hyde Park, Doylestown, Pennsylvania 18901.
ITEM 2. IDENTITY AND BACKGROUND.
-----------------------
This statement is filed by Mr. David L. Higgins.
Mr. Higgins is an individual whose business address is 4041 MacArthur
Boulevard, Suite 401, Newport Beach, California 92660. Mr. Higgins's
principal business activity is serving as the Chief Executive Officer of DVI.
The business address of DVI is 4041 MacArthur Boulevard, Suite 401, Newport
Beach, California 92660. Mr. Higgins has not during the last five years been
convicted in a criminal proceeding, nor during the last five years has he been
a party to a civil proceeding of a judicial or administrative body of
competent jurisdiction resulting in any judgment, decree or final order
enjoining future violations of, or prohibiting or mandating activities subject
to, federal or state securities laws or finding any violation with respect to
such laws.
Mr. Higgins is a citizen of the United States of America.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
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The occurrence which gave rise to the requirement to file this
statement was the issuance by DVI of 2,875,000 additional registered shares of
Common Stock. This issuance diluted Mr. Higgins' percentage ownership. Mr.
Higgins owns 252,400 issued and outstanding shares of Common Stock.
ITEM 4. PURPOSE OF TRANSACTION.
----------------------
As described above, the dilution of Mr. Higgins' stock ownership has
occurred due to the recent sale by the Company of 2,875,000 additional
registered shares of Common Stock.
Mr. Higgins's primary interest is to maximize the value of his
investment in DVI. To this end, Mr. Higgins intends continually to review
DVI's business affairs and financial position and future prospects as well as
conditions in the securities markets and general economic and industrial
conditions. Based on such evaluation and review and other factors (including,
without limitation, the attitude of the Board of Directors and management of
DVI), Mr. Higgins will continue to consider various alternative courses of
action and will in the future take such actions with respect to his equity
ownership in DVI as he deems appropriate in light of the circumstances
existing from time to time. Such actions may include seeking to maintain
representation on the Board of Directors of DVI, making recommendations to
management concerning various business strategies, acquisitions, dividend
policies and other matters, seeking to effect or encourage a change of control
of DVI through a proxy solicitation, tender offer, exchange offer, merger or
otherwise or such other actions as Mr. Higgins may deem appropriate. Such
actions may involve the purchase of additional Shares or, alternatively, may
involve the sale of all or a portion of the shares beneficially owned by
Mr. Higgins in the open market or in privately negotiated transactions to
one or more purchasers.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
------------------------------------
(a) Mr. Higgins is the beneficial owner of 349,780 shares of
Common Stock, which he believes to constitute 3.7% of the out-
standing Common Stock of DVI. This amount includes: (i) 100,000
shares issuable upon exercise of stock options held by Mr. Higgins;
(ii) 2,380 shares held through the Company's 401(K) Plan; and (iii)
252,400 outstanding shares of Common Stock owned by him. The 252,400
shares do not include 3,650 shares held of record by Doris Higgins,
Mr. Higgins' mother, as to which Mr. Higgins disclaims any beneficial
interest.
(b) Mr. Higgins has the sole power to vote or to direct the
vote, and the sole power to dispose or to direct the disposition of
the 252,400 shares of Common Stock owned by him. He will have sole
power to vote or direct the vote, and the sole power to dispose or
direct the disposition, of the 100,000 shares of Common Stock
issuable to him upon exercise of stock options.
(c) Except as described in this filing, Mr. Higgins did not
effect any transactions in the last sixty days in Common Stock.
(d) No other person is known to have the right to receive or
the power to direct the receipt of dividends from, or the proceeds
from the sale of, the shares.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS
--------------------------------------------------------
WITH RESPECT TO SECURITIES OF THE ISSUER.
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Mr. Higgins is not a party to any contract, arrangement,
understanding or relationship (legal or otherwise) with any person
with respect to the Common Stock.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
---------------------------------
None.
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SIGNATURE
---------
After reasonable inquiry and to the best of my knowledge and belief,
I certify that the information set forth in this statement is true, complete
and correct.
/s/David L. Higgins
___________________________
September 6, 1995 David L. Higgins
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