ILX RESORTS INC
8-K, 1999-02-16
REAL ESTATE DEALERS (FOR THEIR OWN ACCOUNT)
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                        SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

                                    FORM 8-K

                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OF 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934



       Date of Report (Date of earliest event reported) February 8, 1999
                                                       ----------------------


                            ILX Resorts Incorporated
             ------------------------------------------------------
             (Exact Name of Registrant as Specified in its Charter)



         Arizona                      001-13855                  86-054171
- ----------------------------   ------------------------   ----------------------
(State or Other Jurisdiction   (Commission File Number)       (IRS Employer
     of Incorporation)                                    Identification Number)



          2111 East Highland Avenue, Suite 210, Phoenix, Arizona 85016
               (Address of Principal Executive Offices) (Zip Code)



       Registrant's telephone number, including area code (602) 957-2777
                                                          -------------------
<PAGE>

ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT

     (b)  On February 8, 1999, ILX Resorts  Incorporated ("ILX") engaged Hansen,
          Barnett  &  Maxwell,  a  professional  corporation  ("HB&M"),  as  its
          principal  accountant to audit ILX's financial statements for the year
          ended  December  31,  1998.  Prior  to its  engagement,  ILX  had  not
          consulted   HB&M  with  respect  to  the   application  of  accounting
          principles  to a  specified  transaction  or any  matter  that was the
          subject of a disagreement or a reportable  event (as described in Item
          301(a)(1)(v) of Regulation S-K).

<PAGE>

                                   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.

                                      ILX RESORTS INCORPORATED


                                      By: /s/ Nancy J. Stone
                                         -----------------------------
                                         Nancy J. Stone
                                         President


Date: February 16, 1999


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