DIMENSIONAL VISIONS INC/ DE
8-K, 1999-09-20
COMMERCIAL PRINTING
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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


                               September 1, 1999
                ------------------------------------------------
                Date of Report (Date of earliest event reported)


                        DIMENSIONAL VISIONS INCORPORATED
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)


                                    Delaware
                 ----------------------------------------------
                 (State or other jurisdiction of incorporation)


       001-10196                                          23-2517953
- ------------------------                       ---------------------------------
(Commission File Number)                       (IRS Employer Identification No.)


2301 West Dunlap, Suite 207, Phoenix, Arizona                 85021
- ---------------------------------------------                 -----
   (Address of principal executive offices)                 (Zip Code)

       Registrant's telephone number, including area code: (602) 997-1990
<PAGE>
ITEM 5. OTHER EVENTS

     On  September  1, 1999,  the  Company  completed a private  placement  (the
"Private Placement") of 375,000 units of its securities (the "Units"), each unit
consisting  of one  share  of  Series D  Convertible  Preferred  Stock  which is
convertible  into two shares of Common  Stock of the  Company  and one  warrant,
exercisable at $0.25 and expiring 120 days after the date of  effectiveness of a
registration  statement of the Company,  at $1.00 per Unit,  minimum  investment
$50,000.  The Private  Placement was exempt from the registration  provisions of
the  Securities Act of 1933, as amended (the "Act") by virtue of Section 4(2) of
the Act, as  transactions  by an issuer not involving any public  offering.  The
securities issued pursuant to the Private  Placement were restricted  securities
as  defined in Rule 144 of the Act.  The  offering  generated  net  proceeds  of
approximately  $357,500.  All investors in the Private Placement were accredited
investors as that term is defined in Rule 501 of  Regulation D adopted under the
Act.
<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 thereunto duly authorized.

Dated: September 20, 1999             DIMENSIONAL VISIONS INCORPORATED


                                      By:  /s/ John D. McPhilimy
                                           -------------------------------------
                                           John D. McPhilimy
                                      Its: Chairman and Chief Executive Officer

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