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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
Date of Report (Date of earliest event reported): June 10, 1999
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AMDL, INC.
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(Exact name of registrant as specified in its charter)
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<S> <C> <C>
Delaware 33-23786-LA 87-0188822
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(State or other jurisdiction of (Commission File Number) (IRS Employer Identifi-
incorporation) cation No.)
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14272 Franklin Avenue, Suite 106, Tustin, CA 92780-7039
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (714) 505-4460
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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.
Not applicable.
Item 2. Acquisition or Disposition of Assets.
Not applicable.
Item 3. Bankruptcy or Receivership.
Not applicable.
Item 4. Changes in Registrant's Certifying Accountant.
[References are to Item 304 of Regulation S-K]
(a)(1)(i) On July 6, 1999 Arthur Andersen LLP ("Arthur Andersen") and
Registrant agreed that Arthur Andersen would no longer be
retained as Registrant's independent accountants for the fiscal
year ended December 31, 1998. Accordingly, the client-independent
accountant relationship was terminated as of that date.
(a)(1)(ii) Arthur Andersen's report on the Registrant's financial statements
for the years ended December 31, 1997 and 1996 did not contain
any adverse opinion or a disclaimer of opinion, or were not
qualified, but were modified as to the Registrant's ability to
continue as a going concern.
(a)(1)(iii) The decision to hire new independent accountants was approved by
the Registrant's Board of Directors.
(a)(1)(iv) During the Registrant's fiscal years ended December 31, 1997 and
1996 and subsequent interim periods, there were no disagreements
with Arthur Andersen on any matter of accounting principles or
practices, financial statement disclosure, or auditing scope or
procedure, which disagreement, if not resolved to the
satisfaction of Arthur Andersen, would have caused Arthur
Andersen to make a reference to the subject matter of the
disagreement(s) in connection with its reports.
(a)(1)(v) During the Registrant's fiscal years ended December 31, 1997 and
1996 and subsequent interim periods, Arthur Andersen did not
advise the Registrant with respect to any of the matters
described in Item 304(a)(1)(v) of Securities and Exchange
Commission Regulation S-K.
(a)(2) On July 7, 1999 a new independent accounting firm, Corbin &
Wertz, Irvine, California, was engaged as the Registrant's
independent accountants. During the Registrant's fiscal years
ended December 31, 1997 and 1996 and subsequent interim periods,
the Registrant did not consult Corbin & Wertz regarding (i)
either the application of accounting principles to a specified
transaction or the type of audit opinion that might be rendered
on the Registrant's financial statements, or (ii) any
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matter that was the subject of a disagreement (as defined in Item
304(a)(1)(iv) of Securities and Exchange Commission Regulation S-
K) or was a reportable event (as defined in Item 304(a)(1)(v) of
Securities and Exchange Commission Regulation S-K).
(a)(3) The Registrant has provided Arthur Andersen with a copy of the
foregoing disclosures and requested in writing that Arthur
Andersen furnish it within 10 business days with a letter
addressed to the SEC stating whether or not it agrees with such
disclosures. A copy of such letter is being filed as an exhibit
with this report in accordance with Item 601 of Securities and
Exchange Commission Regulation S-K.
Item 5. Other Events.
Not applicable.
Item 6. Resignations of Registrant's Directors.
Effective June 10, 1999, for personal reasons Ira Leemon resigned his
position as a Director of the Registrant. There was no disagreement with Mr.
Leemon relating to the Registrant's operations, policies or practices.
Item 7. Financial Statements and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Exhibits
16.1 Letter from Arthur Andersen re disclosures
Item 8. Change in Fiscal Year.
Not applicable.
SIGNATURE
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.
AMDL, INC.
(Registrant)
Date: July 20, 1999 By: /s/ Gary L. Dreher, President
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Gary L. Dreher, President
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EXHIBIT 16.1
[LETTERHEAD OF ARTHUR ANDERSEN APPEARS HERE]
July 21, 1999
Office of the Chief Accountant
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Dear Sir/Madam:
We have read Item 4 (a)(1)(i), (a)(1)(ii), (a)(1)(iv), (a)(1)(v) in the Form 8-K
dated July 20, 1999 of AMDL, Inc. filed with the Securities and Exchange
Commission and are in agreement with the statements contained therein.
Very truly yours,
/s/ Arthur Andersen LLP
MRR/907009DW
Copy to:
Mr. Gary Dreher, AMDL, Inc.