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): October 11, 1996
POMEROY COMPUTER RESOURCES, INC.
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(Exact name of registrant as specified in its charter)
Delaware 0-20022 31-1227808
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) file number) Identification No.)
1020 Petersburg Road, Hebron, KY 41048
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(Address of principal executive offices)
Registrant's telephone number, including area code (606)586-0600
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Item 1. Changes in Control of Registrant
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Not Applicable
Item 2. Acquisition or Disposition of Assets
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On October 11, 1996, Pomeroy Computer Resources, Inc. (the
"Company" ) acquired substantially all of the assets and
assumed substantially all of the liabilities of
Communications Technology, Inc., d/b/a DILAN ( "DILAN"), a
privately held network integrator headquartered in Hickory,
North Carolina. The principal assets acquired included
accounts receivable, inventory and net equipment and
leasehold improvements, which will continue to be used as at
present. The purchase price, which was determined based on a
multiple of DILAN's fiscal 1996 earnings before interest and
taxes, consisted of $2.6 million in cash, a $1.1 million
note and $5.2 million of assumed liabilities. The purchase
price is subject to adjustment based on DILAN's operating
income for the fiscal year ended April 5, 1997. The
acquisition will be accounted for as a purchase, and
accordingly the purchase price will be allocated to assets
and liabilities based on their estimated value as of the
date of acquisition. The cash used to acquire DILAN was
provided by short-term borrowings through the Company's
revolving credit agreement with Star Bank, NA. Neither DILAN
nor any of its officers or directors were affiliated with
the Company.
Item 3. Bankruptcy or Receivership
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Not Applicable
Item 4. Changes in Registrant's Certifying Accountant
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Not Applicable
Item 5. Other Events
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Not Applicable
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Item 6. Resignations of Registrant's Directors
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Not Applicable
Item 7. Financial Statements and Exhibits
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(a) Financial statements of business acquired
Not Applicable
(b) Pro forma financial information
Not Applicable
(c) Exhibits
Not Applicable
Item 8. Change in Fiscal Year
_____________________
Not Applicable
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.
POMEROY COMPUTER RESOURCES, INC.
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Date: October 24, 1996 By: /s/ Edwin S. Weinstein
Edwin S. Weinstein, Chief
Financial Officer