APPLIED CELLULAR TECHNOLOGY INC
8-K/A, 1998-09-23
TELEPHONE & TELEGRAPH APPARATUS
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549

                               AMENDMENT NO. 1 TO
                                    FORM 8-K
                   (Amending Form 8-K filed on July 15, 1998)

                                 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 30, 1998


                       APPLIED CELLULAR TECHNOLOGY, INC.
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

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

                                    000-26020
- --------------------------------------------------------------------------------
                            (Commission File Number)

                                   43-1641533
- --------------------------------------------------------------------------------
                        (IRS Employer Identification No.)

            400 Royal Palm Way, Suite 410, Palm Beach, Florida 33480
- --------------------------------------------------------------------------------
              (Address of principal executive officers) (Zip Code)


Registrant's telephone number, including area code:       561-366-4800



<PAGE>



Item 7.  Financial Statements and Exhibits.


     In a Report on Form 8-K filed July 15, 1998, the registrant  reported that,
     pursuant to a Combination Agreement,  effective as of May 15, 1998, between
     the registrant and Commstar Limited,  a publicly traded company  registered
     in Canada  ("Commstar"),  the Company and  Commstar  combined  and Commstar
     became a wholly-owned subsidiary of the Company.


(b)  Pro forma financial information

     Pro forma financial information  reflecting this transaction,  although not
     required  pursuant  to Rule 11-01 of  Regulation  S-X under the  Securities
     Exchange  Act of 1934,  has been  included  in the  Registrant's  quarterly
     report on Form 10-Q for the  period  ended  June 30,  1998,  filed with the
     commission on August 14, 1998  (Commission  File  Number:000-26020)  and is
     incorporated herein by reference.


<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.

                                   APPLIED CELLULAR TECHNOLOGY, INC.
                                  (Registrant)

Date: September 23, 1998
                                       /s/ David A. Loppert
                                            Vice President


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