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)   July 23, 1998


                              ADINA, INC.
     (Exact Name of Registrant as Specified in its Charter)
                                
                                
    Delaware           33-19435               75-2233445
   (State  of        (Commission           (IRS   Employer
   Incorporation)    File Number)         Identification No.)


        2415 Midway Road, Suite 121, Carrollton, Texas  75006
             (Address of Principal Executive Offices)
Registrant's telephone number, including area code:(972)733-3005




ITEM 4.   Changes in Registrant's Certifying Accountant

Michael Zinn, CPA has been dismissed as the Company's independent
auditors effective July 23, 1998.  The change was approved by the
Board  of  Directors.  During the past two years the accountant's
report  on  the  financial statements of the Registrant  did  not
contain an adverse opinion or a disclaimer of opinion nor was  it
qualified  or modified to uncertainty, audit scope or  accounting
principles.

During the past two years, and the interim period ending July 23,
1998,  there  were no disagreements between the Company  and  the
auditors  regarding  any  matter  of  accounting  principles   or
practices, financial statement disclosure, or auditing  scope  or
procedure  or  any  other reportable event.   The  Registrant  is
filing  an  amended  letter  from  Mr.  Zinn  addressed  to   the
Securities  and Exchange Commission stating that he  agrees  with
the above amended statements.

Larry  O'Donnell, CPA has been appointed effective July 23,  1998
to act as the auditor for the Company.

ITEM 7.   Exhibits
     
     
          a)   Letter from Accountant
     

                           SIGNATURES


Pursuant  to the requirements of the Securities and Exchange  Act
of  1934, the Registrant has duly caused this report to be signed
on its behalf by the undersigned thereunto duly authorized.

                          ADINA, INC.


                         By:   /s/ Daniel Wettreich
                              Daniel Wettreich
                              President




Dated: August 5, 1998