1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 1, 1996 ---------------- DMI, Inc. (Exact name of registrant as specified in its charter COLORADO 0-19875 95-3500183 -------- ------- ---------- (State of incorporation) (Commission File Number) (IRS Employer Identification Number) 2501 W. Fifth St. Santa Ana, CA 92703 -------------------------------------- Address of principal executive offices Registrant's telephone number, including area code 714-571-1900 ------------ None ---- Former name or former address, if changed since last report 2 ITEM 1. CHANGES IN CONTROL OF REGISTRANT None ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS None ITEM 3. BANKRUPTCY OR RECEIVERSHIP None ITEM 4. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT On November 1, 1996, the registrant's accountant, Coopers & Lybrand resigned. The resignation was not because of any disagreements on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure. Coopers & Lybrand L.L.P.'s reports on the Company's financial statements as of December 31, 1995 and 1994, and for the years then ended, included an explanatory paragraph addressing the uncertainty of the Company's ability to continue as a going concern. ITEM 5. OTHER EVENTS None ITEM 6. RESIGNATION OF REGISTRANT'S DIRECTORS None ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS EXHIBIT NUMBER EXHIBIT -------------- ------- 16.1 Letter from Coopers & Lybrand dated November 1, 1996 16.2 Letter from Coopers & Lybrand dated December 3, 1996 ITEM 8. CHANGE IN FISCAL YEAR None 3 SIGNATURES Pursuant to the requirements of Section 12 of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. DMI, Inc. /s/ DUNCAN MACDONALD 12/10/96 - -------------------------- ---------------------- Duncan MacDonald Date Secretary