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): 7/8/96

                                 ---------------


                             DHB CAPITAL GROUP, INC.
             (Exact name of registrant as specified in its charter)

                                     0-22429
                            (Commission File Number)
                          

         DELAWARE                                             11-3129361
(State of other jurisdiction of                         (I.R.S. Employer
incorporation or organization)                          Identification Number)


                   11 Old Westbury Rd. Old Westbury, NY 11568
    (Address, including zip code of registrant's principal executive offices)



                                 (516) 997-1155
          (Telephone number, including area code, of agent for service)












ITEM 5.           OTHER EVENTS.

                            Attached  as an  exhibit  hereto  is a  joint  press
                            release by  Registrant  and The Lehigh  Group,  Inc.
                            announcing  that they  have  executed  a  definitive
                            merger  agreement  and  containing  a summary of the
                            proposed transaction.

ITEM 7.           FINANCIAL STATEMENT, PROFORMA FINANCIAL INFORMATION
                  EXHIBITS.

         (c)      Exhibits
                           Press Release dated July 9, 1996





                     Lehigh Group and DHB Capital Group Sign
                   Definitive Merger Agreement; DHB Group Buys
                            Option to Purchase Shares

              New  York,  N.Y.  - - July  9,  1996  --  The  Lehigh  Group  Inc.
(NYSE-LEI) and DHB Capital Group Inc.  (NASDAQ  Bulletin Board:  DHBT and Boston
Stock  Exchange:  DHB) jointly  announced  that they have  executed a definitive
merger  agreement  under  which  DHB  Capital  will  merge  into a  newly-formed
subsidiary of Lehigh Group.

              Consistent with the terms of the agreement in principle  announced
on June 11,  1996,  under the terms of the  definitive  agreement  Lehigh  Group
shares will be  reverse-split on a 21.845 to l basis and DHB Capital shares will
be exchanged on a one-to-one basis. Consequently,  following the merger existing
Lehigh Group stockholders will own 3% and DHB Group stockholders will own 97% of
the resulting  company,  which will be renamed from "The Lehigh Group,  Inc." to
DHB Group, Inc."

              This  transaction  has been approved by the Boards of Directors of
both companies and is subject to approval by the  stockholders  of each company.
It is contemplated that those stockholder meetings will be held in early October
1996.

              Following the merger, Mr. David H. Brooks, Chairman and CEO of DHB
Capital, will become Chairman and CEO of the combined company, and Mr. Salvatore
J. Zizza,  Chairman and CEO of the Lehigh Group,  will become President and COO.

              Concurrent with the execution of the definitive  merger agreement,
Mr. Zizza sold to DHB Capital and option to purchase up to six million shares of
Lehigh  Group at $0.05 per  share,  which is the  price at which  Mr.  Zizza can
acquire  those  shares from Lehigh  Group under  pre-existing  agreements.  That
option, if exercised in would equal approximately 37% of Lehigh Group's stock at
that time.  Furthermore,  Mr, Zizza agreed to use his best efforts  prior to the
record date for the Lehigh  Group  Stockholders'  meeting to obtain  irrevocable
proxies  for  Lehigh  Group  shares  owned by  himself  and other  officers  and
directors of Lehigh Group.

              The option sold by Mr.  Zizza to DHB Capital  expires on the later
of January 8, 1997 and the consummation or termination of the definitive  merger
agreement.  Also, it contains customary  standstill  agreements on DHB Capital's
ability  to vote or dispose of any Lehigh  Group  shares  which it may  acquire.
Under the option  agreement,  DHB Capital may acquire up to 5% of Lehigh Group's
stock  prior to October  15,  1996 on the open  market or  privately  negotiated
purchases; and; if a new Schedule 13D is filed after July 8,1996, it may acquire
up to an additional 10% of Lehigh Group's stock.

              Commenting  on the  transaction,  Messrs.  Zizza and Brooks  said:
"This deal is a win-win situation for both companies' stockholders. Lehigh Group
stockholders  will  continue  their  ownership,  on a to the record date for the
Lehigh Group stockholders'  meeting to favorable basis, in DHB Capital's growing
and profitable businesses.  DHB Capital's shareholders will benefit from greater
market liquidity, as well as from the expanded management team which will result
from the combination of Lehigh Group's and DHB Capital's businesses."


         For further information, please contact:

         Ms. Mary Kreidell
         (516) 997-1155
         [DHB Capital Group, Inc.]

         or

         Mr. Robert Bruno
         (212) 333-2620
         [The Lehigh Group, Inc.]









                                   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 thereunto duly authorized.



Date:  July 22, 1996                                 DHB CAPITAL GROUP, INC.
                                                     (Registrant)


                                                     By:/S/ David Brooks
                                                     Chairman and CEO