FORM 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 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 7, 1996 DATAFLEX CORPORATION (Exact name of registrant as specified in its charter) New Jersey 0-15551 22-2163376 (State or other (Commission (IRS Employer jurisdiction of File Number) Identification No.) incorporation) 2145 Calumet Avenue, Clearwater, Florida 34625 (Address of principal executive office) (Zip Code) Registrant's telephone number, including area code:(813) 562-2200 3920 Park Avenue, Edison, New Jersey 08820 (Former name or former address, if changed since last report) Page 1 of 4 pages Item 1. Changes in Control of Registrant Not Applicable Item 2. Acquisition or Disposal of Assets Not Applicable Item 3. Bankruptcy or Receivership Not Applicable Item 4. Changes in Registrant's Certifying Accountant Not Applicable Item 5. Other Events Not Applicable Item 6. Resignation of Registrant's Directors The Board of Directors has removed Gordon McLenithan from the Board of Directors for cause. A copy of the notification to Mr. McLenithan is attached hereto as an exhibit. The Board of Directors has elected Anthony Lembo as a director of the Company effective October 7, 1996. The Board of Directors as also appointed Mr. Lembo as President, Chief Operating Officer and Chief Financial Officer of the Company effective October 7, 1996. Richard C. Rose will continue to serve as Chairman of the Board and Chief Executive Officer. Item 7. Financial Statements and Exhibits (a) Financial statements of business acquired. Not Applicable (b) Pro forma financial information Not Applicable (c) Exhibits - Notice dated October 7, 1996 to Gordon McLenithan. Item 8. Change in Fiscal Year. Not Applicable. SIGNATURE 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. DATAFLEX CORPORATION BY: /s/Richard C. Rose ______________________________ RICHARD C. ROSE, Chairman Dated: October 23, 1996 October 7, 1996 Mr. Gordon J. McLenithan 120 Deer Run Watchung, NJ 07060 Dear Gordon: At a Board meeting today which was attended by all of the Directors of Dataflex with the exception of you, the Board voted unanimously to remove you as a Director of Dataflex Corporation for caused. We will file a notice of this on Form 8-K with the SEC within fifteen days. Very truly yours, /s/ Richard C. Rose Richard C. Rose Chairman and Chief Executive Officer RCR:epm