This document consists of 3 pages, of which this page is number 1 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): April 16, 1997 MYO DIAGNOSTICS, INC. (Exact Name of Registrant as Specified in Charter) California 333-19285 95-4089525 (State or Other Jurisdiction(Commission (IRS Employer of Incorporation) File Number) Identification No.) 3760 South Robertson Boulevard Culver City, California 90232 (Address of Principal Executive Offices) (310) 559-5500 (Registrant's Telephone Number) PAGE 1 This document consists of 3 pages, of which this page is number 2 ITEM 9. SALES OF EQUITY SECURITIES PURSUANT TO REGULATION S On April 16, 1997, the Registrant issued and sold 480,000 units to Altamira Management Ltd. and Bona Vista Asset Management Ltd., Canadian institutional investors for an aggregate of $1,200,000. Each unit was comprised of one share of Common Stock and one quarter stock purchase warrant. Each whole warrant entitles the holder to purchase one share of Common Stock at a price of $3.00 per share through April 16, 1998. The Registrant utilized the services of Griffiths McBurney & Partners, a broker/dealer in Ontario, Canada, in connection with this transaction, which received a fee of $84,000 and warrants to purchase 43,200 shares of Common Stock at a price of $2.50 per share, exercisable through April 16, 1999. The issuance of these securities was exempt from registration pursuant to Regulation S and pursuant to Section 4(2) of the Act as a transaction not involving any public offering. PAGE 2 This document consists of 3 pages, of which this page is number 3 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. April 22, 1997 MYO DIAGNOSTICS, INC. By: /s/ Gerald D. Appel Gerald D. Appel, President and Chief Executive Officer