SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                   Form 8-K/A
                                     Amended
                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

Date of Report (Date of  earliest event reported)  SEPTEMBER 1, 1998

                               COMPUTER POWER INC.
             (Exact name of registrant as specified in its charter)

New Jersey                               0-15927                22-1981869
- ----------------------------           -----------             -------------
(State or other jurisdiction           (Commission             (IRS Employer
of incorporation)                       File No.)            Identification No.)

Registrant's telephone number, including area code 908-638-8000

Item 4   CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANTS.

         On  September  1,  1998,   the  company   dismissed   its   independent
accountants,  Arthur  Andersen,  LLP and engaged a new  independent  accountant,
Rosenberg Rich Baker Berman & Company, to audit the financial statements for the
fiscal year ended  December 31, 1998.  The  decision to change  accountants  was
approved by the company's board directors.

         The reports on the financial statements of the company for the past two
years and the subsequent  interim period through  September 1, 1998, the date of
dismissal,  do not contain any adverse  opinion or disclaimers  of opinion,  nor
were they qualified or modified as to  uncertainty,  audit scope,  or accounting
principles and there were no disagreements or reportable  events with the former
accountant.

         This change in the company's  accountants  was due to the  registrant's
desire to reduce cost. There were no disagreements with Arthur Andersen,  LLP on
any  matter  of  accounting   principles  or  practices,   financial   statement
disclosure, or auditing scope or procedure.

                                   SIGNATURES

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


September 9, 1998                                   By: /s/ Thomas E. Marren Jr.
                                                       -------------------------
                                                        /s/ Thomas E. Marren Jr.
                                                            President