SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549


                                    FORM 8-K


                                 CURRENT REPORT


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



                         Date of Report April 17, 1997


                       Creative Medical Development, Inc.

              ----------------------------------------------------
             (Exact name of registrant as specified in its charter)



    Delaware                       33-75276                     68-0281098
--------------                    -----------                ------------------
   (State of                      (Commission                  (IRS Employer
incorporation)                    File Number)               Identification No.)



975 SE Sandy Blvd., Portland, Oregon                                97214 
------------------------------------------                       ----------
(Address of principal executive offices)                         (Zip Code)



        Registrant's telephone number, including area code (503) 230-8034





                   870 Gold Flat Road, Nevada City, CA    95959
           -----------------------------------------------------------
          (Former name or former address, if changed since last report)


                                       

<PAGE>


Item 1.  Changes in Control of Registrant.

     See Item 2.

Item 2.  Acquisition or Disposition of Assets.

On April 17, 1997,  Registrant  entered into a definitive  merger agreement with
OMNI International Rail Products, Inc. ("OMNI"). The  merger was completed April
30,  1997.  Under the terms of the  agreement,  OMNI was merged  with and into a
wholly owned  subsidiary of the Company formed  specifically for the purposes of
the transaction. In connection with the merger, the Company issued approximately
5,200,000 shares of common stock and  approximately  540,000 shares of preferred
stock to OMNI's shareholders.

OMNI is a manufacturer of premium rail grade crossing surfaces,  offering a full
line of crossing  systems. The business will continue to operate  under the name
OMNI Products, Inc.

Item 7.  Financial Statement and Exhibits.

Financial statement of business acquired.

It is impracticable to provide the required  financial  statements at this time.
The required  financial  statements will be provided not later than 60 days from
the date hereof.

Pro forma financial information.

It is impracticable  to provide the required pro forma financial  information at
this time.  The required pro forma  financial  information  will be provided not
later than 60 days from the date hereof.

Exhibits

     Exhibit 10.06  Copy of Merger Agreement and Plan of Reorganization

<PAGE>



                                   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.

                                             Creative Medical Development, Inc.


Date:  May 2, 1997                           By: /S/  MICHAEL L. DEBONNY
                                                --------------------------------
                                                Michael L. DeBonny, CEO
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SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM 8-K

                                 CURRENT REPORT

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

                         Date of Report April 17, 1997

                       Creative Medical Development, Inc.

              ----------------------------------------------------
             (Exact name of registrant as specified in its charter)

    Delaware                       33-75276                     68-0281098
--------------                    -----------                ------------------
   (State of                      (Commission                  (IRS Employer
incorporation)                    File Number)               Identification No.)

975 SE Sandy Blvd., Portland, Oregon                                97214 
------------------------------------------                       ----------
(Address of principal executive offices)                         (Zip Code)

        Registrant's telephone number, including area code (503) 230-8034

                   870 Gold Flat Road, Nevada City, CA    95959
           -----------------------------------------------------------
          (Former name or former address, if changed since last report)
Item 1.  Changes in Control of Registrant.

     See Item 2.

Item 2.  Acquisition or Disposition of Assets.

On April 17, 1997,  Registrant  entered into a definitive  merger agreement with
OMNI International Rail Products, Inc. ("OMNI"). The  merger was completed April
30,  1997.  Under the terms of the  agreement,  OMNI was merged  with and into a
wholly owned  subsidiary of the Company formed  specifically for the purposes of
the transaction. In connection with the merger, the Company issued approximately
5,200,000 shares of common stock and  approximately  540,000 shares of preferred
stock to OMNI's shareholders.

OMNI is a manufacturer of premium rail grade crossing surfaces,  offering a full
line of crossing  systems. The business will continue to operate  under the name
OMNI Products, Inc.

Item 7.  Financial Statement and Exhibits.

Financial statement of business acquired.

It is impracticable to provide the required  financial  statements at this time.
The required  financial  statements will be provided not later than 60 days from
the date hereof.

Pro forma financial information.

It is impracticable  to provide the required pro forma financial  information at
this time.  The required pro forma  financial  information  will be provided not
later than 60 days from the date hereof.

Exhibits

     Exhibit 10.06  Copy of Merger Agreement and Plan of Reorganization
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.

                                             Creative Medical Development, Inc.

Date:  May 2, 1997                           By: /S/  MICHAEL L. DEBONNY
                                                --------------------------------
                                                Michael L. DeBonny, CEO