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 September 9, 1997


                                    DCX, Inc.
              ----------------------------------------------------
             (Exact name of registrant as specified in its charter)



Colorado                          0-14273                   84-0868815
--------                          -------                   ----------
(State of                       (Commission                (IRS Employer
incorporation)                  File Number)             Identification No.)



3002 North State Highway 83, Franktown, CO                  80116-0569
(Address of principal executive offices)                    (Zip Code)



        Registrant's telephone number, including area code (303) 688-6070





                                 Not Applicable
          (Former name or former address, if changed since last report)





<PAGE>




Item 9. Sales of Equity Securities Pursuant to Regulation S.

On  September  9, 1997,  the  Company  sold a total of 800 shares of Series A 6%
Cumulative  Convertible  Redeemable  Preferred  Stock par value $.001 ("Series A
Preferred"),  pursuant  to  Regulation  S. The  total  sale was  $800,000  in an
offering amounting to $1,100,000.  LH Financial Services,  New York, NY acted as
the  Company's  placement  agent  for the  transaction.  The  sale was made in a
private  offshore  transaction  to two non US entities  who  represented  to the
Company that they were sophisticated investors.  Subsequently,  on September 18,
the company sold 200 additional  shares in the same offering to a third offshore
entity  for  $200,000  who  also  represented  to  the  Company  that  it  was a
sophisticated investor.

Terms of the Series A Preferred provide for cumulative  dividends at a 6% annual
interest  rate payable in cash or, at the option of the Company,  in  additional
shares of Series A Preferred at the rate of one share of Series A Preferred  for
each $1,000 of such  dividend not paid in cash.  The  dividends  are  cumulative
whether or not earned.  The Series A Preferred  has a stated value of $1,000 per
share. The Series A Preferred do not have voting rights.

Shares of Series A Preferred Stock have the following conversion rights:

(a) Each  holder of shares of Series A  Preferred  Stock shall have the right at
any time and from time to time  after the  earlier  of 120 days from the date on
which a share of Series A Preferred  Stock was issued or after December 1, 1997,
provided that the aggregate  value  submitted is at least $10,000 (unless at the
time of such conversion the aggregate  Stated Value  registered to the Holder is
less than  $10,000),  to convert some or all such  share(s)  into fully paid and
non-assessable  shares  of  Common  Stock  of  the  Corporation   determined  in
accordance  with the  Conversion  Rate  provided  in  Paragraph  (b) below  (the
"Conversion Rate").

(b) The number of shares of Common Stock issuable upon  conversion of each share
of Series A Preferred  Stock shall equal (1) the sum of (A) the Stated Value per
share and (B) accrued and unpaid dividends on such share(s),  divided by (2) the
Conversion  Price.  The Conversion  Price shall be equal to the less of: (1) the
average of the closing bid price of the Corporation's  Common Stock for five (5)
trading  days  immediately  preceding  the  date of  issuance  of the  Series  A
Preferred Stock; or (2) seventy five percent (75%) of the average of the Closing
Bid Price for the five trading days immediately  preceding the conversion of the
Series A Preferred Stock. The closing bid price shall mean the closing bid price
of the  Corporation's  Common  Stock as reported  NASDAQ (or if not  reported by
NASDAQ as reported by such other exchange or market where traded).

The Series A Preferred  is subject to  mandatory  conversion  one year after the
date of issue.  The Company may not issue any additional  preferred  stock which
would  be  senior  to the  Series  A  Preferred  Stock  so long as any  Series A
Preferred is outstanding.

The Company paid a commission of ten percent of the total  offering price to the
placement agent and five per cent to its consultants,  Transition Partners, Ltd.
The holders of the 800 shares of Series A Preferred each have a demand and piggy
back registration.

The private sale of the Series A Preferred  was exempt from  registration  under
Regulation  S. The sale was made in an offshore  transaction  to non US persons,
and the purchasers made  representations  to the Company  regarding their status
and actions necessary to comply with Regulation S.


<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.


                                     DCX, Inc.
                                     (Registrant)





September 24, 1997                    /S/ FRED BEISSER
                                      ------------------------------------------
                                     (Signature)
                                      Frederick G. Beisser
                                      Secretary, Treasurer &
                                      Vice President - Finance & Administration
[{"type": "8-K", "sequence": "1", "description": "FORM 8-K", "secsgml_size_bytes": 5637}]
{"company-data": {"conformed-name": "DCX INC", "cik": "0000783284", "assigned-sic": "3679", "irs-number": "840868815", "state-of-incorporation": "CO", "fiscal-year-end": "0930"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-14273", "film-number": "97684775"}, "business-address": {"street1": "3002 N STATE HWY 83", "city": "FRANKTOWN", "state": "CO", "zip": "80116-0569", "phone": "3036886070"}, "mail-address": {"street1": "PO BOX 569", "street2": "PO BOX 569", "city": "FRANKTOWN", "state": "CO", "zip": "80116"}, "former-company": {"former-conformed-name": "DOUGLAS COUNTY INDUSTRIES INC", "date-changed": "19860109"}}
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 September 9, 1997

                                    DCX, Inc.
              ----------------------------------------------------
             (Exact name of registrant as specified in its charter)

Colorado                          0-14273                   84-0868815
--------                          -------                   ----------
(State of                       (Commission                (IRS Employer
incorporation)                  File Number)             Identification No.)

3002 North State Highway 83, Franktown, CO                  80116-0569
(Address of principal executive offices)                    (Zip Code)

        Registrant's telephone number, including area code (303) 688-6070

                                 Not Applicable
          (Former name or former address, if changed since last report)
Item 9. Sales of Equity Securities Pursuant to Regulation S.

On  September  9, 1997,  the  Company  sold a total of 800 shares of Series A 6%
Cumulative  Convertible  Redeemable  Preferred  Stock par value $.001 ("Series A
Preferred"),  pursuant  to  Regulation  S. The  total  sale was  $800,000  in an
offering amounting to $1,100,000.  LH Financial Services,  New York, NY acted as
the  Company's  placement  agent  for the  transaction.  The  sale was made in a
private  offshore  transaction  to two non US entities  who  represented  to the
Company that they were sophisticated investors.  Subsequently,  on September 18,
the company sold 200 additional  shares in the same offering to a third offshore
entity  for  $200,000  who  also  represented  to  the  Company  that  it  was a
sophisticated investor.

Terms of the Series A Preferred provide for cumulative  dividends at a 6% annual
interest  rate payable in cash or, at the option of the Company,  in  additional
shares of Series A Preferred at the rate of one share of Series A Preferred  for
each $1,000 of such  dividend not paid in cash.  The  dividends  are  cumulative
whether or not earned.  The Series A Preferred  has a stated value of $1,000 per
share. The Series A Preferred do not have voting rights.

Shares of Series A Preferred Stock have the following conversion rights:

(a) Each  holder of shares of Series A  Preferred  Stock shall have the right at
any time and from time to time  after the  earlier  of 120 days from the date on
which a share of Series A Preferred  Stock was issued or after December 1, 1997,
provided that the aggregate  value  submitted is at least $10,000 (unless at the
time of such conversion the aggregate  Stated Value  registered to the Holder is
less than  $10,000),  to convert some or all such  share(s)  into fully paid and
non-assessable  shares  of  Common  Stock  of  the  Corporation   determined  in
accordance  with the  Conversion  Rate  provided  in  Paragraph  (b) below  (the
"Conversion Rate").

(b) The number of shares of Common Stock issuable upon  conversion of each share
of Series A Preferred  Stock shall equal (1) the sum of (A) the Stated Value per
share and (B) accrued and unpaid dividends on such share(s),  divided by (2) the
Conversion  Price.  The Conversion  Price shall be equal to the less of: (1) the
average of the closing bid price of the Corporation's  Common Stock for five (5)
trading  days  immediately  preceding  the  date of  issuance  of the  Series  A
Preferred Stock; or (2) seventy five percent (75%) of the average of the Closing
Bid Price for the five trading days immediately  preceding the conversion of the
Series A Preferred Stock. The closing bid price shall mean the closing bid price
of the  Corporation's  Common  Stock as reported  NASDAQ (or if not  reported by
NASDAQ as reported by such other exchange or market where traded).

The Series A Preferred  is subject to  mandatory  conversion  one year after the
date of issue.  The Company may not issue any additional  preferred  stock which
would  be  senior  to the  Series  A  Preferred  Stock  so long as any  Series A
Preferred is outstanding.

The Company paid a commission of ten percent of the total  offering price to the
placement agent and five per cent to its consultants,  Transition Partners, Ltd.
The holders of the 800 shares of Series A Preferred each have a demand and piggy
back registration.

The private sale of the Series A Preferred  was exempt from  registration  under
Regulation  S. The sale was made in an offshore  transaction  to non US persons,
and the purchasers made  representations  to the Company  regarding their status
and actions necessary to comply with Regulation S.
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.

                                     DCX, Inc.
                                     (Registrant)

September 24, 1997                    /S/ FRED BEISSER
                                      ------------------------------------------
                                     (Signature)
                                      Frederick G. Beisser
                                      Secretary, Treasurer &
                                      Vice President - Finance & Administration