<PAGE>

                       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) August 20, 1998
                                                         ---------------

                        Direct Connect International Inc.
                        ---------------------------------
             (Exact name of registrant as specified in its charter)


   Delaware                      0-18288                      22-2705223
   --------                      -------                      ----------
(State or other                  (Commission                 (IRS Employer
jurisdiction of                  File Number)              Identification No.)
incorporation)


P. O. Box 14, Hawthorne, New Jersey                               07507
-----------------------------------                               -----
(Address of principal executive offices)                          (Zip Code)

Registrant's telephone number, including area code                (201)445-2101
                                                                  -------------

266 Harristown Road, Glen Rock, New Jersey 07452 
------------------------------------------------ 
(Former name or former address, if changed since last report)






<PAGE>


Item 5.  Other Events

On August 20, 1998,  Direct  Connect  International  Inc.  (DCI) signed a merger
agreement with Omnet  Technology  Corp.  (Omnet) whereby Omnet will merge into a
DCI  merger-sub and DCI will change its name to Omnet  Technology  Holding Corp.
Each Omnet  shareholder  will receive,  subject to  adjustment,  for each of its
Omnet shares $2.336 in cash,  $3.505 in principal amount of notes of DCI and the
pro-rata  share of 60% of DCI's issued and  outstanding  common stock on a fully
diluted  basis.

The  agreement  is subject to receipt by DCI's Board of  Directors of a fairness
opinion by an  independent  financial  consultant  or  investment  banking firm,
adequate  financing to be raised,  which is expected to approximate  $8,000,000,
and regulatory and shareholder approval.

In  anticipation  of the proposed  merger DCI loaned Omnet,  for working capital
purposes,  the principal amount of $300,000 with interest at the rate of six and
one-half percent (6-1/2%) per annum. The promissory note, dated August 20, 1998,
evidencing  the  obligation  is due no later than 12 months and is guaranteed by
principal stockholders of Omnet.

Omnet  and  its  wholly-owned  subsidiary,  4CDs  Corporation,   together  offer
vertically integrated manufacturing, fulfillment and sales distribution services
to the  software  and  multimedia  industry.  Omnet  provides  its clients  with
business  solutions through a comprehensive  program management process tailored
to each client's specific needs including: compact disc premastering,  mastering
and replication as well as offset screen CD printing,  3 1/2" disk  duplication,
cassette  duplication,  in-house  printing,  packaging,  assembly,  fulfillment,
warehousing  and inventory  management.  Omnet's CD-ROM  manufacturing  facility
allows it to produce CD-Audio, CD-ROM,  CD-Interactive and CD-Video Media. Omnet
will also offer DVD format through a third party supplier.

Through  its  Internet  Division,  4CDs,  Omnet  also  offers  its  clients  the
opportunity  to market and sell its products over the Internet  through its 4CDs
Worldwide  Interactive  Catalog.  The service enables clients to quickly capture
incremental sales within the rapidly growing Internet marketplace. Over the past
2  years,  the  4CDs.com  Worldwide   Interactive  Catalog  has  provided  sales
distribution for thousands of software and multimedia products via the Internet,
its focus being on the niche/specialty products and markets.

DCI has determined that it was not in the best interests of its  shareholders to
continue  negotiations  with Medical Device  Alliance,  Inc.  (MDA)  regarding a
proposed  merger  between  them  and,  accordingly,   DCI  has  terminated  such
negotiations under a non-binding letter of intent with MDA.



<PAGE>






Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits.

            Financial Statements:                            Not applicable.
            Pro Forma Financial Information:                 Not applicable.
            Exhibits:
              Agreement and Plan of Merger and Reorganization by and among Omnet
              Technology Corp.,  Inc. and Direct Connect International Inc.  and
              D-C Merger Sub.,  Inc.,  dated August 20, 1998, with schedules and
              exhibits thereto  including  Promissory Note and Guarantees







<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.

                                          DIRECT CONNECT INTERNATIONAL INC.
                                          (Registrant)

Date: August 27, 1998                     By:  /s/ Peter L. Schneider
      ---------------                     ----------------------
                                          Peter L. Schneider
                                          President and Chief Operating Officer
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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) August 20, 1998
                                                         ---------------

                        Direct Connect International Inc.
                        ---------------------------------
             (Exact name of registrant as specified in its charter)

   Delaware                      0-18288                      22-2705223
   --------                      -------                      ----------
(State or other                  (Commission                 (IRS Employer
jurisdiction of                  File Number)              Identification No.)
incorporation)

P. O. Box 14, Hawthorne, New Jersey                               07507
-----------------------------------                               -----
(Address of principal executive offices)                          (Zip Code)

Registrant's telephone number, including area code                (201)445-2101
                                                                  -------------

266 Harristown Road, Glen Rock, New Jersey 07452 
------------------------------------------------ 
(Former name or former address, if changed since last report)
Item 5.  Other Events

On August 20, 1998,  Direct  Connect  International  Inc.  (DCI) signed a merger
agreement with Omnet  Technology  Corp.  (Omnet) whereby Omnet will merge into a
DCI  merger-sub and DCI will change its name to Omnet  Technology  Holding Corp.
Each Omnet  shareholder  will receive,  subject to  adjustment,  for each of its
Omnet shares $2.336 in cash,  $3.505 in principal amount of notes of DCI and the
pro-rata  share of 60% of DCI's issued and  outstanding  common stock on a fully
diluted  basis.

The  agreement  is subject to receipt by DCI's Board of  Directors of a fairness
opinion by an  independent  financial  consultant  or  investment  banking firm,
adequate  financing to be raised,  which is expected to approximate  $8,000,000,
and regulatory and shareholder approval.

In  anticipation  of the proposed  merger DCI loaned Omnet,  for working capital
purposes,  the principal amount of $300,000 with interest at the rate of six and
one-half percent (6-1/2%) per annum. The promissory note, dated August 20, 1998,
evidencing  the  obligation  is due no later than 12 months and is guaranteed by
principal stockholders of Omnet.

Omnet  and  its  wholly-owned  subsidiary,  4CDs  Corporation,   together  offer
vertically integrated manufacturing, fulfillment and sales distribution services
to the  software  and  multimedia  industry.  Omnet  provides  its clients  with
business  solutions through a comprehensive  program management process tailored
to each client's specific needs including: compact disc premastering,  mastering
and replication as well as offset screen CD printing,  3 1/2" disk  duplication,
cassette  duplication,  in-house  printing,  packaging,  assembly,  fulfillment,
warehousing  and inventory  management.  Omnet's CD-ROM  manufacturing  facility
allows it to produce CD-Audio, CD-ROM,  CD-Interactive and CD-Video Media. Omnet
will also offer DVD format through a third party supplier.

Through  its  Internet  Division,  4CDs,  Omnet  also  offers  its  clients  the
opportunity  to market and sell its products over the Internet  through its 4CDs
Worldwide  Interactive  Catalog.  The service enables clients to quickly capture
incremental sales within the rapidly growing Internet marketplace. Over the past
2  years,  the  4CDs.com  Worldwide   Interactive  Catalog  has  provided  sales
distribution for thousands of software and multimedia products via the Internet,
its focus being on the niche/specialty products and markets.

DCI has determined that it was not in the best interests of its  shareholders to
continue  negotiations  with Medical Device  Alliance,  Inc.  (MDA)  regarding a
proposed  merger  between  them  and,  accordingly,   DCI  has  terminated  such
negotiations under a non-binding letter of intent with MDA.
Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits.

            Financial Statements:                            Not applicable.
            Pro Forma Financial Information:                 Not applicable.
            Exhibits:
              Agreement and Plan of Merger and Reorganization by and among Omnet
              Technology Corp.,  Inc. and Direct Connect International Inc.  and
              D-C Merger Sub.,  Inc.,  dated August 20, 1998, with schedules and
              exhibits thereto  including  Promissory Note and Guarantees
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.

                                          DIRECT CONNECT INTERNATIONAL INC.
                                          (Registrant)

Date: August 27, 1998                     By:  /s/ Peter L. Schneider
      ---------------                     ----------------------
                                          Peter L. Schneider
                                          President and Chief Operating Officer