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) July 23, 1998

                         ADINA , INC.
     (Exact Name of Registrant as Specified in its Charter)
                                
                                
                                
       Delaware                  33-19435              75-2233445
(State of                     (Commission         (IRS Employer
   Incorporation)        File Number)        Identification No.)


     2415 Midway Road, Suite 121, Carrollton, Texas  75006
(Address of Principal Executive Offices)





Registrant's telephone number, including area code:(972)733-3005
<PAGE>



ITEM 4.   Changes in Registrant's Certifying Accountant

Michael Zinn, CPA has been dismissed as the Company's independent
auditors effective July 23, 1998.  During the past two years  the
accountant's report on the financial statements of the Registrant
did not contain an adverse opinion or a disclaimer of opinion nor
was  it  qualified  or modified to uncertainty,  audit  scope  or
accounting principles.

During the past two years, and the interim period ending July 23,
1998,  there  were no disagreements between the Company  and  the
auditors  regarding  any  matter  of  accounting  principles   or
practices, financial statement disclosure, or auditing  scope  or
procedure.   The  Registrant is  filing a letter  from  Mr.  Zinn
addressed to the Securities and Exchange Commission stating  that
he agrees with the above statements.

Larry  O'Donnell, CPA has been appointed effective July 23,  1998
to act as the auditor for the Company.

ITEM 7.   Exhibits
     
     
          a)   Letter from Accountant
     

                           SIGNATURES


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

                          ADINA, INC.


                         By:   /s/ Daniel Wettreich
                              Daniel Wettreich
                              President




Dated: July 23, 1998
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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) July 23, 1998

                         ADINA , INC.
     (Exact Name of Registrant as Specified in its Charter)
                                
                                
                                
       Delaware                  33-19435              75-2233445
(State of                     (Commission         (IRS Employer
   Incorporation)        File Number)        Identification No.)

     2415 Midway Road, Suite 121, Carrollton, Texas  75006
(Address of Principal Executive Offices)

Registrant's telephone number, including area code:(972)733-3005
ITEM 4.   Changes in Registrant's Certifying Accountant

Michael Zinn, CPA has been dismissed as the Company's independent
auditors effective July 23, 1998.  During the past two years  the
accountant's report on the financial statements of the Registrant
did not contain an adverse opinion or a disclaimer of opinion nor
was  it  qualified  or modified to uncertainty,  audit  scope  or
accounting principles.

During the past two years, and the interim period ending July 23,
1998,  there  were no disagreements between the Company  and  the
auditors  regarding  any  matter  of  accounting  principles   or
practices, financial statement disclosure, or auditing  scope  or
procedure.   The  Registrant is  filing a letter  from  Mr.  Zinn
addressed to the Securities and Exchange Commission stating  that
he agrees with the above statements.

Larry  O'Donnell, CPA has been appointed effective July 23,  1998
to act as the auditor for the Company.

ITEM 7.   Exhibits
     
     
          a)   Letter from Accountant
     

                           SIGNATURES

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

                          ADINA, INC.

                         By:   /s/ Daniel Wettreich
                              Daniel Wettreich
                              President

Dated: July 23, 1998