SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                             -----------------------


                                    FORM 8-K

                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the

                       Securities and Exchange Act of 1934

Date of Report (Date of Earliest event reported) November 9, 1999
                                                 -------------------------------

                        Intelligent Medical Imaging, Inc.
- - --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


        Delaware                        005-49109                 65-0136178
- - --------------------------------------------------------------------------------
 (State or other juris-              Commission File            (IRS Employer
diction of incorporation                 No.                 Identification No.)

3960 RCA  Boulevard,  Suite  6001,  Palm  Beach  Gardens  FL    33410
- - --------------------------------------------------------------------------------
 (Address  of principal executive offices)                    (Zip Code)

Registrant's telephone number, including area code: (561)622-3223
                                                    ----------------------------

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


<PAGE>

ITEM 4.  CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.

On  November 9, 1999 Ernst & Young LLP  ("Ernst & Young")  informed  Intelligent
Medical  Imaging,  Inc.,  (the  "Company")  that Ernst & Young  resigned  as the
Company's principal independent public accountant.

Except as described in the remainder of this  paragraph,  the reports of Ernst &
Young on the  Company's  financial  statements  for each of the two years in the
period  ended  December  31,  1998  did not  contain  an  adverse  opinion  or a
disclaimer  of opinion and were not  qualified  or  modified as to  uncertainty,
audit scope, or accounting  principles.  Ernst & Young's report on the Company's
financial  statements  for the year ended  December  31, 1998 was modified as to
uncertainty due to existing  conditions which raised substantial doubt about the
Company's  ability to continue as a going concern.  As a result of these issues,
Ernst & Young's report on the Company's financial  statements for the year ended
December  31,  1997  was  updated  effective  October  16,  1998  to  include  a
modification related to this uncertainty.

In connection with the audits of the Company's financial  statements for each of
the two years in the period  ended  December  31,  1998,  and in the  subsequent
interim  period,  there  have been no  disagreements  with  Ernst & Young on any
matter of accounting principles or practices,  financial statement disclosure or
auditing scope and  procedures,  which,  if not resolved to the  satisfaction of
Ernst & Young would have caused  Ernst & Young to make  reference to the subject
matter in their reports on the Company's financial statements.

In connection with the audits of the Company's financial  statements for each of
the two years in the period ended December 31, 1998,  Ernst & Young informed the
Company of the existence of the following  reportable  event, as defined in Item
304(a)(1)(v) of Regulation S-K:

         In their  Report to the  Audit  Committee  for each of the years  ended
         December 31, 1998 and 1997, Ernst & Young advised the Company as to the
         existence of material weaknesses,  as defined by standards  established
         by the American  Institute of Certified Public  Accountants,  regarding
         the recognition of revenue.

The Company requested Ernst & Young to furnish it a letter

                                        2


<PAGE>

addressed to the Commission stating whether it agrees with the above statements.
A copy of that letter,  dated November 17, 1999 is filed as Exhibit 16.1 to this
Form 8-K.

ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
         EXHIBITS.

         (c) Exhibits

             16.           Letter re change in certifying accountant.

             16.1          Letter from Ernst & Young to Securities and
                           Exchange Commission

                                  EXHIBIT INDEX

Exhibit No.             Description
- - ----------              -----------

    16                  Letter re change in certifying accountant.

    16.1                Letter from Ernst & Young to Securities and
                        Exchange Commission

                                        3
<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.

                                            Intelligent Medical Imaging, Inc.



                                            By:
                                               ----------------------------
                                               Tyce Fitzmorris,
                                               President & CEO

Date: November 17, 1999








                                        4
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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 and Exchange Act of 1934

Date of Report (Date of Earliest event reported) November 9, 1999
                                                 -------------------------------

                        Intelligent Medical Imaging, Inc.
- - --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

        Delaware                        005-49109                 65-0136178
- - --------------------------------------------------------------------------------
 (State or other juris-              Commission File            (IRS Employer
diction of incorporation                 No.                 Identification No.)

3960 RCA  Boulevard,  Suite  6001,  Palm  Beach  Gardens  FL    33410
- - --------------------------------------------------------------------------------
 (Address  of principal executive offices)                    (Zip Code)

Registrant's telephone number, including area code: (561)622-3223
                                                    ----------------------------

                                 Not Applicable
- - --------------------------------------------------------------------------------
          (Former name or former address, if changed since last report)
ITEM 4.  CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.

On  November 9, 1999 Ernst & Young LLP  ("Ernst & Young")  informed  Intelligent
Medical  Imaging,  Inc.,  (the  "Company")  that Ernst & Young  resigned  as the
Company's principal independent public accountant.

Except as described in the remainder of this  paragraph,  the reports of Ernst &
Young on the  Company's  financial  statements  for each of the two years in the
period  ended  December  31,  1998  did not  contain  an  adverse  opinion  or a
disclaimer  of opinion and were not  qualified  or  modified as to  uncertainty,
audit scope, or accounting  principles.  Ernst & Young's report on the Company's
financial  statements  for the year ended  December  31, 1998 was modified as to
uncertainty due to existing  conditions which raised substantial doubt about the
Company's  ability to continue as a going concern.  As a result of these issues,
Ernst & Young's report on the Company's financial  statements for the year ended
December  31,  1997  was  updated  effective  October  16,  1998  to  include  a
modification related to this uncertainty.

In connection with the audits of the Company's financial  statements for each of
the two years in the period  ended  December  31,  1998,  and in the  subsequent
interim  period,  there  have been no  disagreements  with  Ernst & Young on any
matter of accounting principles or practices,  financial statement disclosure or
auditing scope and  procedures,  which,  if not resolved to the  satisfaction of
Ernst & Young would have caused  Ernst & Young to make  reference to the subject
matter in their reports on the Company's financial statements.

In connection with the audits of the Company's financial  statements for each of
the two years in the period ended December 31, 1998,  Ernst & Young informed the
Company of the existence of the following  reportable  event, as defined in Item
304(a)(1)(v) of Regulation S-K:

         In their  Report to the  Audit  Committee  for each of the years  ended
         December 31, 1998 and 1997, Ernst & Young advised the Company as to the
         existence of material weaknesses,  as defined by standards  established
         by the American  Institute of Certified Public  Accountants,  regarding
         the recognition of revenue.

The Company requested Ernst & Young to furnish it a letter

                                        2
addressed to the Commission stating whether it agrees with the above statements.
A copy of that letter,  dated November 17, 1999 is filed as Exhibit 16.1 to this
Form 8-K.

ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
         EXHIBITS.

         (c) Exhibits

             16.           Letter re change in certifying accountant.

             16.1          Letter from Ernst & Young to Securities and
                           Exchange Commission

                                  EXHIBIT INDEX

Exhibit No.             Description
- - ----------              -----------

    16                  Letter re change in certifying accountant.

    16.1                Letter from Ernst & Young to Securities and
                        Exchange Commission

                                        3
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.

                                            Intelligent Medical Imaging, Inc.

                                            By:
                                               ----------------------------
                                               Tyce Fitzmorris,
                                               President & CEO

Date: November 17, 1999

                                        4