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): November 24, 1997


                              Applied Computer Technology, Inc.
            (Exact name of registrant as specified in its charter)


                 Colorado                0-26826            84-1164570
       (State or other jurisdiction     (Commission     (I.R.S. Employer)
           of incorporation)             File Number)   Identification No.)


                 2573 Midpoint Drive, Fort Collins, Colorado 80525
         (Address of Principal executive offices)               (Zip code)


      Registrant's telephone number, including area code (970) 490-1849



                                   N/A
          Former Name or Former Address, If Changed Since Last Report



















                                Page 1 of 2 Pages
                           Exhibit Index is on Page 2.


<PAGE>


ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

         None.

ITEM 9.  SALE OF EQUITY SECURITIES PURSUANT TO REGULATION S

         On November  24,  1997,  the Company  sold 1,500 shares of its Series B
Preferred  Stock,  plus 82,192  Common  Stock  Purchase  Warrants,  to a foreign
investor for  $1,500,000.  The Series B Preferred  Shares may be converted  into
shares of the Company's  Common Stock according to the following  schedule:  (i)
after  January 10,  l998 - up to 500 shares (ii) after  January 25, 1998 - up to
1,000 shares and (iii) after  February  22, 1998 - all shares may be  converted.
Notwithstanding the above, no more than 150 preferred shares may be converted in
any one calender week. The number of shares issuable upon the conversion of each
Series B Preferred  Share is to be determined by dividing $l,000 by the lower of
(i) $3.65, or (ii) 75% of the average closing bid price of the Company's  common
stock on the five trading days  preceeding  the conversion  date.  Under certain
conditions  the Company may redeem all or part of the Series B Preferred  shares
at a price of $1,150 per share.  Each Warrant  allows the holder to purchase one
share of the Company's  common stock for $4.02 at any time prior to November 21,
2000. The sale of the Series B Preferred Stock and Warrants was made in reliance
upon Regulation S of the Securities and Exchange Commission.

         The  following  condensed  pro forma balance sheet of the Company as of
October 31, 1997 reflects the sale of these securities:

                                                                October 31, 1997
                          October 31, 1997  Adjustments (1)    (as adjusted)

Total Assets                $9,599,000         $1,400,000        $10,999,000
                            ==========                           ===========

Total Liabilities           $8,590,000                           $ 8,590,000
Stockholders' Equity         1,009,000         $1,400,000          2,409,000
                            ----------                           -----------
Total Liabilities and
 Stockholders' Equity       $9,599,000                           $10,999,000
                            ==========                           ===========


(1) Reflects sale of Series B Preferred Stock and Warrants for $1,500,000,  less
    commissions and other offering expenses of $100,000.


                                   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.


DATE: November 24, 1997                APPLIED COMPUTER TECHNOLOGY, INC.


                                       By:  /s/ Wiley E. Prentice, Jr.
                                            Wiley E. Prentice, Jr.
                                           President
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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): November 24, 1997

                              Applied Computer Technology, Inc.
            (Exact name of registrant as specified in its charter)

                 Colorado                0-26826            84-1164570
       (State or other jurisdiction     (Commission     (I.R.S. Employer)
           of incorporation)             File Number)   Identification No.)

                 2573 Midpoint Drive, Fort Collins, Colorado 80525
         (Address of Principal executive offices)               (Zip code)

      Registrant's telephone number, including area code (970) 490-1849

                                   N/A
          Former Name or Former Address, If Changed Since Last Report

                                Page 1 of 2 Pages
                           Exhibit Index is on Page 2.
ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

         None.

ITEM 9.  SALE OF EQUITY SECURITIES PURSUANT TO REGULATION S

         On November  24,  1997,  the Company  sold 1,500 shares of its Series B
Preferred  Stock,  plus 82,192  Common  Stock  Purchase  Warrants,  to a foreign
investor for  $1,500,000.  The Series B Preferred  Shares may be converted  into
shares of the Company's  Common Stock according to the following  schedule:  (i)
after  January 10,  l998 - up to 500 shares (ii) after  January 25, 1998 - up to
1,000 shares and (iii) after  February  22, 1998 - all shares may be  converted.
Notwithstanding the above, no more than 150 preferred shares may be converted in
any one calender week. The number of shares issuable upon the conversion of each
Series B Preferred  Share is to be determined by dividing $l,000 by the lower of
(i) $3.65, or (ii) 75% of the average closing bid price of the Company's  common
stock on the five trading days  preceeding  the conversion  date.  Under certain
conditions  the Company may redeem all or part of the Series B Preferred  shares
at a price of $1,150 per share.  Each Warrant  allows the holder to purchase one
share of the Company's  common stock for $4.02 at any time prior to November 21,
2000. The sale of the Series B Preferred Stock and Warrants was made in reliance
upon Regulation S of the Securities and Exchange Commission.

         The  following  condensed  pro forma balance sheet of the Company as of
October 31, 1997 reflects the sale of these securities:

                                                                October 31, 1997
                          October 31, 1997  Adjustments (1)    (as adjusted)

Total Assets                $9,599,000         $1,400,000        $10,999,000
                            ==========                           ===========

Total Liabilities           $8,590,000                           $ 8,590,000
Stockholders' Equity         1,009,000         $1,400,000          2,409,000
                            ----------                           -----------
Total Liabilities and
 Stockholders' Equity       $9,599,000                           $10,999,000
                            ==========                           ===========

(1) Reflects sale of Series B Preferred Stock and Warrants for $1,500,000,  less
    commissions and other offering expenses of $100,000.

                                   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.

DATE: November 24, 1997                APPLIED COMPUTER TECHNOLOGY, INC.

                                       By:  /s/ Wiley E. Prentice, Jr.
                                            Wiley E. Prentice, Jr.
                                           President