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                             June 10, 1996

        (Date of earliest event reported)

GROUP LONG DISTANCE , INC.

(Exact name of registrant as specified in its charter)

FLORIDA

(State or other jurisdiction of incorporation)

        33-99998                                   65-0213198
        (Commission File Number)         (IRS Employer Identification Number)


1451 West Cypress Road Suite 200                     33309

Ft. Lauderdale, Florida                            (Zip Code)

(Address and principal executive offices)

                                (305) 771-9696

                       (Registrant's telephone number)

Item 4.  Changes in Registrant's Certifying Accountant

     (a)     On June 5, 1996, the Board of Directors of Group Long
             Distance, Inc. engaged the accounting firm of Grant Thornton
             LLP as independent accountants for the Registrant for 1996,
             subject to approval of shareholders.  The work of Timothy M.
             Hohl Company P.A. was terminated on June 5, 1996.

     (b)     During the two most recent fiscal years and the interim
             periods subsequent to April 30, 1995, there have been no
             disagreements with Timothy M. Hohl Company P.A.on any matter
             of accounting principles or practices, financial statement
             disclosure, or auditing scope or procedure or any reportable
             events.

     (c)     Timothy M. Hohl Company's report on the financial
             statements for the past two years contained no adverse
             opinion or disclaimer of opinion and was not qualified or
             modified as to uncertainty, audit scope or accounting principles.

     (d)     The Registrant has requested that Timothy M. Hohl Company
             P.A. furnish it with a letter addressed to the SEC stating
             whether it agrees with the above statements. A copy of
             Timothy M. Hohl Company P.A.'s letter to the SEC, dated June 6,
             1996 is filed as Exhibit 1 to the Form 8-K.



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 of the undersigned thereto duly authorized.

        Date:   June 10, 1996           By:     ____________________________



                                                        Gerald M. Dunne

                                                        President

Securities and Exchange Commission

Washington, D.C. 20549

Gentleman:

We were previously principal accountants for Group Long
Distance, Inc. and on November 24, 1995, we reported on the
financial  statements of Group Long Distance, Inc. as of and for
the years ended April 30, 1994 and 1995.  On June 5, 1996 we
were dismissed as principal accountants of Group Long Distance,
Inc.  We have read Group Long Distance, Inc.'s statements
included under Item 4 of its Form 8-K for June 10, 1996, and we
agree with such statements.

                                               Sincerely,




Tampa, Florida                                 Timothy M. Hohl Company P.A.

June 6, 1996                                   Certified Public Accountants
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{"company-data": {"conformed-name": "GROUP LONG DISTANCE INC", "cik": "0001004570", "assigned-sic": "4813", "irs-number": "650213198", "state-of-incorporation": "FL", "fiscal-year-end": "0430"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "033-99998", "film-number": "00000000"}, "business-address": {"street1": "1451 WEST CYPRESS CREEK D", "street2": "STE 200", "city": "FORT LAUDERDALE", "state": "FL", "zip": "33309", "phone": "3057719696"}, "mail-address": {"street1": "1451 WEST CYPRESS CREEK ROAD", "street2": "SUITE 200", "city": "FORT LAUDERDALE", "state": "FL", "zip": "33309"}}
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                             June 10, 1996

        (Date of earliest event reported)

GROUP LONG DISTANCE , INC.

(Exact name of registrant as specified in its charter)

FLORIDA

(State or other jurisdiction of incorporation)

        33-99998                                   65-0213198
        (Commission File Number)         (IRS Employer Identification Number)

1451 West Cypress Road Suite 200                     33309

Ft. Lauderdale, Florida                            (Zip Code)

(Address and principal executive offices)

                                (305) 771-9696

                       (Registrant's telephone number)

Item 4.  Changes in Registrant's Certifying Accountant

     (a)     On June 5, 1996, the Board of Directors of Group Long
             Distance, Inc. engaged the accounting firm of Grant Thornton
             LLP as independent accountants for the Registrant for 1996,
             subject to approval of shareholders.  The work of Timothy M.
             Hohl Company P.A. was terminated on June 5, 1996.

     (b)     During the two most recent fiscal years and the interim
             periods subsequent to April 30, 1995, there have been no
             disagreements with Timothy M. Hohl Company P.A.on any matter
             of accounting principles or practices, financial statement
             disclosure, or auditing scope or procedure or any reportable
             events.

     (c)     Timothy M. Hohl Company's report on the financial
             statements for the past two years contained no adverse
             opinion or disclaimer of opinion and was not qualified or
             modified as to uncertainty, audit scope or accounting principles.

     (d)     The Registrant has requested that Timothy M. Hohl Company
             P.A. furnish it with a letter addressed to the SEC stating
             whether it agrees with the above statements. A copy of
             Timothy M. Hohl Company P.A.'s letter to the SEC, dated June 6,
             1996 is filed as Exhibit 1 to the Form 8-K.

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 of the undersigned thereto duly authorized.

        Date:   June 10, 1996           By:     ____________________________

                                                        Gerald M. Dunne

                                                        President

Securities and Exchange Commission

Washington, D.C. 20549

Gentleman:

We were previously principal accountants for Group Long
Distance, Inc. and on November 24, 1995, we reported on the
financial  statements of Group Long Distance, Inc. as of and for
the years ended April 30, 1994 and 1995.  On June 5, 1996 we
were dismissed as principal accountants of Group Long Distance,
Inc.  We have read Group Long Distance, Inc.'s statements
included under Item 4 of its Form 8-K for June 10, 1996, and we
agree with such statements.

                                               Sincerely,

Tampa, Florida                                 Timothy M. Hohl Company P.A.

June 6, 1996                                   Certified Public Accountants