8-K

                     U.S. 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 14, 1999


                           NEOMEDIA TECHNOLOGIES, INC.
             ------------------------------------------------------
             (Exact Name of Registrant as Specified in its Charter)


DELAWARE                      0-21743                   36-3680347
- --------------------------------------------------------------------------------
(State or Other        (Commission File Number)      (IRS Employer
Jurisdiction                                       Identification No.)
Incorporation)


         2201 SECOND STREET, SUITE 600, FORT MYERS, FLORIDA            33901
- ----------------------------------------------------------------------------
                  (Address of Principal Executive Offices)           (Zip Code)

               (941) - 337-3434
- -----------------------------------------------------
(Registrant's Telephone Number, including Area Code)




ITEM 4.  CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.

         On July 14, 1999, NeoMedia Technologies, Inc. (the "Company") announced
that Arthur Andersen LLP ("Andersen") will be the new independent auditors of
the Company. (A copy of the Company's press release announcing the event is
attached hereto as Exhibit 99.3).




                                   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.

                                       NEOMEDIA TECHNOLOGIES, INC.
                                              (Registrant)



Date: JULY 14, 1999                    By: /s/ CHARLES T. JENSEN
      -------------                      --------------------------------------
                                       Charles T. Jensen, Vice President, Chief
                                       Financial Officer, Treasurer and Director





                                  EXHIBIT INDEX

SEQUENTIAL                 EXHIBIT
PAGE NUMBER                DOCUMENT
- -----------                --------

5                          99.3           News release dated July 14, 1999,
                                          entitled "NeoMedia Hires New Auditors"

EX-99.3

                           NeoMedia Technologies, Inc.

                                  Exhibit 99.3



                           NEOMEDIA HIRES NEW AUDITORS


         FT. MYERS, FL, July 14, 1999 - NeoMedia announced today that Arthur
Andersen LLP will be the Company's new independent auditors.

         NeoMedia was founded in 1989. Its common stock trades on the NASDAQ
Small Cap Market under the symbol NEOM. NeoMedia provides proprietary software
for document management and production systems, the migration of programs and
databases from closed system to open system platforms including Year 2000
conversions and solutions, and unique Internet software that links physical
objects, such as paper, to corresponding electronic information: Linking the
Worlds of Print and Electronic Media(SM). Additional information is available on
the Internet at WWW.NEOM.COM.

THIS PRESS RELEASE CONTAINS CERTAIN FORWARD-LOOKING STATEMENTS WITHIN THE
MEANING OF SECTION 27A OF THE SECURITIES ACT OF 1933 AND SECTION 21E OF THE
SECURITIES EXCHANGE ACT OF 1934. WITH THE EXCEPTION OF HISTORICAL INFORMATION
CONTAINED HEREIN, THE MATTERS DISCUSSED IN THIS PRESS RELEASE INVOLVE RISK AND
UNCERTAINTIES. ACTUAL RESULTS COULD DIFFER MATERIALLY FROM THOSE EXPRESSED IN
ANY FORWARD LOOKING STATEMENT.

Linking the Worlds of Print and Electronic Media is a servicemark of NeoMedia
Technologies, Inc.