8-K

               SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C.  20549


                           F O R M 8-K

                         CURRENT REPORT

               Pursuant to Section 13 or 15(d) of
               the Securities Exchange Act of 1934

                                
                                
                         Date of Report
                        February 21, 1997


                  Commission file number 1-9913


                             Kinetic Concepts, Inc.
            ----------------------------------------------------
           (Exact name of registrant as specified in its charter)


              Texas                               74-1891727
    --------------------------       -----------------------------------
    (State  of  Incorporation)       (I.R.S. Employer Identification No.)



        8023 Vantage Drive    
    San Antonio, Texas 78230                       (210) 524-9000
    -------------------------        -----------------------------------
   (Address of principal executive        (Registrant's phone number)
    offices and zip code)



Item 4.  Changes in Registrant's Certifying Accountant.

      On  February  18, 1997, the Board of Directors  of  Kinetic
Concepts,  Inc. (the "Company"), upon the recommendation  of  the
Audit  Committee, voted to engage the accounting firm of Ernst  &
Young  LLP  as the Company's certifying accountant for  the  year
ending  December  31,  1997.  The Company's  previous  certifying
accountant,  KPMG Peat Marwick LLP, was notified on February  21,
1997 that it is being dismissed effective upon the completion and
filing  of  the  Company's 1996 Annual Report on Form  10-K.   On
February 24, 1997, the Company notified Ernst & Young LLP that it
would be engaged as the Company's certifying accountant for   the
current fiscal year.

      The  reports  of  KPMG Peat Marwick LLP  on  the  Company's
financial statements for the  two fiscal years ended December 31,
1994 and 1995 did not contain an adverse opinion or disclaimer of
opinion  and  were not qualified or modified as  to  uncertainty,
audit  scope  or  accounting  principles.   The  report  on   the
Company's 1996 financial statements has not yet been delivered by
KPMG Peat Marwick LLP.

      In  connection  with the audits of the Company's  financial
statements  for each of the two fiscal years ended  December  31,
1994  and  1995,  and  in the subsequent interim  period  through
February  21,  1997, there were no disagreements with  KPMG  Peat
Marwick  LLP  on any matters of accounting principles,  financial
statement disclosure or audit scope and procedures which, if  not
resolved to the satisfaction of KPMG Peat Marwick LLP would  have
caused the firm to make reference to the matter in their report.

      The  change in certifying accountant came as the conclusion
to  a  Request for Proposal issued by the Company in  1996.   The
newly  engaged  firm,  Ernst  & Young  LLP,  has  been  providing
property  and  income tax planning services to the Company  since
1995.

     The Company has requested KPMG Peat Marwick LLP to furnish a
letter addressed to the Commission stating whether it agrees with
the  above  statements.   A copy of the  letter  is  attached  as
Exhibit 16 to this report.


Item 7.  Financial Statements and Exhibits.

       (c)     Exhibits

               16 .  Letter from KPMG Peat Marwick LLP to Securities
                     and Exchange Commission regarding agreement with
                     statements made by Registrant under Item 4 of its
                     Form 8-K dated February 25, 1997.





                           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.


                               KINETIC CONCEPTS, INC.
                                  (REGISTRANT)



                              By:/s/ BIANCA A. RHODES
                              ----------------------------
                              Bianca A. Rhodes, Sr. Vice-President
                              and Chief  Financial Officer


Date:  February 25, 1997

EX-16

February 25, 1997



Securities and Exchange Commission
Washington, D.C. 20549


Ladies and Gentlemen:


We  are currently principal accountants of Kinetic Concepts,
Inc. and subsidiaries, and, under the date February 6, 1996,
we  reported  on  the consolidated financial  statements  of
Kinetic  Concepts, Inc. and subsidiaries as of and  for  the
years  ended  December 31, 1995 and 1994.  On  February  21,
1997,  we  were notified that our appointment  as  principal
accountants will terminate upon the completion of our  audit
of  the consolidated financial statements of the Company  as
of and for the year ended December 31, 1996 and the issuance
of  our report thereon.  We have read Kinetic Concepts, Inc.
statements  included  under Item 4 of  its  Form  8-K  dated
February 25, 1997, and we agree with such statements, except
that  we  are  not  in position to agree  or  disagree  with
Kinetic  Concepts, Inc.'s statements in paragraph one  other
than the date we were notified of our termination or any  of
the statements in paragraph four.

Very truly yours,

/s/ KPMG PEAT MARWICK LLP
- - -------------------------
KPMG Peat Marwick LLP