SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549


                                   FORM 8-K

                                CURRENT REPORT

                      Pursuant to Section 13 or 15(e) of
                      The Securities Exchange Act of 1934


Date of Report (Date of earliest event reported):     June 20, 1996



                            MORGAN FINANCIAL CORP.
            (Exact name of registrant as specified in its charter)



      Colorado                          0-20764                 84-121348
(State or other jurisdiction       (SEC File Number)         (I.R.S. Employer
      of incorporation)                                   Identification Number)



   205 West Kiowa Avenue, Fort Morgan, Colorado                    80701
      (Address of principal executive offices)                    Zip Code



Registrant's telephone number, including area code:         (970) 867-2443



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








                            MORGAN FINANCIAL CORP.

                     INFORMATION TO BE INCLUDED IN REPORT

Item 4. Changes in Registrant's Certifying Accountant

(a)   On June 20,  1996,  the Board of Directors  of Morgan  Financial  Corp.
      resolved  to engage the  accounting  firm of Baird,  Kurtz and Dobson
      as the Registrant's  independent  accountant  for its fiscal year ending 
      June 30, 1996.  Effectively,  the services of the Registrant's  former  
      independent  accountant, McGladrey and Pullen, LLP, were  simultaneously 
      terminated as of June 20, 1996.  The Denver  office of  McGladrey  and
      Pullen was  acquired  by Baird,  Kurtz and Dobson on June 17, 1996. All 
      former audit engagement members, with the exception of the audit partner,
      are now with Baird, Kurtz and Dobson, and will continue to be involved  
      with the Registrant's Fiscal 1996 annual audit.

(b)   McGladrey and Pullen'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.

(c)   During the two most recent fiscal years and interim  period  subsequent to
      June 30, 1995, there have been no disagreements  with McGladrey and Pullen
      on any matter of accounting  principls or practices,  financial  statement
      disclosure, auditing scope or procedure, or any reportable events.

(d)   The Registrant  has requested  that  McGladrey and Pullen,  LLP furnish it
      with a letter  addressed  to the SEC  stating  whether it agrees  with the
      above statements. A copy of McGladrey and Pullen's letter to the SEC, will
      be filed as an amendment at Exhibit 16 to the Form 8-K.


Item 7. Financial Statements and Exhibits

      Exhibit 16 - Letter Re Change in Certifying Accountant*







*     To be filed by amendment.










                                  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, thereunto duly authorized.



                                          MORGAN FINANCIAL CORP.



Date: June 24, 1996                       By:   /s/ Michael M. Berryhill
                                                ------------------------
                                                MICHAEL M. BERRYHILL
                                                President and Chief Executive
                                                   Officer