



                       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): March 12, 1999



                                   ACCOM, INC.
             (Exact name of registrant as specified in its charter)




     Delaware                       0-26620                      94-3055907
  (State or other               (Commission File              (I.R.S. Employer
  jurisdiction of                    Number)                 Identification No.)
   incorporation)




     1490 O'Brien Drive Menlo Park, California                       94025
     (Address of principal executive offices)                     (Zip Code)





       Registrant's telephone number, including area code: (650) 328-3818

<PAGE>


Item 5.  Other Events.

                  On March 12, 1999,  Accom,  Inc. (the "Company") issued Senior
Subordinated  Convertible Notes in the aggregate  principal amount of $3,500,000
(the  "Notes") to a group of six  investors  (the  "Investors")  led by American
Bankers  Insurance  Group,  Inc.  ("American  Bankers").  The Notes were  issued
pursuant to the Note Purchase Agreement (as defined in Item 7).

                  The Notes  mature on March 12,  2004 and bear  interest at the
rate of 6% per annum  payable  quarterly  beginning on June 30, 1999.  The Notes
were issued to the Investors  pursuant to an exemption  under the Securities Act
of 1933, as amended.  The Company will use the proceeds from the issuance of the
Notes for the repayment of indebtedness.

                  The Notes are convertible  into shares of the Company's common
stock at any time at the  option  of the  holders.  The  number of shares of the
Company's  common stock to be received upon conversion is calculated by dividing
the outstanding  principal  amount of the Notes by a conversion  price of $1.30,
subject to certain  adjustments.  Assuming the  conversion of all Notes on March
13, 1999 at the $1.30 conversion price, the Investors,  in the aggregate,  would
own approximately 21% of outstanding shares of the Company's common stock, based
upon the 10,125,164  shares of the Company's  common stock  outstanding on March
12, 1999. To permit American  Bankers to convert its Notes,  the Company amended
the  Preferred  Shares  Rights  Agreement,  dated as of  September  13, 1996 and
subsequently amended, between the Company and U.S. Stock Transfer Corporation.

                  In connection with the issuance of the Notes,  the Company and
the Investors entered into an Investor Rights  Agreement,  dated as of March 12,
1999 (the  "Investor  Rights  Agreement"),  which,  among other  things,  grants
certain  demand and  piggyback  registration  rights with  respect to the common
stock of the Company  issuable upon  conversion of the Notes.  In addition,  the
Company  expanded its Board of  Directors  from four to five  directors,  and on
March 12, 1999,  Eugene M. Matalene,  Jr., a director of American  Bankers,  was
appointed as the Company's fifth director.

                  Also in connection with the issuance of the Notes, the Company
and LaSalle Business Credit,  Inc.  ("LaSalle") entered into the First Amendment
to the LaSalle Credit Agreement (as defined in Item 7).

                  Copies of the Note Purchase Agreement,  the First Amendment to
the LaSalle  Credit  Agreement and the Company's  press release  announcing  the
private  placement  are attached  hereto as exhibits.  Copies of the form of the
Notes and the form of the Investor Rights  Agreement are attached as exhibits to
the Note Purchase Agreement.

                               Page 2 of 4 pages

<PAGE>



Item 7.      Financial Statements, Pro Forma Financial Information and Exhibits.

             (c)      Exhibits.

             99.1     Note Purchase  Agreement,  dated of March 12, 1999,  among
                      the  Company,  American  Bankers  and  the  several  other
                      purchasers  named in Annex I thereto  (the "Note  Purchase
                      Agreement") with exhibits attached thereto.

             99.2     First Amendment to Loan and Security  Agreement,  dated as
                      of March 11,  1999,  between the Company and LaSalle  (the
                      "First Amendment to LaSalle Credit Agreement").

             99.3     Press Release,  dated as of March 15, 1999, of the Company
                      announcing the private placement.



                               Page 3 of 4 pages

<PAGE>



                                   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.

                                    ACCOM, INC.,
                                    a Delaware corporation



                                    By:      /s/ JUNAID SKEIKH
                                        ----------------------------------------
                                    Name:    Junaid Sheikh
                                    Title:   Chief Executive Officer
March 25, 1999


                               Page 4 of 4 pages



