SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) of the
SECURITIES EXCHANGE ACT OF 1934
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Date of Report: December 28, 2000
European Micro Holdings, Inc.
(Exact Name of Registrant as Specified in Charter)
Nevada 0-23949 65-0803752
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
6073 N.W. 167th Street, Unit C-25, Miami, Florida 33015
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (305) 825-2458
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Item 4. Changes in Registrant's Certifying Accountant.
(a)(1) (i) On December 28, 2000, European Micro Holdings,
Inc. (the "Company") dismissed KPMG LLP as its independent certified public
accountant.
(ii) KPMG's report on the Company's financial
statements for each of the past two fiscal years did not contain an adverse
opinion or a disclaimer of opinion, and was not qualified or modified as to
uncertainty, audit scope, or accounting principles.
(iii) KPMG's dismissal was recommended and approved by
the Company's Audit Committee and approved by the Company's Board of Directors.
(iv) During the Company's two most recent fiscal
years, as well as any subsequent interim period through December 28, 2000, there
were no disagreements on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedures, which
disagreements if not resolved to their satisfaction would have caused them to
make reference in connection with their opinion to the subject matter of the
disagreement.
(v) During the Company's two most recent fiscal
years, as well as any subsequent interim period through December 28, 2000, KPMG
did not advise the Company of any of the matters identified in paragraph
(a)(1)(v) of Item 304 of Regulation S-K.
(a)(2) On January 5, 2001, the Company engaged BDO Seidman LLP as
its principal accountant to audit the Company's financial statements. The
Company did not consult BDO Seidman LLP on any matters described in paragraph
(a)(2)(i) or (ii) of Item 304 of Regulation S-K during the Company's two most
recent fiscal years or any subsequent interim period prior to engaging BDO
Seidman LLP.
(a)(3) The Company requested KPMG LLP to furnish a letter addressed
to the SEC, stating whether it agrees with the statements made by the Company
and, if not, stating the respects in which it does not agree. Attached hereto as
Exhibit 1 is a copy of KPMG's letter addressed to the SEC.
Item 7. Exhibits.
Exhibit 1 -- Attached hereto as Exhibit 1 is a copy of KPMG's letter
addressed to the SEC.
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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.
EUROPEAN MICRO HOLDINGS, INC.
Date: January 5, 2001 By: /s/ John B. Gallagher
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Name: John B. Gallagher, Jr.
Its: Co-Chairman
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