C&K 1981 FUND A LTD
8-K, 1995-06-21
DRILLING OIL & GAS WELLS
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                          SECURITIES AND EXCHANGE COMMISSION

                               Washington, D.C.  20549



                                   ________________


                                       FORM 8-K

                                    CURRENT REPORT

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


                                  _________________


          Date of Report:                              June 21, 1995

                                C&K 1981 FUND-A, LTD.
                (Exact name of Registrant as specified in its charter)



                                        Texas
            (State or Other Jurisdiction of incorporation or Organization)



               0-10268                                 76-0307703
       (Commission file number)         (I.R.S. Employer Identification No.)



                         7555 East Hampden Avenue - Suite 600
                                  Denver, CO  80231
                       (Address of Principle Executive Offices)



     Registrant's telephone number, including area code: (303) 695-3600






















     Item 4.  Changes in Registrant's Certifying Accountants

     (a)   At its board meeting on June 14, 1995, the Board of Directors of CODY
           ENERGY,  INC., General  Partner of  C&K 1981  Fund-A, Ltd.,  voted to
           dismiss Hein  + Associates LLP and  to engage the accounting  firm of
           Ernst & Young LLP as the Registrant's independent auditors.

     (b)   In connection with its  audits for the  two most recent years,  there
           have been  no disagreements with Hein + Associates LLP, on any matter
           of   accounting  principles   or   practices,   financial   statement
           disclosures, or auditing scope or procedure.

     (c)   Hein  + Associates LLP's report  on the financial  statements for the
           past  two  years contained  a  qualified  opinion regarding  a  going
           concern uncertainty; the above report contained no adverse opinion or
           disclaimer of opinion.

     (d)   The Registrant has requested  that Hein + Associates LLP,  furnish it
           with a letter addressed to the SEC stating whether it agrees with the
           above statements.   A copy of  Hein + Associates LLP's  letter to the
           Securities and Exchange Commission,  dated June 20, 1995 is  filed as
           Exhibit 1 to the Form 8-K.


     Item 7.  Financial Statements and Exhibits

     Exhibit 1.  A copy of Hein + Associates  LLP's letter to the Securities and
                 Exchange Commission, dated June 20, 1995, is filed as Exhibit 1
                 to the Form 8-K.





































                                      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.



                                        C&K 1981 Fund-A, Ltd.

                                        CODY ENERGY, INC.
                                        Successor General Partner



                                        By: /s/ Dan R. Taylor                   

                                            Dan R. Taylor
                                            Vice President and Controller





     Dated: June 21, 1995
































     HEIN + ASSOCIATES LLP
     Certified Public Accountants and Consultants
     with offices in Denver, Dallas and Los Angeles.

     5075 Westheimer, Suite 970
     Houston, Texas 77056
     Telephone (713) 850-9814
     Telecopier (713) 850-0725





     Securities and Exchange Commission
     Washington, D.C.  20549


     Gentlemen:

     We were previously principal accountants  for C&K 1981 Fund-A, Ltd.  and on
     March 13,  1995 reported on the financial position of C&K 1981 Fund-A, Ltd.
     ("C&K") as of December  31, 1994 and 1993 and the results of its operations
     and its cash flows for each of the three years in the period ended December
     31,  1994.  On June 14, 1995, we were dismissed as principal accountants of
     C&K.   We have read C&K's statements included under  Item 4 of its Form 8-K
     for June 14, 1995 and we agree with such statements.


     Hein + Associates LLP
     Certified Public Accountants

     Houston, Texas
     June 20, 1995







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