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U.S. 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
CAMBRIDGE HOLDINGS, LTD.
(Exact name of small business issuer as specified in its charter)
Date of Report: February 25, 2000
Colorado 0-12962 84-0826695
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(State or other jurisdiction of (Commission (IRS Employer
incorporation or organization) File Number) Identification Number)
1722 Buffehr Creek Road,
Vail, Colorado 81657
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(Address of principal executive offices) (Zip Code)
Issuer's telephone number, including area code (970) 479-2800
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Item 4. Changes in Registrant's Certifying Accountant
(a) Previous independent accountants
(i) On February 24, 2000, BDO Seidman, LLP resigned as
independent accountants for Cambridge Holdings, Ltd.
(ii) The reports of BDO Seidman, LLP on the financial statements
for the past two fiscal years contained no adverse opinion
or disclaimer of opinion and were not qualified or modified
as to uncertainty, audit scope or accounting principle.
(iii) The Registrant's Board of Directors participated in and
approved the decision to change independent accountants.
(iv) In connection with its audits for the two most recent fiscal
years and through February 24, 2000, there have been no
disagreements with BDO Seidman, LLP on any matter of
accounting principles or practices, financial statement
disclosure, or auditing scope or procedure, which
disagreements if not resolved to the satisfaction of BDO
Seidman, LLP would have caused them to make reference
thereto in their report on the financial statements for such
years.
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(v) During the two most recent fiscal years and through February
24, 2000, there have been no reportable events (as defined
in Regulation S-K Item 304(a)(1)(v)).
(vi) The Registrant has requested that BDO Seidman LLP furnish it
with a letter addressed to the SEC stating whether or not it
agrees with the above statements. A copy of such letter,
dated February 25, 2000, is filed as Exhibit 16 to this Form
8-K.
(b) New independent accountants
The Registrant has engaged AJ. Robbins, P.C. as its new
independent accountants as of February 24, 2000. During the two
most recent fiscal years and through February 24, 2000, the
Registrant has not consulted with AJ. Robbins, P.C. regarding
either (i) the application of accounting principles to a specific
transaction, either completed or proposed; or the type of audit
opinion that might be rendered on the Registrant's financial
statements, and either a written report was provided to the
Registrant or oral advice was provided that AJ. Robbins, P.C.
concluded was an important factor considered by the Registrant in
reaching a decision as to the accounting, auditing or financial
reporting issue; or (ii) any matter that was either the subject of
a disagreement, as that term is defined in Item 304(a)(1)(iv) of
Regulation S-K and the related instructions to Item 304 of
Regulation S-K, or a reportable event, as that term is defined in
Item 304(a)(1)(iv) of Regulation S-K.
Item 7. Financial Statements and Exhibits
(a) Letter from BDO Seidman, LLP dated February 25, 2000.
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.
CAMBRIDGE HOLDINGS, LTD.
February 25, 2000 By: /s/ Gregory Pusey
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Gregory Pusey
President, Treasurer and Director
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Form 8-K