<PAGE>
_____________________________
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) May 22, 1997
------------
ICE HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
- -------------------------------------------------------------------------------
Delaware
(State or other jurisdiction of incorporation)
0-16205 33-0214792
- ----------------------- ---------------------------------
(Commission File Number (IRS Employer Identification No.)
7203 Earldom Avenue, Playa Del Ray, California 90293
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (310) 305-1766
--------------
Registrant's former name: Skydoor Media & Entertainment, Inc.
-----------------------------------
Registrant's former address: 18101 Von Karman Avenue, Suite 1940, Irvine,
-------------------------------------------------
California, 92715
- --------------------------------------------------------------------------------
<PAGE>
Item 4. Changes in Registrant's Certifying Accountant.
---------------------------------------------
The Registrant has terminated Fox & Fox, Certified Public Accountants ("Fox
& Fox"), as its principal accountant as of May 22, 1997. The principal
accountant's report on the financial statements for either of the past two years
contained no adverse opinion or a disclaimer of opinion, or was qualified nor
modified as to uncertainty, audit scope, or accounting principles. The
termination of the accountant was approved by the Board of Directors.
During the Registrant's two most recent fiscal years and any subsequent
interim period preceding such registration, declination, or dismissal, there
were no disagreements with the former accountant on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure. There is nothing to report under Item 304(a)(1)(v)(A) through (D).
A letter from Fox & Fox stating whether or not they agree with the
disclosures contained in this Form 8-K is attached hereto as Exhibit A.
2
<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 thereunto duly authorized.
Dated: May 22, 1997 ICE HOLDINGS, INC.
By: /s/ EDWARD HANSON
-------------------------------
Edward Hanson
Its: Chief Financial Officer
3
<PAGE>
EXHIBIT 99a
FOX & FOX
Certified Public Accountants
- --------------------------------------------------------------------------------
18101 Von Karman, Suite 350 Irvine, CA 92715 (714)251-6561 FAX (714)251-6562
July 2, 1997
VIA EDGAR
- ---------
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Ice Holdings, Inc.
33-0214792
Form 8-K
Dated May 22, 1997
To Whom It May Concern
We agree with the disclosures the Company has made on item 4 of the above-
referenced Form 8-K.
Fox & Fox, CPA's
By: /s/ GARY W. FOX
----------------
Gary W. Fox, CPA
