UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): October 20, 1998
JB OXFORD HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
UTAH 0-16240 95-4099866
(State of incorporation or organization) (I.R.S. Employer
(Commission File Number) Identification No.)
9665 Wilshire Blvd., Suite 300; Beverly Hills, California 90212
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (310) 777-8888
JB Oxford Holdings, Inc. is filing this amendment to its Form 8-K,
filed with the Securities and Exchange Commission on October 27, 1998, to file
Exhibit 16.1.
ITEM 7. EXHIBITS
(a) Exhibit 16.1 -- the Letter from BDO Seidman, LLP, dated November 2,
1998, pursuant to Regulation S-K Item 304 (a)(3) regarding the change in
registrant's certifying accountant.
November 2, 1998
United States Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549
Re: JB OXFORD HOLDINGS, INC.
Ladies and Gentleman:
We have been furnished with a copy of the Form 8-K for the event that occurred
on October 20, 1998 filed by our former client JB Oxford Holdings, Inc. (the
"Company"). We agree with the statements made in Item 4 insofar as the response
relates to our Firm, except for the fourth paragraph of Item 4.
In the current fiscal year, the Company has been advised by BDO Seidman, LLP
("BDO") that BDO believes additional documentation will be needed to support the
fair value used to establish the Company's non-cash interest expense charged
upon (i) the issuance of new convertible debt, and (ii) the modification of
existing convertible debt, during the second quarter of 1998. The Company used
a discounted market price in its computation of non-cash interest expense. BDO
informed the Company that the Securities and Exchange Commission (the "SEC") has
expressed a position that there should be no discount off the fair market value
used in such computations. BDO has recommended the Company obtain an
independent valuation expert's opinion on the value of the equity instruments
underlying the convertible debt. In accordance with Regulation S-K Item 304
(a)(1)(v)(D)(1), BDO has reported this event because BDO could not resolve the
issue as BDO will not be the Company's certified independent auditors at the
Company's fiscal year end.
Very Truly Yours,
/s/ BDO Seidman, LLP
BDO Seidman, LLP
Pursuant to the requirements of the Securities Exchange Act of 1934, JB
Oxford Holdings, Inc. has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
JB Oxford Holdings, Inc.
__/s/_Michael J. Chiodo__________
Michael J. Chiodo
Chief Financial Officer
November 19, 1998
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