ALCHEMY HOLDINGS INC
8-K, 1999-03-05
SHIP & BOAT BUILDING & REPAIRING
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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
                         Securities Exchange Act of 1934


Date of Report (Date of earliest event reported)                December 4, 1998

                         Commission file number 0-17981

                             Alchemy Holdings, Inc.
             (Exact Name of Registrant as specified in its charter)

         Florida                                              59-1886450
(State of Incorporation)                                (IRS Identification No.)

                             3025 N.E., 188th Street
                             Aventura, Florida 33180
                                  305/931-4564
         (Registrant's Address, including ZIP Code and telephone number)


<PAGE>


Item 4.  Changes in Registrant's Certifying Accountant.

a)   On December 4, 1998, Jere J. Lane, CPA, the Company's principal independent
     auditor for the  previous  two fiscal  years ended  September  30, 1997 and
     1996,  resigned  as  auditor  in order to provide  certain  accounting  and
     consulting services to the Company.

b)   On February  10,  1999,  the  Company's  Board of  Directors  approved  the
     engagement of Callaghan  Nawrocki LLP to serve as independent  auditors for
     the fiscal year ending  September  30,  1998.  Further,  on that same date,
     Callaghan  Nawrocki  LLP  entered  into an  agreement  with the  Company to
     provide such independent auditor services.

c)   The report of Jere J. Lane, CPA, on the Company's financial  statements for
     the fiscal  years  ending  September  30,  1997 and 1996 did not contain an
     adverse  opinion or  disclaimer  and was not qualified as to audit scope or
     accounting  principles  but was modified due to  uncertainty  regarding the
     Company's ability to continue as a going concern.

d)   During  the three  most  recent  fiscal  years and for the  interim  period
     through Mr. Lane's resignation, there were no disagreements, whether or not
     resolved,  with such  principal  accountant  on any  matter  of  accounting
     principles or practices,  financial statement disclosure, or auditing scope
     or   procedure,   which  if  not   resolved  to  the  former   accountant's
     satisfaction, would have caused him to make reference to the subject matter
     thereof in connection with his report.

Item 7. Financial Statements, Pro Forma Financial Information and Exhibits

         (a)  None.
         (b)  None
         (c)  Exhibits:

    EXHIBIT                             DESCRIPTION
    NUMBER

     16.1           Letter of Jere J. Lane,  dated  March 4, 1999,  pursuant  to
                    Item 304 of Regulation S-B.                                 
                    
                    




<PAGE>


                                    SIGNATURE

Pursuant to the  requirements  of the  Securities  and Exchange Act of 1934, the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.



                                                    Alchemy Holdings, Inc.    
                                                    (Registrant)


                                           By:      \s\ Craig N. Barrie    
                                                    ----------------------------
                                                    Craig N. Barrie
                                                    Chairman of the Board and
                                                    President


Date:    March 4, 1999





                                  Jere J. Lane
                           Certified Public Accountant
                              2901 N.W. 112 Avenue
                            Coral Springs, Fl. 33065


Securities and Exchange Commission
Washington, D.C. 20549

Gentlemen:

I have read Alchemy  Holdings,  Inc.'s  statements  included under Item 4 of its
Current  Report on Form 8-K,  dated  December  4,  1998,  and I agree  with such
statements.

Very truly yours,



Jere J. Lane, CPA

Coral Springs, Florida 33065
March 4, 1999




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