<PAGE>
UNITED STATES
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: April 27, 1998
NORD PACIFIC LIMITED
--------------------
(Exact name of registrant as specified in its charter)
<TABLE>
Bermuda 000-19182 N/A
------- --------- ---
<S> <C> <C>
(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification
incorporation or Number)
organization)
22 Church Street
Hamilton HE 11 Bermuda N/A
---------------------- ----------
(Address of Principal (Zip Code)
executive offices)
</TABLE>
Registrant's telephone number, including area code: (441) 282-2363
N/A
---
(Former name, former address, and former fiscal year,
if changed since last report)
<PAGE>
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
(a) On April 27, 1998, with the approval of the audit committee, Nord
Pacific Limited (the "Company") terminated its relationship with
Deloitte & Touche ("D&T"), independent certified public accountants.
The reports of D&T for the years ended December 31, 1997 and 1996,
contained no adverse opinions, disclaimers of opinion or qualified or
modified opinions as to uncertainty, audit scope or accounting
principals.
During the two year period ended December 31, 1997, and the interim
period from that date to April 27, 1998, there were no disagreements
with D&T on any matter of accounting principals or practices, financial
statement disclosure, or auditing scope or procedures, which disagreement,
if not resolved to the satisfaction of D&T, would have caused it to make
reference in connection with its report to the subject matter of the
disagreement.
The Company requested D&T furnish it with a letter addressed to the
Securities and Exchange Commission (the "SEC") stating whether D&T agrees
with the above statements. A copy of the letter of D&T to the SEC dated
April 28, 1998, is filed as Exhibit 10.47 hereto.
(b) The Company has commenced discussions with potential auditors and
anticipates the appointment of new auditors in the near future.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits required to be filed by Item 601 of Regulation S-K
<TABLE>
Item No. Descripition
- -------- ------------
<S> <C>
10.47 Letter from D&T to the Securities and Exchange Commission,
dated April 28, 1998.
</TABLE>
<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 hereunto duly authorized.
NORD PACIFIC LIMITED
/s/ Ray W. Jenner
Date: April 30, 1998 -------------------
Ray W. Jenner
Chief Financial Officer
<PAGE>
April 28, 1998
Securities and Exchange Commission
Mail Stop 9-5
450 5th Street, N.W.
Washington, D.C. 20549
Dear Sirs/Madams:
We have read and agree with the comments in the first, second, third and fourth
paragraphs of Item 4(a) of Form 8-K of Nord Pacific Limited dated April 27,
1998. We have no basis to agree or disagree with Item 4(b).
Yours truly,
DELOITTE & TOUCHE