WASHINGTON, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT
                         PURSUANT TO SECTION 13 OR 15(D)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                                  March 1, 2003
                                (Date of Report)

                                CT Holdings, Inc.
             (Exact name of registrant as specified in its charter)

            Delaware                 0-18718               75-2432011
       --------------------     ----------------     ---------------------
  (State or other jurisdiction     (Commission           (IRS Employer
       of incorporation)           File Number)        Identification No.)

            8750 N Central Expressway, Suite 100, Dallas, Texas 75231
                    (Address of principal executive offices)

                                 (214) 520-9292
              (Registrant's telephone number, including area code)

         (Former name or former address, if changed since last report.)


(a)  Previous  independent  accountant:

     (1)  Effective March 1, 2003, King Griffin & Adamson P.C. merged with BDA&K
          Business  Services,  Inc.  and formed a new entity, KBA Group LLP. The
          personnel that the Registrant has dealt with at King Griffin & Adamson
          P.C.  are  now employees of KBA Group LLP. As a result of this merger,
          on  March  1,  2003, King Griffin & Adamson P.C. resigned to allow its
          successor  entity  KBA  Group  LLP  to  be  engaged as the Registrants
          independent  public  accountants.

     (2)  The  reports  issued  by  King Griffin & Adamson P.C. on the financial
          statements  for  the  past  two fiscal years of the Registrant did not
          contain  an  adverse opinion nor a disclaimer of opinion, and were not
          qualified  or modified as to audit scope or accounting principles. The
          report  issued  by  King  Griffin  &  Adamson  P.C.  on  the financial
          statements  for  the  most  recent  fiscal  year of the Registrant was
          modified  to  include  an  explanatory paragraph describing conditions
          that  raised  substantial  doubt  about  the  Registrant's  ability to
          continue  as  a  going  concern.

     (3)  The  Registrant's  Audit Committee approved the decision to engage KBA
          Group  LLP.

     (4)  In connection with its audits for the two most recent fiscal years and
          through  February  28,  2003,  there  were  no disagreements with King
          Griffin  &  Adamson  P.C.  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
          King  Griffin & Adamson P.C., would have caused King Griffin & Adamson
          P.C.  to  make  reference  thereto  in  their  report on the financial
          statements  for  such  years  or  such  interim  periods.

     (5)  The  Registrant has requested that King Griffin & Adamson P.C. furnish
          it with a letter addressed to the Commission stating whether or not it
          agrees  with  the above statements. A copy of such letter, dated March
          6,  2003,  is  filed  as  Exhibit  1  to  this  Form  8-K.

(b)  New  independent  public  accountants:

     (1)  The  Registrant's Audit Committee approved the engagement of KBA Group
          LLP  and  the  Registrant engaged KBA Group LLP as its new independent
          public  accountants  as  of  March  1,  2003.  As  KBA  Group LLP is a
          successor entity to King Griffin & Adamson P.C. the section addressing
          consultation  of  the  newly engaged independent public accountants is
          not  applicable.

     (2)  The  Registrant  has  allowed  KBA  Group  LLP to review this Form 8-K
          before  it  is  filed with the Commission. King Griffin & Adamson P.C.
          has  not furnished the Registrant with a clarification or disagreement
          with  the  information  set  forth  herein.

     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.

DATED: MARCH 6, 2003

                                                 CT  HOLDINGS,  INC.

                                                 BY:  __________________________
                                                 NAME:  RICHARD CONNELLY
                                                 TITLE: CHIEF FINANCIAL OFFICER