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 (Date of Earliest Event Reported): August 28, 2002
                                                          ---------------


                          Freedom Tax Credit Plus L.P.
                          ----------------------------
               (Exact Name of Registrant as Specified in Charter)


                                    Delaware
                                    --------
         (State or other Jurisdiction of Incorporation or Organization)


                  0-24652                               13-3533987
                  -------                               ----------
         (Commission File Number)          (IRS Employer Identification Number)


                     625 Madison Avenue, New York, NY 10022
                    (Address of Principal Executive Offices)


       Registrant's telephone number, including area code: (212) 421-5333
                                                           --------------


                                 Not Applicable
--------------------------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)


<PAGE>


ITEM 4.  Change in Registrant's Accountant

The  independent  auditor for Freedom Tax Credit Plus L.P. (the  "Partnership"),
KPMG LLP  ("KPMG")  was  dismissed  on August  28,  2002.  KPMG  reports  on the
financial  statements  for either the past two fiscal  years did not  contain an
adverse  opinion  or  disclaimer  of  opinion,  and  were  not  modified  as  to
uncertainty, audit scope, or accounting principles. During the Partnership's two
most  recent  fiscal  years and the  subsequent  interim  period  preceding  the
dismissal  there were no  disagreements  with KPMG on any matters of  accounting
principles or practices,  financial statement  disclosure,  or auditing scope or
procedure, which, if not resolved to KPMG's satisfaction, would have caused KPMG
to make reference to the subject matter of the disagreement in connection with
its report.

KPMG has furnished the Partnership with a letter addressed to the Securities and
Exchange Commission stating that it agrees with the above statements.  A copy of
such letter, dated September 3, 2002 is filed as Exhibit 16.1.

The  Partnership's  General Partners  determined that it is in the Partnership's
best interests to engage a new independent auditor.

On August 29, 2002, the Partnership  engaged  Friedman Alpren & Green LLP ("FA &
G") of New York,  New York as its  principal  accountant  to audit the Company's
financial statements. FAG has represented to the Company that it has accountants
who are  competent  to  handle  the  Partnership's  changing  needs and who have
expertise in the issues affecting the Partnership.


<PAGE>


ITEM 7.  Financial Statements, Pro Forma Financial Information and Exhibits
         ------------------------------------------------------------------


(a).     Financial Statements
         --------------------
         Not Applicable


(b).     Pro Forma Financial Information
         -------------------------------
         Not Applicable


(c).     Exhibits
         --------
         16.1 Letter from KPMG LLP to the Securities and Exchange Commission



<PAGE>



                                   SIGNATURES

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 thereunto duly authorized.



                          FREEDOM TAX CREDIT PLUS L.P.
                                  (Registrant)

                            By: RELATED FREEDOM ASSOCIATES L.P.,
                                a General Partner

                            By: RELATED FREEDOM ASSOCIATES INC.,
                                General Partner

Date:  September 3, 2002

                                By:  /s/ Alan P. Hirmes
                                     Alan P. Hirmes, President
                                     (Principal Executive and
                                     Financial Officer)

Date:  September 3, 2002

                                By:  /s/ Glenn F. Hopps
                                     Glenn F. Hopps, Treasurer
                                     (Principal Accounting Officer)

                            and

                            By: FREEDOM GP INC.,
                                a General Partner

Date:  September 3, 2002

                                By:  /s/ Alan P. Hirmes
                                     Alan P. Hirmes, President
                                     (Principal Executive and
                                     Financial Officer)

Date:  September 3, 2002

                                By:  /s/ Glenn F. Hopps
                                     Glenn F. Hopps, Treasurer
                                     (Principal Accounting Officer)


<PAGE>


                                                                    Exhibit 16.1



[Letterhead of KPMG]



September 3, 2002

Securities and Exchange Commission
Washington, D.C.  20549

Ladies and Gentlemen:

We were previously  principal  accountants for Freedom Tax Credit Plus L.P. and,
under  the date of May 18,  2002,  we  reported  on the  consolidated  financial
statements  of Freedom  Tax Credit Plus L.P. as of and for the years ended March
2002 and 2001. On August 28, 2002, our appointment as principal  accountants was
terminated.  We have read  Freedom Tax Credit Plus  L.P.'s  statements  included
under  Item 4 of its Form 8-K dated  August  28,  2002,  and we agree  with such
statements,  except  that we are not in a  position  to agree or  disagree  with
Freedom  Tax Credit  Plus  L.P.'s  statements  that "The  Partnership's  General
Partners  determined that it is in the Partnership's  best interests to engage a
new independent  auditor",  and that Friedman Alpren & Green LLP was engaged and
is competent to serve as principal auditors.


Very truly yours,


/s/ KPMG LLP