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                          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 Exchange Act of 1934



                          Date of Report
                         October 10, 1996



                         ICE HOLDINGS, INC.
       (Exact Name of registrant as specified in its charter)



                             Delaware
           (State of other jurisdiction of incorporation)
 
        0-16205                                  33-0214792
  (Commission File No.)                   (IRS Employer I.D. Number)


          3340 Greer Rd, Palo Alto, CA           94308
          (Address of Principal Office)      (Zip Code)


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




Registrants Former Name:  SKYDOOR MEDIA & ENTERTAINMENT, INC.

Registrants Former Address:  18101 Von Karmen Ave., Ste. 1940
                             Irvine, CA 92715










<PAGE>




Item 1.     CHANGES IN CONTROL OF REGISTRANT

(a)  SALE OF COMMON STOCK.    The Board of Directors authorized the 
sale of Seven Million (7,000,000) Common shares, par value $0.001 
per share, for a total consideration of Twenty-five Thousand 
($25,000) Dollars pursuant to the terms of a Stock Purchase Agreement.  
The Stock Purchase Agreement was entered into on September 24, 1996 
and closed on October 2, 1996.  These shares represent approximately 
a Fifty-five (55%) ownership interest in the Registrant's issued and 
outstanding shares (see Item 5 (e).  These shares were sold to
Jennifer Thomas  pursuant to the issuer transaction exemption afforded 
by Section 4(2) of the Securities Act of 1933, as amended.  These are 
restricted securities. 

(b)  APPOINTMENT OF NEW DIRECTORS.  The Board of Directors, comprised 
of Jeffrey Benice, Dale Jacobs and James Fenner,  nominated three 
persons to be seated on the Board upon their effective resignations. 
The Board nominated Felicia Murray, Jennifer Thomas and Jocelyn 
Scroggins to fill the vacancies created by their resignations.  
Felicia Murray, Jennifer Thomas and Jocelyn Scroggins will serve as 
the Registrant's President, Secretary and Treasurer, respectively.

(c)  CONSULTANT ASSISTING THE REGISTRANT.  Generale Consultants 
Internationale, Inc. is  acting as a consultant to the Registrant's 
new Board of Directors.  Felicia Murray, is a shareholder of Generale 
Consultants Internationale.  Jennifer Thomas received financial 
assistance from Generale in the form of a loan to acquire the shares 
referenced above.   As a result of these relationships,  Generale, may
have the ability to exert a controlling influence over the Registrant's
Board of Directors.

Item 5.   Other Events

Pursuant to a meeting of the Registrant's Board of Directors on 
September 24, 1996, and Minutes of Majority Shareholders, the following 
actions in (a) and (b) have been authorized, ratified and effected:

(a)  AUTHORIZATION TO CHANGE PAR VALUE.   The Board of Directors 
     authorized the Registrant to amend its Articles of Incorporation 
     providing for a reduction in the par value of the Registrant's 
     common stock. 

     The par value was changed from $0.03 per share to $0.001 per share.  
     This change affects the 50,000,000 common shares only.  The sale of 
     common shares above reflects the new par value.  This amendment was 
     filed on September 24, 1996.

(b)  CORPORATE NAME CHANGE.  The new Board's first act was the 
     authorization to  change the corporate name from Skydoor Media & 
     Entertainment, Inc. to ICE Holdings, Inc.  The Registrant amended 
     Articles of Incorporation on October 9, 1996.  The  name change was 
     effective October 9, 1996.


<PAGE>


(c)  PERIODIC REPORTING - LATE FILING   The  registrant will file  its Form 
     10-QSB report for the period ending June 30, 1996 late.

(d)  SHARE REGISTRY OUT OF BALANCE.   The Registrant believes that there is 
     presently 12,610,663 common shares issued and outstanding giving effect 
     to the stock purchase referenced in Item 1.  The Registrant's transfer 
     agent records reflect an additional 820,733 common shares outstanding.  
     The Registrant and the transfer agent are taking remedial actions to 
     resolve the discrepancy.  

(e)  ADDITIONAL TERMS OF CHANGE IN CONTROL.  Jennifer Thomas, with the 
     assistance of General Consultants Internationale, paid a total 
     consideration of $95,000 Dollars in connection with this stock purchase
     and change in control of registrant. These funds were paid to Jeffrey 
     Miles, as an agent of Skydoor.  This consideration was paid as follows:   
 
     (1) pay the sum of $10,363.02 to American Securities Transfer, the
     Registrant's transfer agent, for past due fees and costs; (2) pay the 
     sum of $224.00 to Delaware Secretary of State for filing fees;  (3) 
     pay the sum of $84,139.98  to Jeffrey Miles for two purposes: (a) paying 
     the  $25,000 to Skydoor for the stock purchase; and (b) delivery of 
     instruments evidencing the discharge of all the Registrant's current 
     liabilities.  The current liabilities were represented  as notes and 
     accounts payable approximately totaling $100,000.

Item 6.  RESIGNATION OF DIRECTORS.

(a)  The Registrant's board of directors tendered their resignations 
     effective upon closing of the Stock Purchase Agreement referenced 
     above in Item 1. The sale closed on October 3, 1996.  The resignations 
     of Jeffrey Benice, Dale Jacobs and James Fenner, dated October 1, 1996 
     were tendered.   Copies of the resignations appear as Exhibit 17.  No 
     disagreements precipitated the resignations, but rather a change in 
     control of the Registrant.









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<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.


ICE HOLDINGS, INC.


/s/  Jennifer Thomas                    Date: October 10, 1996
________________________________        ________________________
By:  Jennifer Thomas
Title:  Secretary

/s/  Jocelyn Scoggins                   Date: October 10, 1996
________________________________        _________________________
By:  Jocelyn Scoggins
Title:  Treasurer












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<PAGE>
     



                             EXHIBIT "K"

        1.  Resignation of Jeffrey Benice

        2.  Resignation of James Fenner

        3.  Resignation of Dale Jacobs   















































<PAGE>











October 1, 1996


Effective this date, I immediately hereby resign from the board of
directors of Skydoor Media & Entertainment, Inc.


                                     /s/  Jeffrey S. Benice
                                     ____________________________
                                     Jeffrey S. Benice

<PAGE>


October 1, 1996


Effective this date, I immediately hereby resign from the board of 
directors of Skydoor Media & Entertainment, Inc.


                                     /s/  James Fenner
                                     ______________________________
                                     James Fenner


<PAGE>



October, 1996


Effective this date, I immediately hereby resign from the board of
directors of Skydoor Media & Entertainment, Inc.


                                     /s/  Dale Jacobs
                                     _______________________________
                                     Dale Jacobs