8-K/A

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                   ----------

                                    FORM 8-K/A

                                 CURRENT REPORT
                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934


Date of Report (Date of earliest event reported):  August 8, 2006


                        Investors Capital Holdings, Ltd.
             (Exact name of registrant as specified in its charter)



        Massachusetts                   1-16349                  04-3284631
(State or Other Jurisdiction          (Commission              (IRS Employer
       of Incorporation)              File Number)           Identification No.)



                                230 Broadway East
                               Lynnfield, MA 01940
               (Address of Principal Executive Offices) (Zip Code)

       Registrant's telephone number, including area code: (800) 949-1422



Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:

[ ]  (Written communications pursuant to Rule 425 under the Securities Act (17
     CFR 230.425)

[ ]  (Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
     240.14a-12)

[ ]  (Pre-commencement communications pursuant to Rule 14d-2(b) under the
     Exchange Act (17 CFR 240.14d-2(b))

[ ]  (Pre-commencement communications pursuant to Rule 13e-4(c) under the
     Exchange Act (17 CFR 240.13e-4(c))




Item 4.01 Changes in Registrant's Certifying Accountant

     On August 8, 2006:

     (i) Brown & Brown, LLP ("B&B") officially notified Investors Capital
Holdings, Ltd. (the "Company") that B&B's partners had joined UHY, LLP, a New
York limited liability partnership and independent registered public accounting
firm ("UHY"), and resigned as the principal accountant to audit the Company's
financial statements, and

     (ii) the Company engaged UHY as the principal accountant to audit the
Company's financial statements for the Company's fiscal year ending March 31,
2007 and the interim periods prior to such year-end.

     The decision to change principal accountants was approved by the Audit
Committee of the Company's Board of Directors.

     None of the reports of B&B on the Company's financial statements for either
of the past two years contained an adverse opinion or disclaimer of opinion, or
was qualified or modified as to uncertainty, audit scope or accounting
principles.

     During the two most recent fiscal years of the Company and any subsequent
interim periods, there were no disagreements between the Company and B&B 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 B&B, would have caused it to make reference to the subject
matter of the disagreements in connection with its report.

     The Company has provided B&B with a copy of the foregoing disclosures in
conjunction with the filing of this Form 8-K.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits - The following exhibit is furnished as part of this current
report:

Letter, dated August 8, 2006, from Brown & Brown LLP to the Securities and
Exchange Commission


                                   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.

                                                Investors Capital Holdings, Ltd.

                                                By /s/ Ted Charles
                                                   -----------------------------
                                                Ted Charles, President
Date: August 10, 2006

EX-16.1

                                                                   Exhibit 16.1

                                  BROWN & BROWN
                    Brown & Brown, LLP - Boston - Westborough
         Certified Public Accountants - Business and Financial Advisors


August 8, 2006


Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549

Gentlemen:

We have read the statements made by Investors Capital Holdings, Ltd., which we
understand will be filed with the Securities and Exchange Commission, pursuant
to Item 4.01 of Form 8-K, as part of the Form 8-K of Investors Capital Holdings,
Ltd. dated August 8, 2006. We are in agreement with the statements concerning
our Firm contained therein.


Very truly yours,

/s/ Brown & Brown
- -----------------

Brown & Brown, LLP

CORRESP

August 14, 2006

United States Securities and Exchange Commission
Division of Corporate Finance
450 Fifth Street N.W.
Washington, D.C. 20549-0408
Attention: Mr. Matthew Komar, Staff Accountant

      Re:  Investors Capital Holdings, Ltd. ("ICH")
           Item 4.01 Form 8-K
           Filed August 11, 2006
           File No. 001-16349

Dear Mr. Komar:

Please be advised that ICH (the "Company") has adopted the suggested amendment
to the above referenced Form 8-K Filing detailed in your letter dated August 14,
2006. ICH has filed an 8-K/A as of this date with reference to this
correspondence to your office.

The Company acknowledges that it is responsible for the adequacy and accuracy of
the disclosure in the filing. The Company further acknowledges that SEC staff
comments or changes to disclosures in response to staff comments do not
foreclose the Commission from taking any action with respect to the filing and
that the Company may not assert staff comments as a defense in any proceeding
initiated by the Commission or any person under the federal securities laws of
the United States.

Please contact me at 800-949-1422, x4754 with any questions or comments.

Yours truly,

/s/ Steven C. Preskenis

Steven C. Preskenis
Secretary & Chief Legal Counsel
Investors Capital Holdings, Ltd.




                   230 Broadway East, Lynnfield, MA 01940-2320
Toll-Free (800) 949-1422 - Main Fax (781) 593-9464 - www.investorscapital.com -
                          AMEX: ICH - Member NASD/SIPC