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                                UNITED STATES
                     SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, DC 20549



                                  FORM 8-K

                                Current Report
                     Pursuant to Section 13 or 15 (d) of
                     the Securities Exchange Act of 1934



       Date of Report (Date of earliest event reported): September 11, 2007


                             AMBASE CORPORATION
          (Exact name of registrant as specified in its charter)



           Delaware                   1-07265                95-2962743
 (State or other jurisdiction  (Commission File Number)   (I.R.S. Employer
  of incorporation)                                        Identification No.)



                  100 PUTNAM GREEN, GREENWICH, CT 06830-6027
         (Address of principal executive offices, including zip code)


                                (203) 532-2000
            (Registrant's telephone number, including area code)

     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 (see General Instruction A.2. below):

     [ ] 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

(a)  Previous independent registered public accounting firm

     (i)  On September 11, 2007, AmBase Corporation (the "Registrant") dismissed
          PricewaterhouseCoopers   LLP  as  its  independent  registered  public
          accounting firm. The  Registrant's  Accounting and Audit Committee and
          the Board of  Directors  participated  in and approved the decision to
          change its independent registered public accounting firm.

     (ii) The reports of PricewaterhouseCoopers  LLP on the financial statements
          for the fiscal  years ended  December  31, 2005 and 2006  contained no
          adverse  opinion or  disclaimer  of opinion and were not  qualified or
          modified as to uncertainty, audit scope or accounting principle.

     (iii)During the fiscal  years ended  December 31, 2005 and 2006 and through
          September   11,   2007,   there  have  been  no   disagreements   with
          PricewaterhouseCoopers  LLP 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
          PricewaterhouseCoopers  LLP would have caused  them to make  reference
          thereto in their reports on the financial statements for such years.

     (iv) During the fiscal  years ended  December 31, 2005 and 2006 and through
          September 11, 2007,  there have been no reportable  events (as defined
          in Item 304(a)(1)(v) of Regulation S-K).

     (v)  The Registrant has requested that  PricewaterhouseCoopers  LLP furnish
          it with a letter  addressed to the Securities and Exchange  Commission
          stating whether or not it agrees with the above statements.  A copy of
          such letter, dated September 14, 2007, is filed as (Exhibit 16 to this
          Form 8-K).

(b)  New independent registered public accounting firm

     (i)  The  Registrant  engaged  UHY  LLP as its new  independent  registered
          public  accounting  firm as of September  11, 2007.  During the fiscal
          years ended December 31, 2005 and 2006 and through September 11, 2007,
          the  Registrant  has not  consulted  with UHY LLP regarding any of the
          matters  described  in  Item  304(a)(2)(i)  or Item  304(a)(2)(ii)  of
          Regulation S-K.


Item 9.01 FINANCIAL STATEMENTS AND EXHIBITS

     16.  PricewaterhouseCoopers  LLP's letter  addressed to the  Securities and
Exchange   Commission,   dated   September 14, 2007, indicating  their
agreement with the statements contained in this Form 8-K filing.



                                  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.

                                             AMBASE CORPORATION



Date:  September 14, 2007                    By:    /s/ John P. Ferrara
                                             --------------------------
                                             John P. Ferrara
                                             Vice  President and
                                             Chief Financial Officer and
                                             Controller (Principal Financial
                                             and Accounting Officer)