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 (Date of earliest event reported): July 16, 2001

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


         Delaware                   000-14747                 04-2751102
(State or other jurisdiction       (Commission               (IRS Employer
       of incorporation)           File Number)            Identification No.)


6672 Gunpark Drive, Suite 100, Boulder, Colorado                    80301
(Address of principal executive offices)                            (Zip Code)


       Registrant's telephone number, including area code: (303) 448-9441


                                 Not applicable
          (Former name or former address, if changed since last report)


<PAGE>



EXPLANATORY NOTE:

         This  Current  Report on Form 8-K is filed  solely  for the  purpose of
filing  the  consent  of  Richard  A.  Eisner  &  Company,  LLP  related  to its
Independent  Auditors' Report included in the registrant's Annual Report on Form
10-K for the fiscal  year ended  March 31,  2001 filed on July 16,  2001,  which
consent was inadvertently omitted from the Form 10-K filing.

Item 7.  Financial Statements and Exhibits.

         (c)      Exhibits.  The following  exhibit is furnished as part of this
                  report:

                  Exhibit No.       Description

                  23.2              Consent of Richard A. Eisner & Company, LLP


                                                               SIGNATURE

         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.


Date:  July 18, 2001                  AZUL HOLDINGS INC.

                                      By:/S/ EDWARD S. WITTMAN
                                         ---------------------
                                         Edward S. Wittman
                                         Vice President, Chief Financial
                                         Officer, Treasurer and Secretary
[{"type": "8-K", "sequence": "1", "filename": "main.txt", "description": "8K FOR AZUL", "secsgml_size_bytes": 2400}]
{"company-data": {"conformed-name": "AZUL HOLDINGS INC", "cik": "0000721080", "assigned-sic": "7373", "irs-number": "042751102", "state-of-incorporation": "DE", "fiscal-year-end": "0331"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-14747", "film-number": "1684555"}, "business-address": {"street1": "4450 ARAPAHOE AVE", "street2": "SUITE 100", "city": "BOULDER", "state": "CO", "zip": "80307", "phone": "7817565231"}, "mail-address": {"street1": "4450 ARAPAHOE AVE", "street2": "SUITE 100", "city": "BOULDER", "state": "CO", "zip": "80307"}, "former-company": {"former-conformed-name": "XYVISION INC", "date-changed": "19920703"}}
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 (Date of earliest event reported): July 16, 2001

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

         Delaware                   000-14747                 04-2751102
(State or other jurisdiction       (Commission               (IRS Employer
       of incorporation)           File Number)            Identification No.)

6672 Gunpark Drive, Suite 100, Boulder, Colorado                    80301
(Address of principal executive offices)                            (Zip Code)

       Registrant's telephone number, including area code: (303) 448-9441

                                 Not applicable
          (Former name or former address, if changed since last report)
EXPLANATORY NOTE:

         This  Current  Report on Form 8-K is filed  solely  for the  purpose of
filing  the  consent  of  Richard  A.  Eisner  &  Company,  LLP  related  to its
Independent  Auditors' Report included in the registrant's Annual Report on Form
10-K for the fiscal  year ended  March 31,  2001 filed on July 16,  2001,  which
consent was inadvertently omitted from the Form 10-K filing.

Item 7.  Financial Statements and Exhibits.

         (c)      Exhibits.  The following  exhibit is furnished as part of this
                  report:

                  Exhibit No.       Description

                  23.2              Consent of Richard A. Eisner & Company, LLP

                                                               SIGNATURE

         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.

Date:  July 18, 2001                  AZUL HOLDINGS INC.

                                      By:/S/ EDWARD S. WITTMAN
                                         ---------------------
                                         Edward S. Wittman
                                         Vice President, Chief Financial
                                         Officer, Treasurer and Secretary