SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

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                                    FORM 8-K

                                 CURRENT REPORT

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

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                         Date of report: March 29, 2001
                        (Date of earliest event reported)



                              CYBEROPTICLABS, INC.
             (Exact name of Registrant as specified in its charter)


                                     Nevada
                 (State or other jurisdiction of incorporation)


        33-23473                                     2917728
   (Commission File No.)                (I.R.S. Employer Identification No.)


                               509 Westport Avenue
                           Norwalk, Connecticut 06851
               (Address of principal executive offices; zip code)

                                  203-750-1000
              (Registrant's telephone number, including area code)




Item 4.  Change in Registrant's Principal Certifying Accountants

(a)  Previous independent principal accountants

     (i)  On March 29, 2001,  Cipolla Sziklay Zak & Co., L.L.C.  succeeded David
          T.  Thomson,  P.C.  as  the  principal   independent   accountants  of
          Cyberopticlabs, Inc. (the "Registrant").

     (ii) The report of David T. Thomson,  P.C. for the Registrant's fiscal year
          ended December 31, 1999 contained no adverse  opinion or disclaimer of
          opinion and was not  qualified  or modified as to  uncertainty,  audit
          scope or  accounting  principle  but  contained  an emphasis of matter
          disclosure due to a going concern uncertainty.

     (iii)The Registrant's  Board of Directors  participated in and approved the
          decision to change the principal independent accountants.

     (iv) Through March 29, 2001, there have been no disagreements with David T.
          Thomson,  P.C. on any matter of  accounting  principles  or practices,
          financial statement disclosure, or auditing scope and procedure, which
          disagreements if not resolved to the satisfaction of David T. Thomson,
          P.C. would have caused them to make reference  thereto in their report
          on the financial statements for such year.

     (v)  The Registrant has requested  that David T. Thomson,  P.C.  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 is attached as Exhibit 16 hereto.

(b)  New principal independent accountants

     (i)  The Registrant  engaged  Cipolla  Sziklay Zak & Co., L.L.C. as its new
          principal  independent  accountants  as of March 29, 2001.  During the
          Registrant's  two most recent fiscal years and through March 29, 2001,
          the  Registrant  has not  consulted  with  Cipolla  Sziklay Zak & Co.,
          L.L.C. on (1) the  application of accounting  principles to a specific
          completed or  contemplated  transaction,  or the type of audit opinion
          that might be rendered on the Registrant's financial statements or (2)
          concerned the subject  matter of a  disagreement  or reportable  event
          with David T. Thomson,  P.C. (as described in Regulation  S-B Item 304
          (a) (1)(iv)).



Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits

(c)  Exhibits

          16   Letter from David T. Thomson, P.C., former principal accountant.


                                    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 as duly authorized.

Dated: April 6, 2001

                                             Cyberopticlabs, Inc.



                                             By:  /s/ Craig Gironda
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                                                      Craig Gironda
                                                      President