U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K

                CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                     OF THE SECURITIES EXCHANGE ACT OF 1934



                          Date of Report: May 19, 2004



                 SAFE ALTERNATIVES CORPORATION OF AMERICA, INC.
                 ----------------------------------------------
             (Exact Name of registrant as specified in its Charter)




        Florida                      000-21627                    06-1413994
- ------------------------         ------------------          -------------------
(State of Incorporation)         Commission File No.         (IRS Employer
                                                             Identification No.)



       2614 Main St., Dallas, TX                                    75226
- ----------------------------------------                     -------------------
(Address of principal executive offices)                          (Zip Code)



Registrant's telephone number,(210) 670-0005





                     (Registrant's former name and address)
                      440 Main Street, Ridgefield, CT 06877





Item 5.  OTHER CHANGES AND REGULATION FD DISCLOSURE

         Letter of Intent Conditional Business Combination
         -------------------------------------------------

         Subject to majority  shareholder  consent,  which we anticipate will be
given,  the Company  plans to acquire all of the issued and  outstanding  common
stock of Mortgage Assistance Corporation,  a Texas corporation (MAC). Before the
business  combination  can be completed,  will we will be required to reorganize
the Company.  This will include, but not limited to (1) a corporate name change,
(2) a reverse  split of issued and  outstanding  capital  stock on a One for Two
Hundred Fifty (1:250) basis, and (3) a change in authorized common stock capital
to 50,000,000 shares.

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.

                                                   SAFE ALTERNATIVES CORPORATION
                                                   OF AMERICA, INC.
Dated: May 19, 2004

                                                    /s/ Dale Hensel
                                                   -----------------------------
                                                   By: Dale Hensel
                                                   Title: President