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 event reported):  October 28, 1999.



                     J-BIRD MUSIC GROUP LTD
     (Exact name of registrant as specified in its charter)


                 Commission File Number: 0-23015


PENNSYLVANIA                                      06-1411727
(State or other jurisdiction of              (I.R.S. Employer
incorporation or organization)               Identification No.)


396 Danbury Road
Wilton, Connecticut                                         06897
(Address of principal executive offices)               (Zip Code)

          Registrant's Telephone Number: (203) 761-9393


                         NOT APPLICABLE
 (Former name, former address and former fiscal year, if changed
                       since last report)



     ITEM 4.  CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANTS

      The  independent auditors of J-Bird Music Group, Ltd.  (the
"Company")  for 1998 was Schnitzer & Kondub, P.C.  ("Schnitzer  &
Kondub").  On October 28, 1999, the Company replaced Schnitzer  &
Kondub  with the accounting firm of Caracansi Ramey & Associates,
LLC  ("Caracansi  Ramey & Assoc.") to audit  the  Company's  1999
financial statements.  This change was approved by the  Board  of
Directors  of  the  Company.  The Company has been  advised  that
neither  Caracansi  Ramey & Assoc. nor  any  of  its  members  or
associates have any relationship with the Company or any  of  its
affiliates,  except  in  the  firm's  proposed  capacity  as  the
Company's independent auditors.

      The  reason  for  the  change in  independent  auditors  to
Caracansi Ramey & Assoc. is due to a mutual agreement between the
Company and Schnitzer & Kondub to terminate the engagement  based
upon  Schnitzer  & Kondub's desire to focus its practice  on  non
public companies.

      During  the  fiscal  year  ended  December  31,  1998,  the
financial  statements of the Company did not contain any  adverse
opinion  or  disclaimer  of  opinion from  the  Company's  former
independent  auditors, and were not modified as  to  uncertainty,
audit scope, or accounting principles, except for a qualification
regarding  going concern uncertainty.  During this period,  there
were no disagreements with the former independent auditors on any
matter  of accounting principles, financial statement disclosure,
or  auditing  scope or procedure which, if not  resolved  to  the
former  independent auditor's satisfaction, would have caused  it
to  make  reference to the subject matter of the disagreement  in
connection with its audit report.

           ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS

(a)  Financial Statements:  None.

(b)  Pro Forma Financial Information:  None.

(c)  Exhibits

     Included in this report as Exhibit No. 1 (Item 601(a)(16) of
Regulation S-B) is the letter of Schnitzer & Kondub, P.C.,  dated
November 8, 1999, required by Item 304(a)(3) of Regulation S-B.

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                           SIGNATURES

      Pursuant to the requirements of the Securities Exchange Act
of  1934, as amended, the Registrant has duly caused this  report
to  be  signed  on  its behalf by the undersigned  hereunto  duly
authorized.


                              J-BIRD MUSIC GROUP LTD.


DATED: November 8, 1999       By:  /s/
                              John J. Barbieri, President

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