U.S. 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 22, 2002



                            RETAIL HIGHWAY.COM, INC.
                            ------------------------
        (Exact name of small business issuer as specified in its charter)



     Nevada                         0-23485                     98-0177646
     ------                         -------                     ----------
 State or other              Commission File Number        (IRS Employer ID No.)
jurisdiction of
 incorporation)



                         149 Gainsborough Ave., Suite 2
                            Toronto, Ontario, Canada
                            ------------------------
                    (Address of principal executive offices)

                                     M4L 3C3
                                   (Zip Code)

                             1408-33 Harbour Square
                            Toronto, Ontario, Canada
                            ------------------------
                               (Previous Address)

                                 (416) 367-3213
                                 --------------
                           (Issuer's Telephone Number)








Item 4.  Changes in Registrant's Certifying Accountant.

     On July 22, 2002,  Citrin Cooperman & Company LLP, the successor company of
Horton &  Company,  L.L.C.,  the  Registrant's  independent  accountant  for the
Registrant's  fiscal  year  ended  June  30,  2001  and  2000,   resigned.   The
Registrant's  financial  statements  for its fiscal  year  ended  June 30,  2001
contained a going concern opinion.

     As of the date of this Report,  the Registrant has not yet engaged  another
accounting firm to audit the  Registrant's  fiscal years ended June 30, 2002, as
well as future  financial  statements,  to replace the firm of Horton & Company,
L.L.C.,  which  was  the  independent  public  accountant  as  reported  in  the
Registrant's  Form 10-KSB for the fiscal year ended June 30, 2001, as filed with
the  Securities  & Exchange  Commission.  The  Registrant  is in the  process of
recruiting another firm for this purpose.

     There were no disagreements within the last two fiscal years and subsequent
periods with Horton & Company, L.L.C., on any matter of accounting principles or
practices, financial statement disclosure, or auditing scope of procedure, which
disagreement(s),  if not  resolved  to the  satisfaction  of  Horton &  Company,
L.L.C.,  would have caused that firm to make  reference in  connection  with its
reports to the subject matter of the disagreement(s) or any reportable events.

     The Registrant has requested that Horton & Company,  L.L.C. furnish it with
a letter  addressed to the Commission  stating  whether it agrees with the above
statements.  A copy of such letter,  dated  August 7, 2002,  is filed as Exhibit
16.1 to this Form 8-K.

Item 7(c).  Exhibits.

Number      Exhibit
- ------      -------

16.1        Letter of Resignation of Registrant's independent
            certified accountant, Citrin Cooperman & Company LLP,
            f/k/a Horton & Company, L.L.C.


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                                   SIGNATURES

     Pursuant to the  requirements  of Section 12 of the Securities and Exchange
Act of 1934,  the  Registrant  has duly  caused  this report to be signed on its
behalf by the undersigned, thereunto duly authorized.

                                        RETAIL HIGHWAY.COM, INC.
                                        (Registrant)

                                        Dated: August 7, 2002


                                        By: s/Michael Levine
                                           -------------------------------
                                           Michael Levine, President




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Exhibit 16.1
- ------------

Citrin Cooperman & Company, LLP
- --------------------------------------------------------------------------------
Cerified Public Accountants










                                                  August 7, 2002


Securities and Exchange Commission
Washington, D.C. 20549


Horton & Company,  LLC (a predecessor firm of Citrin  Cooperman & Company,  LLP)
was previously the auditors for Retail  Highway.com,  Inc. On September 4, 2001,
Horton  &  Company,   LLC  reported  on  the  financial   statements  of  Retail
Highway.com, Inc. as of June 30, 2001 and 2000. On July 22, 2002, we resigned as
the auditors of Retail  Highway.com,  Inc. We have read the  statements  made by
Retail Highway.com,  Inc., included under Item 4 of its Form 8-K dated August 7,
2002 and we agree with such statements.


                                         Very truly yours,

                                         s/Citrin Cooperman & Company, LLP

                                         Citrin Cooperman & Company, LLP







530 MORRIS AVENUE, SPRINGFIELD NJ 07081
(973) 218-0500 - FAX (973) 218-0511
e-mail: info@citrincooperman.com
        ------------------------
www.citrincoopoerman.com
- ------------------------



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