UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 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): APRIL 3, 2002

                          WARRENSBURG ENTERPRISES, INC.
                      -------------------------------------
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


         FLORIDA                     0-28835               65-0963962
 ---------------------------         -----------           -----------------
(STATE OR OTHER JURISDICTION         (COMMISSION           (IRS EMPLOYER
     OF INCORPORATION)               FILE NUMBER)          IDENTIFICATION NO.)


22154  MARTELLA  AVENUE
BOCA  RATON,  FL                                               33433
- ------------------------                                       -----
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)                     (ZIP CODE)


REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE:  (561) 451-9674
                                                   ----------------


                                       N/A
             ------------------------------------------------------
          (FORMER NAME OR FORMER ADDRESS, IF CHANGES SINCE LAST REPORT)


COPY  OF  COMMUNICATIONS  TO:  WARRENSBURG  ENTERPRISES,  INC.
                               22154  MARTELLA  AVENUE
                               BOCA  RATON,  FL  33433



     The  purpose  of  this current report on Form 8-K is to add to the previous
current  report  on  Form  8-K  filed  to  disclose a change in the Registrant's
Certifying  Accountant.

ITEM 4(a). CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT

     The  Company  has  been  generally  inactive since its inception; it had no
independent  accountant  until  the  retention  of Samuel F. May, Jr., Certified
Public  Accountant,  20283  State  Rd.  7,  Suite  300, Boca Raton, FL 33498, in
November,  1999.  Subsequently on March 1st 2002, the Board of Directors decided
to  retain  the  services  of  a new accountant, Robert Jarkow, Certified Public
Accountant,  3111  North  Andrews  Avenue,  Fort  Lauderdale,  Florida  33309.

     Audited  statements  prepared  by Samuel F. May, Jr., CPA contained a going
concern  qualification  but  such  financial  statements  did  not  contain  any
adjustment  for  uncertainties  stated  therein.

     During  the  Registrant's most recent fiscal year and during any subsequent
interim  period  preceding  the  date  of  resignation,  the  Company has had no
disagreements  with  Samuel  F.  May,  Jr.,  CPA,  on  any  matter of accounting
principles  or  practices,  financial  statement disclosure or auditing scope or
procedure.

     No  accountant's  report  on  the  financial  statements  for the past year
contained  an  adverse  opinion  or  a disclaimer of opinion or was qualified or
modified  as  to  uncertainty,  audit  scope  or  accounting  principles.

     On April 1st, 2002 the Company provided Samuel F. May, Jr., CPA with a copy
of  this  revised  disclosure  and  requested  that  it  furnish a letter to the
Company,  addressed  to the SEC, stating that it agreed with the statements made
herein  or  the  reasons  why  it  disagreed.

ITEM 4(b). CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.

     On  March 1, 2002, the Company's Board of Directors approved the engagement
of Robert Jarkow, Certified Public Accountant,   3111 North Andrews Avenue, Fort
Lauderdale,  Florida  33309,  as  the  Company's  independent  auditor.  Such
appointment  was  accepted  by  Robert  Jarkow  of  the  firm.  Prior  to  such
engagement,  the  Company  had not consulted Robert Jarkow on any prior matters,
including  any  matters  relative to the application of accounting principles or
any  subject  of  disagreement  with  Samuel  F.  May,  Jr.  CPA.



ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS

Exhibit No.         Description
- ------------------------------------------------------------------
16.1   *       Letter on change of certifying accountant pursuant to Regulation
               SK, Section 304(a)(3)2.
16.2   *       Letter from Samuel F. May, Jr., CPA

- -------------

(*  Filed  herewith)



                                   SIGNATURES


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

                          WARRENSBURG ENTERPRISES, INC.
                                  (Registrant)

Date:  April 3 2002             By /s/  Shelley  Goldstein
                                -------------------------------------
                                President, Secretary and Chief Operating Officer