SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                    FORM 8-K/A

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

           Date of report (Date of earliest reported): March 31, 2001

                          Warrensburg Enterprises, Inc.
             (Exact Name of Registrant as Specified in Its Charter)

                                     Florida
                 (State or Other Jurisdiction of Incorporation)

            000-28835                                     65-0963962
    (Commission File Number)                   (IRS Employer Identification No.)

                22154 Martella Avenue, Boca Raton, Florida 33433
               (Address of Principal Executive Offices)(Zip Code)

                                 (561) 451-9674
              (Registrant's Telephone Number, Including Area Code)



INFORMATION  TO  BE  INCLUDED  IN  THE  REPORT


ITEM  4.  CHANGES  IN  REGISTRANT'S  CERTIFYING  ACCOUNTANT.

(a)  Previous  Independent  Auditors:

(i)   Effective  March  31,  2002, Warrensburg Enterprises, Inc. (the "Company")
dismissed  Samuel  F  May, Jr., CPA,  ("May") as the independent auditor for the
Company.  The  Company  has  retained Robert Jarkow, CPA ("Jarkow") as their new
auditors.

(ii) May's report on the financial statements of the Company for the fiscal year
ended  December  31,  1999 and 2000 contains no adverse opinion or disclaimer of
opinion  and  was  not  qualified  or modified as to uncertainty, audit scope or
accounting  principles.

(iii) The  Company's  Board  of  Directors  approved  the change in accountants.

(iv)  During the fiscal year ended December 31, 2000 and 2001 and the subsequent
interim  period  through the date of dismissal on March 31, 2002, there has been
no  disagreement  between  the  Company  and  May  on  any  matter of accounting
principles  or  practices,  financial statement disclosure, or auditing scope or
procedure,  which disagreement, if not resolved to the satisfaction of May would
have  caused it to make a reference to the subject matter of the disagreement in
connection  with  its  reports.

(b)  New  Independent  Accountants:

(i)   The  Company  engaged, Jarkow, 3111 North Andrews Avenue, Fort Lauderdale,
Florida  33309 as its new independent accountants as of March 31, 2002. Prior to
such date, the Company did not consult with Jarkow regarding (i) the application
of  accounting principles, (ii) the type of audit opinion that might be rendered
by  Jarkow,  or  (iii)  any  other matter that was the subject of a disagreement
between the Company and its former auditor as described in Item 304(a)(1)(iv) of
Regulation  S-K.

ITEM  7 . FINANCIAL  STATEMENTS,  PRO  FORMA  INFORMATION  AND  EXHIBITS.

(a)   Not applicable.
(b)   Not applicable.
(c)   Letter from Samuel F May, Jr., CPA, PA.



                              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.


                              WARRENSBURG  ENTERPRISES,  INC.


                              By:
                                 ---------------------------------
                                     Shelley  Goldstein
                                     President

May 9, 2002




                                  Sam May, CPA
                          Certified  Public Accountant
                          20283 State Road 7, Suite 300
                            Boca Raton, Florida 33498
                              Office (561) 487-0670
                               Fax (561) 852-1646




                                         May 9, 2002

Securities  and  Exchange  Commission
450  Fifth  Street,  NW
Washington,  D.C.  20549

Gentlemen:

     I  have  read  Item 4(a) included in the Form 8-K/A dated April 28, 2002 of
Warrensburg Enterprises, Inc., filed with the Securities and Exchange Commission
and  I  am  in  agreement  with  the  statements  contained  herein.


                                         Sincerely yours,



                                         Samuel F. May, Jr.
                                         Certified Public Accountant