UNITED STATES
                       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: June 5, 2002


                               Total Horizon, Inc.
                            ------------------------
                           (Exact name of registrant)



         Nevada                     00-29685                   95-4783100
         ------                     --------                   ----------
(State of Incorporation)    (Commission file Number)   (I.R.S. Employer Id. No.)



                  345 N. Maple Dr. Beverly Hills, CA      90210
                -------------------------------------------------
               (Address of principal executive offices) (Zip Code)



Registrant's telephone number, including area code  (310) 288-0693
                                                    --------------




Item 4. Changes in Registrant's Accountant.

Effective  May 29,  2002,  the  Registrant  dismissed  its  principal  auditors,
Friedman, Minsk, Cole & Fastovsky. Friedman, Minsk, Cole & Fastovsky's report on
the Registrant's  financial  statements for the year ended December 31, 2000 did
not contain an adverse opinion or a disclaimer of opinion,  nor was qualified or
modified as to uncertainty,  audit scope, or accounting  principles  except that
the report included a paragraph expressing substantial doubt as to the Company's
ability to continue as a going concern.

The change in auditors was approved by the Company's Board of Directors.

Friedman,  Minsk,  Cole & Fastovsky  was retained on January 1, 2000 and audited
the registrant's financial statements for the year ended December 31, 2000.

From January 31, 2000,  through May 23, 2002, there were no  disagreements  with
Friedman,  Minsk,  Cole & Fastovsky on any matter of  accounting  principles  or
practices,  financial statement disclosure,  or audit scope or procedure,  which
disagreements,  if not resolved to the satisfaction of Friedman,  Minsk,  Cole &
Fastovsky,  would have caused it to make  reference to the subject matter of the
disagreements in connection with its report.

The Registrant has requested that Friedman,  Minsk,  Cole & Fastovsky furnish it
with a letter  addressed to the Securities and Exchange  Commission  (the "SEC")
stating  whether it agrees  with the above  statements.  A copy of such  letter,
dated June 5, 2002, is filed as Exhibit 16.0.

Effective May 23, 2002, the Registrant  retained Malone & Bailey, PPLC to act as
Registrant's  independent accountant to audit Registrant's financial statements.
During the two most recent fiscal years and through May 23, 2002, the Registrant
has not consulted  with Malone & Bailey PPLC on items which (1) are described in
Regulation  S-K Item  304(a)(2)(i)  or (2)  concerned  the  subject  matter of a
disagreement  or reportable  event with the former  accountants (as described in
Regulation S-K Item 304(a)(2)(ii)).


Item 7. Financial Statement, Pro Forma Financial Information and Exhibits

(c) Exhibits

         16. Letter dated June 5, 2002 from Friedman, Minsk, Cole & Fastovsky.


                                   SIGNATURES

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



                                       Total Horizon, Inc.
                                          (Registrant)

Date: June 5, 2002                     /s/    David Anderson
                                       --------------------------
                                       David Anderson,  President



                                                                      Exhibit 16



FRIEDMAN, MISK COLE & FASTOVSKY
 CERTIFIED PUBLIC ACCOUNTANTS
       & CONSULTANTS





June 5, 2002


David Anderson, President
Total Horizon, Inc.
345 N. Maple Dr.
Beverly Hills, CA 90210


Dear Mr. Anderson,

This is to confirm that the client-auditor  relationship  between Total Horizon,
Inc. (Commission File Number 00-29685) and Friedman, Minsk, Cole & Fastovsky has
ceased.

We received a fax today from your attorney informing us that Total Horizon, Inc.
has  appointed  another  firm to replace  Friedman,  Minsk,  Cole & Fastovsky as
independent accountants for the Company.


We confirm that from  January 1, 2000 through May 23, 2002,  and through June 5,
2002,  there were no  disagreements  on any matter of  accounting  principles or
practices,  financial statements  disclosure or audit scope or procedure,  which
disagreements, if not resolved to our satisfaction, would have caused us to make
reference to the subject  matter of the  disagreements  in  connection  with our
report.


/s/ Friedman, Minsk, Cole & Fastovsky
Friedman, Minsk, Cole & Fastovsky


Cc Office of the Chief Accountant
SECPS Letter File                                       copy by fax 202-942-9656
Securities Exchange Commission
Mail Stop 9-5
450 Fifth Street NW
Washington DC 20549