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

                                November 24, 2003
                                (Date of report)


                               POWERCHANNEL, INC.


       Delaware                        001-11540                65-0952186
       --------                        ---------                ----------
(State of Incorporation)        (Commission File Number)     (IRS Employer ID)


                         16 North Main Street, Suite 395
                            New City, New York 10956
                    (Address of principle executive offices)

                                 (845) 634-7979
                               (Telephone number)





ITEM 4.

Change in Registrant's Certifying Accountant

         On November  24, 2003,  Radin Glass & Co.,  LLP informed  PowerChannel,
Inc. (the "Company") that the client-auditor  relationship between Radin Glass &
Co., LLP and the Company had ended.

         During the  Company's  two most recent  fiscal  years,  the Company and
Radin  Glass  & Co.,  LLP  had no  disagreements  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 Radin
Glass & Co., LLP,  would have caused them to make  reference in connection  with
their opinion to the subject matter of the  disagreement  in connection with any
report  Radin Glass & Co.,  LLP might have  issued.  Furthermore,  none of Radin
Glass & Co., LLP's reports on the Company's  consolidated  financial  statements
contained  an  adverse  opinion,  disclaimer  of  opinion,  or  modification  or
qualification  of opinion,  except that Radin Glass & Co.,  LLP's  report on the
consolidated  financial statements for the year ended December 31, 2002 contains
an explanatory  paragraph  indicating that there is substantial  doubt as to the
Company's ability to continue as a going concern.  In addition,  the Company has
been informed by Radin Glass & Co., LLP that their resignation resulted from the
fact that  Company's  filed its Form 10-QSB for the quarter ended  September 30,
2003  without  adequate  disclosure  indicating  that a review of the  financial
statements included therein had not been completed by the Company's  independent
public accountants.

         Effective as of December 16, 2003, the Company re-engaged Radin Glass &
Co., LLP as its  independent  auditor.  The Company is currently  undertaking to
have the review completed by its independent  public accountants in an expedited
manner.  The Company intends to make additional or supplemental  disclosure,  if
any, if such disclosure is indicated by such review.

ITEM 7.

         o        Letter from Radin Glass & Co., LLP

                                    SIGNATURE

         Pursuant to the  requirements  of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the Undersigned, thereunto duly authorized.

                                        PowerChannel, Inc.
                                        (Registrant)

Dated:  December 16, 2003
                                        By: /s/ Steven Lampert
                                            --------------------------------
                                            Steven Lampert
                                            Chief Financial Officer