FINDERS KEEPERS INC
8-K, 2000-08-02
NON-OPERATING ESTABLISHMENTS
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                        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 (Date of earliest event reported):

July 31, 2000

                    Finders Keepers, Inc.
     (Exact name of Registrant as specified in charter)


Nevada                          0-27323        88-0429812
(State or other jurisdiction    (Commission    (I.R.S. Employer
of incorporation)                File Number)   Identification)


711 Eastern Parkway, Brooklyn, New York           11213
(Address of principal executive offices)          (Zip Code)


Registrant's telephone number, including area code:

(718) 363-0588

                   Address has not changed
(Former  name  or  former address, if  changed,  since  last
report)


ITEM 4.  CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT

     The registrant has engaged Stark Tinter and Associates,
LLC  as  its  principal  accountant to  replace  its  former
principal  accountant, Barry L. Friedman, PC.  The  decision
to change accountants was approved by the Audit Committee of
the  registrant.  The change of accountants was due  to  the
recent   health   problems  experienced  by  Mr.   Friedman.
Neither  of  the reports of the former principal accountants
on  the  financial statements for the period ending December
31,  1999  contained  an adverse opinion  or  disclaimer  of
opinion,  nor  was  either  qualified  or  modified  as   to
uncertainty, audit scope, or accounting principles.   During
the   audited  period  ending  December  31,  1999  and  the
subsequent interim period through July 31, 2000, there  were
no disagreements with the former accountant on any matter of
accounting  principles  or  practices,  financial  statement
disclosure,   or   auditing  scope   or   procedure,   which
disagreements,  if not resolved to the satisfaction  of  the
former  accountant, would have caused him to make  reference
to  the  subject matter of the disagreements  in  connection
with  his report.  During the audited period ending December
31,  1999 and the subject interim period, the registrant has
not  consulted G. Brad Beckstead, CPA regarding  any  matter
requiring  disclosure under Regulation S-K, Item  304(a)(2).
The  registrant has provided Barry L. Friedman,  PC  with  a
copy  of  this  disclosure and has requested that  Barry  L.
Friedman, PC furnish it with a letter addressed to  the  SEC
stating whether it agrees with the above statements.  A copy
of  Barry L. Friedman, PC's letter to the SEC dated July 31,
2000 is filed as Exhibit No. 1 to this report on Form 8-K.

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

(c) Exhibit No. 1

Letter from Barry L. Friedman, PC
(Will be filed as soon as practicable after the accountant
is available)

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.

Date:     July 31, 2000


                         FINDERS KEEPERS, INC.


                         By:

                         /s/Devorah Zirkind, President





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