================================================================================

                               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) October 29, 2002


                       Commission file number 33-55254-18


                            COMPOSITE HOLDINGS, INC.

            (Exact name of registrant as specified in charter)


                  Nevada                           87-0434297
       (State or other jurisdiction of          (I.R.S. Employer
        incorporation or organization)       Identification number)

          5333 S. Arville St.  # 206
           Las Vegas, Nevada 89118                 702-579-4888
        (Name, address, including zip code, and telephone numbers,
                 including area code, of agent of service)

================================================================================


Copies To:

Susan Donohue
5333 S. Arville St. Suite 206
Las Vegas, NV 89118
(702) 579-4888


2

Item No. 1.     Changes in Control of Registrant.

No Events to report


Item No. 2.     Acquisition or Disposition of Assets.

No events to report.


Item No. 3.     Bankruptcy or Receivership.

No events to report.


Item No. 4.     Changes in Registrant's Certifying Accountant.

On October 28, 2002, the Board of Directors of the Registrant Composite
Holdings, Inc. accepted the resignation of Pascale, Razzino, Alexanderson & Co.,
PLLC of North Bellmore, New York  as the Company's independent auditors.  The
reports of Pascale, Razzino, Alexanderson & Co., PLLC on the  past financial
statements  did not contain an adverse opinion or a disclaimer of opinion, and
was not qualified or modified as to uncertainty, audit scope, or accounting
principles.

On October 25, 2002,   The auditors contacted management and informed them that
Pascale, Razzino, Alexanderson & Co., PLLC would no-longer be providing auditing
services for public companies.  The auditors had no conflicts with management
and this resignation had nothing to do with management business practices nor
the scope of Composites Holding, Inc's  and its subsidiaries' businesses.

Composite Holdings, Inc. is actively seeking a replacement auditor firm.


Item No. 5.     Other Events.

No events to report.


Item No. 6.     Resignation of Registrant's Directors.

No events to report


Item No. 7.     Financial Statements, Proforma Financial Information
                and Exhibits.
    NONE


3

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.


COMPOSITE HOLDINGS, INC.



By: /s/ Susan Donohue                         Dated:  29 October, 2002
        -------------------------------
        Susan Donohue,
        Secretary and Chairman of The Board