8-K

                       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 16, 2002

                                Star Struck, Ltd.

 -------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

   Delaware                     1-8912                        36-1805030
- -----------------     ---------------------------        -------------------
(State or other        (Commission File Number)              (IRS Employer
jurisdiction of                                            Identification No.)
incorporation)


   8 F. J. Clarke Circle
   Bethel,  Connecticut                            06801
- -------------------------------                  ----------
(Address of principal executive                  (Zip Code)
      offices)


       Registrant's telephone number, including area code: (203) 778-4925
                                                           ---------------


                                      N/A
- --------------------------------------------------------------------------------
          (Former name of former address, if changed since last report)




Item 4.  Changes in Registrant's Certifying Accountant.

     On October 16, 2002, DiSanto Bertoline & Company, P.C. ("DiSanto
Bertoline") resigned as the Company's independent public accountants. This
resignation results from DiSanto Bertoline's merger with Carlin, Charron & Rosen
LLP effective October 16, 2002.

     DiSanto Bertoline's reports on the Company's consolidated financial
statements for the year ended December 31, 2001 did not contain an adverse
opinion or disclaimer of opinion, nor were they qualified or modified as to
uncertainty, audit scope or accounting principles.

     During the year ended December 31, 2001 and through the date hereof, there
were no disagreements with DiSanto Bertoline on any matter of accounting
principle or practice, financial statement disclosure, or auditing scope or
procedure which, if not resolved to DiSanto Bertoline's satisfaction, would have
caused them to make reference to the subject matter in connection with their
report on the Company's consolidated financial statements for such year; and
there were no reportable events as defined in Item 304(a)(1)(v) of Regulation
S-K.

     The Company provided DiSanto Bertoline with a copy of the foregoing
disclosures. Attached as Exhibit A is a copy of DiSanto Bertoline's letter,
dated October 16, 2002, stating its agreement with such statements.

     Effective October 16, 2002, the Board of Directors, based upon a
recommendation of its Audit Committee, retained Carlin, Charron & Rosen LLP
("CCR") as its independent auditors to audit the Company's consolidated
financial statements for the year ending December 31, 2002. During the year
ended December 31, 2001 and 2000 and through the date hereof, the Company did
not consult CCR with respect to the application of accounting principles to a
specified transaction, either completed or proposed, or the type of audit
opinion that might be rendered on the Company's consolidated financial
statements, or any other matters or reportable events as set forth in Items
304(a)(2)(i) and (ii) of Regulation S-K.

Item 7. Financial Statements and Exhibits
- ------------------------------------------


     (c)  Exhibits
          --------
          Exhibit A       Letter from DiSanto Bertoline         Filed with
                          & Company, P.C to The                 this document
                          Securities and Exchange
                          Commission dated October 16, 2002







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.

October 16, 2002             Star Struck, Ltd.

                             By: /s/ Kenneth Karlan
                             ----------------------------------
                                 Kenneth Karlan
                                 President

EX-99.A

                                                                       Exhibit A

Securities & Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549



Dear Sirs/Madams:


We have read and agree with the comments in Item 4 of Form 8-K of Star Struck,
Ltd. dated October 16, 2002.




Glastonbury, Connecticut
October 16, 2002