SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 8-K/A

                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

                  Date of Event Requiring Report: May 14, 2004


                                 telcoBlue, Inc.
                           (Exact Name of Registrant)


          Delaware                                          43-1798970
    ----------------------                          -------------------------
   (State of Incorporation)                        (I.R.S. Employer ID Number)


                              3166 Custer Dr., #101
                               Lexington, KY 40517
                              ---------------------
           (Address of Principal Executive Offices including Zip Code)

                                  859-245-5252
                                  -------------
                           (Issuer's Telephone Number)


ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.

(a) (1) On May 14, 2004, Registrant changed its certifying accountants from
Malone and Bailey, PLLC, to LL Bradford & Company, 3441 S. Eastern Ave., Las
Vegas, NV 89101.

      (i)   The Company dismissed Malone and Bailey, PLLC as its independent
            accountant;
      (ii)  The report of Malone and Bailey for the past two years has not
            contained an adverse opinion or disclaimer of opinion and was not
            qualified as to audit scope or accounting principles during the past
            two fiscal years, however it was modified to express substantial
            doubt about the Company's ability to continue as a going concern;
      (iii) The decision to change accountants was approved by the Registrant's
            Board of Directors; and
      (iv)
            (A)   There were no disagreements related to accounting principles
                  or practices, financial statement disclosure, or auditing
                  scope or procedure during the past two fiscal years and
                  through the date of dismissal.
            (B)   Not applicable;
            (C)   Not applicable;
            (D)   Not applicable; and
            (E)   Not applicable.



(2) On May 14, 2004, the Registrant engaged LL Bradford & Company as its
independent accountants.
      (i)   The Registrant did not consult with LL Bradford & Company its new
            independent accountants, regarding any matter prior to its
            engagement; and
      (ii)  Not applicable.

(3) The Registrant has provided to Malone and Bailey, PLLC its former
accountants, a copy of the disclosures contained in this Item 4 and the
Registrant has requested a letter from Malone and Bailey, PLLC addressed to the
Commission, confirming the statements made by the Registrant in this Item 4.
      (b)   Not applicable.

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

      (a)   Not applicable.
      (b)   Not applicable.
      (c)   Exhibit "16.1". A letter from Malone and Bailey, PLLC regarding
            change of registrant's accountancy.




                                   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.

Date: June 24, 2004

telcoBlue, Inc.

By: /S/ Ed Garstka
    -------------------
    Ed Garstka, CFO