U.S. SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                          AMENDMENT NO. 1 TO 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) March 2, 2001

                     Moderngroove Entertainment, Inc.
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          (Exact name of Registrant as specified in charter)


                  Nevada               0-26073         86-0881193
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       (State or other jurisdiction  (Commission   (I.R.S. Employer
        of incorporation)             File Number)   Identification)

        1801 E. Tropicana, Suite 9, Las Vegas, NV          89119
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          (Address of principal executive offices)      (Zip Code)


   Registrant's telephone number, including area code: (702) 893-2556
                                                       --------------

                             Not applicable.
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    (Former name or former address, if changed, since last report)

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ITEM 4.   CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT

Pursuant to Section 31(a)(1) the Investment Company Act of 1940 "Accountants
and Auditors," due to the death of the Company's auditor, the Company's board
of directors held a special meeting and voted to replace its auditor, until
the Company's new auditor can be ratified by the majority of the Company's
shareholders.

Barry L. Friedman, CPA, was the Company's original auditor, and has been the
Company's auditor since the Company was founded on August 6, 1998 through
December 31, 2000.  Mr. Friedman died on January 27, 2001.

In connection with its audit that either in the past two fiscal years, since
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the Company's inception on August 6, 1998, did not contain an adverse opinion
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or a disclaimer of opinion, nor was it qualified or modified as to uncertainty,
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audit scope or accounting principles through December 31, 2000.  There has been
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no disagreements with Barry L. Friedman, CPA, 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 Barry L.
Friedman, CPA would have caused him to make reference thereto in his report on
the financial statements for such years.

Since Mr. Barry Friedman died unexpectedly, the Registrant is unable to
provide a letter to the SEC stating whether or not their former CPA
agrees with the above statements.

New independent accountants
---------------------------

Through a Board Resolution, the Registrant has engaged G. Brad Beckstead,
CPA, as its new independent accountant as of March 3, 2000.  During the
most recent fiscal years and through December 31, 2000, the Registrant has
not consulted with G. Brad Beckstead, CPA on items which (1) were or should
have been subject to SAS 50 or (2) concerned the subject matter of a
disagreement or reportable event with the former auditor (as described in
Regulation S-K Item 304(a)(2)).

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                                 SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Current Report on Form 8-K to be signed on
its behalf by the undersigned hereunto duly authorized.

                                    ModernGroove Entertainment, Inc.

                                    By:  /s/ John Stroppa
                                    --------------------------------
                                    John Stroppa, President

Date:  April 2, 2001


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