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) January 13, 2005

                             CREATIVE BAKERIES, INC.
                             -----------------------
               (Exact name of Company as specified in its charter)

New York                                   1-13984                  13-382215
--------                                   -------                  ---------
(State or Other Jurisdiction)     (Commission File Number)      (I.R.S. Employer
of Incorporation)                                                Identification)


                     20 Passaic Avenue, Fairfield, NJ 07004
                     --------------------------------------
               (Address of principal executive offices) (Zip Code)

       Registrant's telephone number, including area code: (973) 808-9292
                                                           --------------

                                       N/A
                                       ---

          (Former name or former address, if changed since last report)

|_|   Written communication pursuant to Rule 425 under the Securities Act (17
      CFR 230.425)

|_|   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
      240.14a-12)

|_|   Pre-commencement communications pursuant to Rule 14d-2(b) under the
      Exchange Act (17 CFR 240.14d-2(b))

|_|   Pre-commencement communications pursuant to Rule 13e-4(c) under the
      Exchange Act (17 CFR 40.13e-4(c))




ITEM 4.01   CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.

On January 13, 2005, the Registrant's (the "Company") Board of Directors engaged
Sherb & Co., LLP ("Sherb") to audit the consolidated financial statements of the
Company. During the Company's two most recent fiscal years and through January
13, 2005, the Company has not consulted with Sherb regarding either (i) 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 financial statements, and neither a written report nor oral advice
was provided that was an important factor considered by the Company in reaching
a decision as to the accounting, auditing or financial reporting issue; or (ii)
any matter that was either the subject of a disagreement, as that term is
defined in Item 304(a)(1)(iv) of Regulation S-B and the related instructions to
Item 304 of Regulation S-B.

      The Company has provided Sherb with a copy of the disclosures contained
herein and provided Sherb with an opportunity to furnish the Company with a
letter addressed to the SEC containing any new information, clarification of the
Company's expression of its views, or the respects in which it does not agree
with the statements made by the Company herein. Sherb has advised the Company
that it has reviewed this filing and has no basis on which to submit a letter
addressed to the SEC in response to Item 304(a) of Regulation S-B.


                                   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.

Dated:   January 14, 2005
                                           Creative Bakeries, Inc.      
                                           -----------------------      
                                           (Registrant)

                                           /s/ Ronald Schutte
                                           ------------------
                                           Ronald Schutte
                                           Chief Executive Officer and President