UNITED STATES
                U. S. 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): February 18, 2003

                               Shiprock, Inc.
         -----------------------------------------------------
        (Exact name of registrant as specified in its charter)

            Nevada                   0-33023                  86-0982792
----------------------------   --------------------      -------------------
(State or other jurisdiction   (Commission File No.)      (I.R.S. Employer
      of incorporation)                                   Identification No.)

    1370 N. Monterey Dr., Apache Junction, AZ             85220
    -----------------------------------------         --------------
    (Address of principal executive offices)           (zip code)

             Issuers telephone number:   (480) 288-4220
                                         ----------------

                             Not Applicable
      --------------------------------------------------------------
      (Former name or former address, if changed, since last report)

                                  1

<PAGE>

ITEM 4 - CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT

(a) The Board of Directors of the Registrant dismissed Merdinger, Fruchter,
Rosen & Company, P.C. ("MFRC") effective February 18, 2003, and has retained
Beckstead and Watts, LLP as its independent auditor for the fiscal year
ended December 31, 2002.  The Board of Directors of the Registrant and the
Registrant's Audit Committee approved of the dismissal of MFRC and the
engagement of Beckstead and Watts, LLP as its independent auditor.  None of
the reports of MFRC on the Company's financial statements for either of the
past two years or subsequent interim period contained an adverse opinion or
disclaimer of opinion, or was qualified or modified as to uncertainty, audit
scope or accounting principles, except that the Registrant's audited financial
statements contained a "going concern" comment in Financial Note 2 in its
Form 10KSB for the fiscal year ended December 31, 2002 which stated the
following:

"These financial statements have been prepared in accordance with accounting
principles generally accepted in the United States of America applicable to a
going concern which contemplates the realization of assets and the satisfaction
of liabilities and commitments in the normal course of business.  As of
December 31, 2002, the Company has realized nominal revenue to date and has
accumulated operating losses of approximately $24,000 since inception.  The
Company's ability to continue as a going concern is contingent upon the
successful completion of additional financing arrangements and its ability to
achieve and maintain profitable operations.  Management plans to raise equity
capital to finance the operating and capital requirements of the Company.
Amounts raised will be used to further development of the Company's products,
to provide financing for marketing and promotion, to secure additional property
and equipment, and for other working capital purposes.  While the Company is
expending its best efforts to achieve the above plans, there is no assurance
that any such activity will generate funds that will be available for
operations.

These conditions raise substantial doubt about the Company's ability to
continue as a going concern.  These financial statements do not include any
adjustments that might arise from this uncertainty."

There were no disagreements between the Company and MFRC on any matter of
accounting principles or practices, financial statement disclosure, or
auditing scope or procedure, which, if not resolved to the satisfaction of
MFRC, would have caused them to make reference to the subject matter of the
disagreement in connection with its report.  Further, MFRC has not advised
the Registrant that:

    1) internal controls necessary to develop reliable financial statements
       did not exist; or

    2) information has come to the attention of MFRC which made it unwilling
       to rely upon management's representations, or made it unwilling to be
       associated with the financial statements prepared by management; or


                                       2


<PAGE>



    3) the scope of the audit should be expanded significantly, or information
       has come to the attention of MFRC that they have concluded will, or if
       further investigated might, materially impact the fairness or
       reliability of a previously issued audit report or the underlying
       financial statements, or the financial statements issued or to be
       issued covering the fiscal year ended December 31, 2002.


(b) On February 18, 2003 the Registrant engaged Beckstead and Watts, LLP as
its principal accountant to audit the Registrant's financial statements as
successor to MFRC.  During the Registrant's two most recent fiscal years or
subsequent interim period, the Registrant has not consulted Beckstead and
Watts, LLP regarding the application of accounting principles to a specific
transaction, either completed or proposed, or the type of audit opinion that
might be rendered on the Registrant's financial statements, nor did Beckstead
and Watts, LLP provide advice to the Registrant, either written or oral, that
was an important factor considered by the Registrant in reaching a decision as
to the accounting, auditing or financial reporting issue. Further, during the
Registrant's two most recent fiscal years or subsequent interim period, the
Registrant has not consulted Beckstead and Watts, LLP on any matter that was
the subject of a disagreement or a reportable event.

ITEM 7 (c) Exhibits

16.1 Letter regarding Change in Certifying Accountant

                                       3

<PAGE>

                                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.

                                           SHIPROCK, INC



Date:    March 7, 2003                     By: /s/ Tommy J. Gropp
                                           ---------------------------------
                                                   Tommy J. Gropp
                                                   President

                                     4

<PAGE>
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{"company-data": {"conformed-name": "SHIPROCK INC", "cik": "0001127842", "assigned-sic": "1520", "irs-number": "860982792", "state-of-incorporation": "NV", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-33023", "film-number": "03599176"}, "business-address": {"street1": "1370 N MONTEREY", "city": "APACHE JUNCTION", "state": "AZ", "zip": "85220", "phone": "4802884220"}, "mail-address": {"street1": "1370 N MONTEREY", "city": "APACHE JUNCTION", "state": "AZ", "zip": "85220"}}
UNITED STATES
                U. S. 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): February 18, 2003

                               Shiprock, Inc.
         -----------------------------------------------------
        (Exact name of registrant as specified in its charter)

            Nevada                   0-33023                  86-0982792
----------------------------   --------------------      -------------------
(State or other jurisdiction   (Commission File No.)      (I.R.S. Employer
      of incorporation)                                   Identification No.)

    1370 N. Monterey Dr., Apache Junction, AZ             85220
    -----------------------------------------         --------------
    (Address of principal executive offices)           (zip code)

             Issuers telephone number:   (480) 288-4220
                                         ----------------

                             Not Applicable
      --------------------------------------------------------------
      (Former name or former address, if changed, since last report)

                                  1
ITEM 4 - CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT

(a) The Board of Directors of the Registrant dismissed Merdinger, Fruchter,
Rosen & Company, P.C. ("MFRC") effective February 18, 2003, and has retained
Beckstead and Watts, LLP as its independent auditor for the fiscal year
ended December 31, 2002.  The Board of Directors of the Registrant and the
Registrant's Audit Committee approved of the dismissal of MFRC and the
engagement of Beckstead and Watts, LLP as its independent auditor.  None of
the reports of MFRC on the Company's financial statements for either of the
past two years or subsequent interim period contained an adverse opinion or
disclaimer of opinion, or was qualified or modified as to uncertainty, audit
scope or accounting principles, except that the Registrant's audited financial
statements contained a "going concern" comment in Financial Note 2 in its
Form 10KSB for the fiscal year ended December 31, 2002 which stated the
following:

"These financial statements have been prepared in accordance with accounting
principles generally accepted in the United States of America applicable to a
going concern which contemplates the realization of assets and the satisfaction
of liabilities and commitments in the normal course of business.  As of
December 31, 2002, the Company has realized nominal revenue to date and has
accumulated operating losses of approximately $24,000 since inception.  The
Company's ability to continue as a going concern is contingent upon the
successful completion of additional financing arrangements and its ability to
achieve and maintain profitable operations.  Management plans to raise equity
capital to finance the operating and capital requirements of the Company.
Amounts raised will be used to further development of the Company's products,
to provide financing for marketing and promotion, to secure additional property
and equipment, and for other working capital purposes.  While the Company is
expending its best efforts to achieve the above plans, there is no assurance
that any such activity will generate funds that will be available for
operations.

These conditions raise substantial doubt about the Company's ability to
continue as a going concern.  These financial statements do not include any
adjustments that might arise from this uncertainty."

There were no disagreements between the Company and MFRC on any matter of
accounting principles or practices, financial statement disclosure, or
auditing scope or procedure, which, if not resolved to the satisfaction of
MFRC, would have caused them to make reference to the subject matter of the
disagreement in connection with its report.  Further, MFRC has not advised
the Registrant that:

    1) internal controls necessary to develop reliable financial statements
       did not exist; or

    2) information has come to the attention of MFRC which made it unwilling
       to rely upon management's representations, or made it unwilling to be
       associated with the financial statements prepared by management; or

                                       2
3) the scope of the audit should be expanded significantly, or information
       has come to the attention of MFRC that they have concluded will, or if
       further investigated might, materially impact the fairness or
       reliability of a previously issued audit report or the underlying
       financial statements, or the financial statements issued or to be
       issued covering the fiscal year ended December 31, 2002.

(b) On February 18, 2003 the Registrant engaged Beckstead and Watts, LLP as
its principal accountant to audit the Registrant's financial statements as
successor to MFRC.  During the Registrant's two most recent fiscal years or
subsequent interim period, the Registrant has not consulted Beckstead and
Watts, LLP regarding the application of accounting principles to a specific
transaction, either completed or proposed, or the type of audit opinion that
might be rendered on the Registrant's financial statements, nor did Beckstead
and Watts, LLP provide advice to the Registrant, either written or oral, that
was an important factor considered by the Registrant in reaching a decision as
to the accounting, auditing or financial reporting issue. Further, during the
Registrant's two most recent fiscal years or subsequent interim period, the
Registrant has not consulted Beckstead and Watts, LLP on any matter that was
the subject of a disagreement or a reportable event.

ITEM 7 (c) Exhibits

16.1 Letter regarding Change in Certifying Accountant

                                       3
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.

                                           SHIPROCK, INC

Date:    March 7, 2003                     By: /s/ Tommy J. Gropp
                                           ---------------------------------
                                                   Tommy J. Gropp
                                                   President

                                     4