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):     MAY 17, 2001
                                                             ------------



                                   E-REX, INC.
             (Exact name of registrant as specified in its charter)



              NEVADA                  O-27319            88-0292890
        (State  or  other           (Commission       (I.R.S.  Employer
jurisdiction  of  incorporation)    File  Number)    (Identification No.)



                       11645 BISCAYNE BOULEVARD, SUITE 210
                              MIAMI, FLORIDA  33181
               (Address of principal executive officers) (zip code)



                                 (305) 895-3350
              (Registrant's telephone number, including area code)




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

                                        1
<PAGE>
ITEM  1.          CHANGES  IN  CONTROL  OF  REGISTRANT

     Not  applicable.

ITEM  2.          ACQUISITION  OR  DISPOSITION  OF  ASSETS

     Not  applicable.

ITEM  3.     BANKRUPTCY  OR  RECEIVERSHIP

     Not  applicable

ITEM  4.          CHANGES  IN  REGISTRANT'S  CERTIFYING  ACCOUNTANT

On  May  17,  2001,  Gately  &  Associates,  LLC,  Independent  Certified Public
Accountants,  the  independent  accountant  previously  engaged as the principal
accountant  to  audit  the  financial  statements  of  E-Rex,  Inc., resigned as
auditors for the Company.  As Gately & Associates, LLC resigned, the decision to
change  accountants was not approved by the Board of Directors of the Company or
by  any  audit  or  similar  committee  thereof.

The  audit  report  of  Gately  & Associates, LLC on the financial statements of
E-Rex,  Inc.  as of December 31, 2000 and the related consolidated statements of
operations,  shareholders' equity and cash flows for the year ended December 31,
2000,  as  well  as  the  audit  report of Varma and Associates on the financial
statements  of  E-Rex, Inc. for the year ended December 31, 1999, the year ended
December  31,  1998,  the  year  ended December 31, 1997 and for the period from
inception  (August  26,  1986)  to December 31,1999 (the "Audit Period") did not
contain any adverse opinion or disclaimer of opinion, nor were they qualified or
modified  as  to  audit  scope or accounting principles, except the reports were
modified  to include an explanatory paragraph wherein they expressed substantial
doubt  about  the  Company's ability to continue as a going concern.  During the
Audit  Period,  and  the  period  up  to  their  resignation,  there  were  no
disagreements  with the former accountant 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  the  former
accountant,  would have caused it to make reference to the subject matter of the
disagreements in connection with its report.  E-Rex, Inc. has provided a copy of
this  disclosure  to  its  former  accountants,  and  requested  that the former
accountants  furnish  them with letters addressed to the Securities and Exchange
Commission  stating  whether  they  agree  with  the  statements  made  by  the
Registrant,  and,  if  not,  stating the respects in which they do not agree.  A
copy  of  the  former accountants' responses indicating agreement is included as
exhibits  to  this  report.

Upon Gately & Associates, LLC's resignation, the board of directors approved the
engagement  of  Perez-Abreu, Aguerrebere, Sueiro LLC as the principal accountant
to  audit  the  financial  statements  of  the  Company.


                                        2
<PAGE>
ITEM  5.          OTHER  EVENTS

     Not  applicable.

ITEM  6.          RESIGNATIONS  OF  DIRECTORS  AND  EXECUTIVE  OFFICERS

            Not  applicable.

ITEM  7.          FINANCIAL  STATEMENTS

     Not  applicable.

ITEM  8.          CHANGE  IN  FISCAL  YEAR

     Not  applicable.


EXHIBITS

16.1   Letter dated May  18, 2001, from Gately & Associates, LLC regarding their
       concurrence with  the statements  made  by the Registrant in this Current
       Report.


16.2   Letter  dated  May  18,  2001, from Varma and Associates regarding their
       concurrence with  the statements  made by the Registrant in this Current
       Report.


                                   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:  May  18,  2001                           E-Rex,  Inc.


                                                /s/  Carl  E.  Dilley
                                                __________________________
                                                By:     Carl  E.  Dilley
                                                Its:     President

                                        3
<PAGE>
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{"company-data": {"conformed-name": "E REX INC", "cik": "0001093159", "assigned-sic": "9995", "irs-number": "880292890", "state-of-incorporation": "NV", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-27319", "film-number": "1652230"}, "business-address": {"street1": "1916 PIKE PLACE", "street2": "SUITE 1405", "city": "SEATTLE", "state": "WA", "zip": "98101", "phone": "2065212090"}, "mail-address": {"street1": "1916 PIKE PLACE", "street2": "SUITE 1405", "city": "SEATTLE", "state": "WA", "zip": "98101"}}
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):     MAY 17, 2001
                                                             ------------

                                   E-REX, INC.
             (Exact name of registrant as specified in its charter)

              NEVADA                  O-27319            88-0292890
        (State  or  other           (Commission       (I.R.S.  Employer
jurisdiction  of  incorporation)    File  Number)    (Identification No.)

                       11645 BISCAYNE BOULEVARD, SUITE 210
                              MIAMI, FLORIDA  33181
               (Address of principal executive officers) (zip code)

                                 (305) 895-3350
              (Registrant's telephone number, including area code)

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

                                        1
ITEM  1.          CHANGES  IN  CONTROL  OF  REGISTRANT

     Not  applicable.

ITEM  2.          ACQUISITION  OR  DISPOSITION  OF  ASSETS

     Not  applicable.

ITEM  3.     BANKRUPTCY  OR  RECEIVERSHIP

     Not  applicable

ITEM  4.          CHANGES  IN  REGISTRANT'S  CERTIFYING  ACCOUNTANT

On  May  17,  2001,  Gately  &  Associates,  LLC,  Independent  Certified Public
Accountants,  the  independent  accountant  previously  engaged as the principal
accountant  to  audit  the  financial  statements  of  E-Rex,  Inc., resigned as
auditors for the Company.  As Gately & Associates, LLC resigned, the decision to
change  accountants was not approved by the Board of Directors of the Company or
by  any  audit  or  similar  committee  thereof.

The  audit  report  of  Gately  & Associates, LLC on the financial statements of
E-Rex,  Inc.  as of December 31, 2000 and the related consolidated statements of
operations,  shareholders' equity and cash flows for the year ended December 31,
2000,  as  well  as  the  audit  report of Varma and Associates on the financial
statements  of  E-Rex, Inc. for the year ended December 31, 1999, the year ended
December  31,  1998,  the  year  ended December 31, 1997 and for the period from
inception  (August  26,  1986)  to December 31,1999 (the "Audit Period") did not
contain any adverse opinion or disclaimer of opinion, nor were they qualified or
modified  as  to  audit  scope or accounting principles, except the reports were
modified  to include an explanatory paragraph wherein they expressed substantial
doubt  about  the  Company's ability to continue as a going concern.  During the
Audit  Period,  and  the  period  up  to  their  resignation,  there  were  no
disagreements  with the former accountant 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  the  former
accountant,  would have caused it to make reference to the subject matter of the
disagreements in connection with its report.  E-Rex, Inc. has provided a copy of
this  disclosure  to  its  former  accountants,  and  requested  that the former
accountants  furnish  them with letters addressed to the Securities and Exchange
Commission  stating  whether  they  agree  with  the  statements  made  by  the
Registrant,  and,  if  not,  stating the respects in which they do not agree.  A
copy  of  the  former accountants' responses indicating agreement is included as
exhibits  to  this  report.

Upon Gately & Associates, LLC's resignation, the board of directors approved the
engagement  of  Perez-Abreu, Aguerrebere, Sueiro LLC as the principal accountant
to  audit  the  financial  statements  of  the  Company.

                                        2
ITEM  5.          OTHER  EVENTS

     Not  applicable.

ITEM  6.          RESIGNATIONS  OF  DIRECTORS  AND  EXECUTIVE  OFFICERS

            Not  applicable.

ITEM  7.          FINANCIAL  STATEMENTS

     Not  applicable.

ITEM  8.          CHANGE  IN  FISCAL  YEAR

     Not  applicable.

EXHIBITS

16.1   Letter dated May  18, 2001, from Gately & Associates, LLC regarding their
       concurrence with  the statements  made  by the Registrant in this Current
       Report.

16.2   Letter  dated  May  18,  2001, from Varma and Associates regarding their
       concurrence with  the statements  made by the Registrant in this Current
       Report.

                                   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:  May  18,  2001                           E-Rex,  Inc.

                                                /s/  Carl  E.  Dilley
                                                __________________________
                                                By:     Carl  E.  Dilley
                                                Its:     President

                                        3