SECURITIES AND EXCHANGE COMMISSION


                             WASHINGTON, D.C. 20549


                                    FORM 8-K

                 CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d)
                   OF THE SECURITIES AND EXCHANGE ACT OF 1934


         Date of Report (Date of Earliest Event Reported) March 26, 2004


                            SUNSHINE PCS CORPORATION
                            ------------------------

             (Exact Name of Registrant as Specified in its Charter)



               Delaware           333-50948                    13-4141279
               --------           ---------                    ----------
           (State or other     (Commission File              (IRS Employer
           Jurisdiction of          Number)                  Identification)
            Incorporation)




               359 West 11th Street, Suite 7B, New York, NY   10014
               ---------------------------------------------  -----

               (Address of Principal Executive Offices)    (Zip Code)



        Registrant's Telephone Number, Including Area Code: 646-336-1718
                                                            -------------


<PAGE>



ITEM 4. Changes in Registrant's Certifying Accountants.
        ----------------------------------------------

     On March  26,  2004,  Sunshine  PCS  Corporation  (the  "Company")  engaged
Deloitte & Touche LLP ("D&T") to serve as the Company's new independent auditor.
D&T will audit the  financial  statements  of the Company as of and for the year
ended December 31, 2003.

     During the years ended  December  31,  2002 and 2003 and through  March 26,
2004,  the  Company  did not  consult  D&T with  respect to 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,  or any other  matters  or  reportable  events as set forth in Items
304(a)(2)(i) and (ii) of Regulation S-K.


<PAGE>




                                    SIGNATURE

     Pursuant  to  requirements  of the  Securities  Exchange  Act of 1934,  the
Registrant has duly caused this current report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                               SUNSHINE PCS CORPORATION


                                               /s/ Karen E. Johnson
                                               --------------------
                                               Karen E. Johnson
                                               Chief Executive Officer




Date: March 29, 2004
[{"type": "8-K", "sequence": "1", "filename": "form8-kss033004.txt", "description": "FORM8-KSS033004", "secsgml_size_bytes": 2675}]
{"company-data": {"conformed-name": "SUNSHINE PCS CORP", "cik": "0001128735", "assigned-sic": "4812", "irs-number": "134141279", "state-of-incorporation": "DE"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "333-50948", "film-number": "04698550"}, "business-address": {"street1": "359 WEST 11TH STREET", "street2": "SUITE 7B", "city": "NEW YORK", "state": "NY", "zip": "10014", "phone": "6463361718"}, "mail-address": {"street1": "359 WEST 11TH STREET", "street2": "SUITE 7B", "city": "NEW YORK", "state": "NY", "zip": "10014"}}
SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 8-K

                 CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d)
                   OF THE SECURITIES AND EXCHANGE ACT OF 1934

         Date of Report (Date of Earliest Event Reported) March 26, 2004

                            SUNSHINE PCS CORPORATION
                            ------------------------

             (Exact Name of Registrant as Specified in its Charter)

               Delaware           333-50948                    13-4141279
               --------           ---------                    ----------
           (State or other     (Commission File              (IRS Employer
           Jurisdiction of          Number)                  Identification)
            Incorporation)

               359 West 11th Street, Suite 7B, New York, NY   10014
               ---------------------------------------------  -----

               (Address of Principal Executive Offices)    (Zip Code)

        Registrant's Telephone Number, Including Area Code: 646-336-1718
                                                            -------------
ITEM 4. Changes in Registrant's Certifying Accountants.
        ----------------------------------------------

     On March  26,  2004,  Sunshine  PCS  Corporation  (the  "Company")  engaged
Deloitte & Touche LLP ("D&T") to serve as the Company's new independent auditor.
D&T will audit the  financial  statements  of the Company as of and for the year
ended December 31, 2003.

     During the years ended  December  31,  2002 and 2003 and through  March 26,
2004,  the  Company  did not  consult  D&T with  respect to 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,  or any other  matters  or  reportable  events as set forth in Items
304(a)(2)(i) and (ii) of Regulation S-K.
SIGNATURE

     Pursuant  to  requirements  of the  Securities  Exchange  Act of 1934,  the
Registrant has duly caused this current report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                               SUNSHINE PCS CORPORATION

                                               /s/ Karen E. Johnson
                                               --------------------
                                               Karen E. Johnson
                                               Chief Executive Officer

Date: March 29, 2004