<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>f8k-may102004.txt
<DESCRIPTION>FORM 8-K MAY 10 2004
<TEXT>


                       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 10, 2004

                       CRYSTALIX GROUP INTERNATIONAL, INC.
             (Exact name of registrant as specified in its charter)

             NEVADA                    0-29781               65-0142472
(State or other jurisdiction of      (Commission           (IRS Employer
        incorporation)               File Number)        Identification No.)

         5275 SOUTH ARVILLE STREET, SUITE B-116, LAS VEGAS, NEVADA 89118
               (Address of principal executive offices) (Zip Code)

        Registrant's telephone number, including area code (702) 740-4616

                                 NOT APPLICABLE
          (Former name or former address, if changed since last report)


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ITEM 4.  CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT

         On May 10, 2004, the directors of the registrant  approved the election
         of De Joya & Company to audit the financial  statements  for the fiscal
         year ended  December 31, 2004.  Also on May 10,  2004,  the  registrant
         dismissed  the  former  accountants,  Stonefield  Josephson,  Inc.  The
         decision to change  auditors was based upon  financial  considerations.
         The  registrant's  board of  directors  recommended  De Joya & Company.
         During the two most  recent  fiscal  years and the  subsequent  interim
         period,  neither the registrant  nor anyone on its behalf  consulted De
         Joya & Company regarding the application of accounting  principles to a
         specific  completed or contemplated  transaction,  or the type of audit
         opinion   that  might  be  rendered  on  the   registrant's   financial
         statements.  The registrant did not receive,  and De Joya & Company did
         not provide, any written or oral advice that was an important factor in
         reaching  a  decision  as  to  an  accounting,  auditing  or  financial
         reporting issue prior to its engagement by the registrant.

         Stonefield  Josephson,  Inc.  had  audited the  registrant's  financial
         statements  for each of the last two fiscal  years ended  December  31,
         2003.  The report of  Stonefield  Josephson,  Inc.  did not  contain an
         adverse  opinion or  disclaimer  of opinion and was not  modified as to
         uncertainty, audit scope, or accounting principles, except as follows:

         The  audit  report  of  Stonefield  Josephson,  Inc.  on the  financial
         statements  of the  registrant  as of and for  the  fiscal  year  ended
         December  31,  2003  contained  a  separate  paragraph  stating:   "The
         accompanying  consolidated  financial  statements  have  been  prepared
         assuming  that  the  Company  will  continue  as a  going  concern.  As
         discussed in Note 1, the Company has incurred a net loss of $7,433,341,
         used cash for  operations of $1,166,873 in the year ended  December 31,
         2003, is a party to various litigation,  has a stockholders' deficit of
         $3,382,628 as of December 31, 2003 and has a working capital deficit of
         $6,311,497 as of December 31, 2003. These conditions raise  substantial
         doubt  about the  Company's  ability to  continue  as a going  concern.
         Management' plans in regard to these matters are also described in Note
         1. The consolidated financial statements do not include any adjustments
         that might result from the outcome of this uncertainty."

         During the two most  recent  fiscal  years and the  subsequent  interim
         period  through  May  10,  2004,  there  were  no  disagreements   with
         Stonefield  Josephson,  Inc. on any matter of accounting  principles or
         practices,   financial  statement  disclosure,  or  auditing  scope  or
         procedure  which,  if not resolved to the  satisfaction  of  Stonefield
         Josephson,  Inc., would have caused it to make reference to the subject
         matter  of  the  disagreement  in  connection  with  its  report.   The
         registrant has requested Stonefield Josephson,  Inc. to furnish it with
         a letter addressed to the Commission stating whether it agrees with the
         above statements.

         There were no other  "reportable  events" as that term is  described in
         Item 304a(1)(v) of Regulation S-K occurring within the registrant's two
         most recent fiscal years and the  subsequent  interim period ending May
         10, 2004.


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<PAGE>

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS

         (a) Financial statements of businesses acquired: Not applicable

         (b) Pro forma financial information: Not applicable

         (c) Exhibits:

             REGULATION
             S-K NUMBER                    DOCUMENT

                16.1         Letter from Stonefield Josephson, Inc. (to be filed
                             by amendment)


                                   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.

                                CRYSTALIX GROUP INTERNATIONAL, INC.


May 11, 2004                    By:      /S/ JOHN S. WOODWARD
                                   ---------------------------------------------
                                     John S. Woodward, President


                                       3

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