8-K

================================================================================



                                  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): November 21, 2003


                              CENTRAL BANCORP, INC.
             ------------------------------------------------------
             (Exact Name Of Registrant As Specified In Its Charter)


         Massachusetts                 0-25251                  04-3447594
- ----------------------------           -------          ------------------------
(State Or Other Jurisdiction         (Commission          (IRS Employer
      Of Incorporation)               File Number)         Identification No.)



              399 Highland Avenue, Somerville, Massachusetts 02144
         ---------------------------------------------------------------
               (Address Of Principal Executive Offices) (Zip code)


       Registrant's telephone number, including area code: (617) 628-4000
                                                           --------------



                                 Not Applicable
          -------------------------------------------------------------
          (Former Name Or Former Address, If Changed Since Last Report)



================================================================================




Item 4. Changes in Registrant's Certifying Accountant.
        ----------------------------------------------

     KPMG LLP was previously the principal accountants for Central Bancorp, Inc.
(the  "Registrant").  On November 17, 2003, that firm's appointment as principal
accountants was terminated and the Registrant engaged Vitale, Caturano & Company
as its principal accountants.  The engagement of Vitale,  Caturano & Company was
approved by the Audit Committee of the Registrant's Board of Directors.

     In connection  with the audits of the two fiscal years ended March 31, 2003
and 2002 and the subsequent  interim period from April 1, 2003 through  November
17, 2003, there were no disagreements  with KPMG LLP 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 KPMG LLP,
would  have  caused  KPMG LLP to make  reference  to the  subject  matter of the
disagreements in their report on the Registrant's  financial statements for such
years.

     KPMG LLP's audit reports on the Registrant's financial statements as of and
for each of the years  ended  March 31, 2003 and 2002 did not contain an adverse
opinion or  disclaimer  of opinion  and were not  qualified  or  modified  as to
uncertainty, audit scope, or accounting principles.

     A letter from KPMG LLP is filed herewith as Exhibit 16 to this Report.

Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
        -------------------------------------------------------------------

         Exhibit 16        Letter of KPMG LLP






                                   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.



                                       CENTRAL BANCORP, INC.



Date:  November 21, 2003             By:/s/ John D. Doherty
                                        ---------------------------------------
                                        John D. Doherty
                                        Chairman, President and Chief Executive
                                         Officer

EX-16

                             [KPMG LLP LETTERHEAD]


November 21, 2003

Securities and Exchange Commission
Washington, D.C.  20549

Ladies and Gentlemen:

We were previously  principal  accountants for Central Bancorp,  Inc. and, under
the date of April 25, 2003, except as to the fifth paragraph of Note 8, which is
as of June 23, 2003,  we reported on the  consolidated  financial  statements of
Central Bancorp,  Inc. as of and for the years ended March 31, 2003 and 2002. On
November 17, 2003 our appointment as principal  accountants  was terminated.  We
have read Central Bancorp,  Inc.'s statements  included under Item 4 of its Form
8-K dated November 21, 2003, and we agree with such  statements,  except that we
are not in a  position  to  agree  or  disagree  with  Central  Bancorp,  Inc.'s
statement  that the change was  approved by the audit  committee of the board of
directors,  nor that Central Bancorp, Inc. engaged Vitale, Caturano & Company as
it successor independent audit firm.

Very truly yours,


/s/ KPMG LLP