SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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):
June 30, 2003
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CNE Group, Inc.
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(Exact Name of Registrant as Specified in Charter)
Delaware 1-9224 56-2346563
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(State or Other Jurisdiction (Commission File Number) (I.R.S. Employer
of Incorporation) Identification No.)
200 West 57th Street, Suite 507
New York, New York 10019
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(Address of Principal Executive Offices) (Zip Code)
212-977-2200
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Registrant's telephone number, including area code
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(Former name or former address, if changed since last report)
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Item 4. Changes in Registrant's Certifying Accountants
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On June 30, 2003, the Registrant terminated Eisner LLP ("Eisner") as independent
certified public accountants.
The report of Eisner on the Registrant's consolidated financial statements as of
and for the year ended December 31, 2002 did not contain an adverse opinion or a
disclaimer of opinion; however, Eisner's report for the year ended December 31,
2002 contained an explanatory paragraph due to uncertainty regarding the
Registrant's ability to continue as a going concern as described in Note 2 to
the Registrant's financial statements for the fiscal year ended December 31,
2002. This uncertainty was also dislosed in Note 2 to the Registrant's condensed
consolidated financial statements for the interim period ended March 31, 2003.
Information included in Item 5 - Other Information of Part II of the March 31,
2003 Form 10-Q regarding the Registrant's pro-forma balance sheet as of March
31, 2003 was not examined or reviewed by Eisner.
During the Registrant's two most recent fiscal years ended December 31, 2002 and
any subsequent interim period preceding Eisner's termination there were no
disagreements with Eisner 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 Eisner would have caused
them to make reference thereto in their report on the Registrant's financial
statements.
During the Registrant's two most recent fiscal years ended December 31, 2002 and
any subsequent interim period preceding Eisner's resignation there were not
"reportable events" as defined in Item 304(a)(2)(i) and (ii) of Regulation SX.
A copy of Eisner's letter required by Item 304(a)(3) of Regulation SX is
included with this report as an Exhibit hereto.
ITEM 7. EXHIBITS
(c) Exhibits.
The following document is being filed as an exhibit to this report.
Exhibit No. Description
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16.0 Eisner, LLP letter relating to Item 304(a)(3) of
Regulation SX, dated June 30, 2003.
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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 thereunto duly authorized.
CNE GROUP, INC.
Date: June 30, 2003 By: /S/George W. Benoit
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George W. Benoit,
Chairman of the Board of Directors
and Chief Executive Officer
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