SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K/A
AMENDMENT NO. 2
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: October 4, 1995
(Date of earliest event reported)
AMNEX, INC.
(Exact name of Registrant as specified in charter)
New York 0-17158 11-2790221
(State or other (Commission File No.) (IRS Employer Identi-
jurisdiction of fication Number)
incorporation)
101 Park Avenue, New York, New York 10178
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 867-0166
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Item 7. Financial Statements, Pro Forma Financial Statements and
Exhibits.
(a) Financial Statements of Business Acquired.
Financial Statements of Business Acquired - see Index
to Financial Statements attached hereto.*
(b) Pro Forma Financial Information.
Pro Forma Financial Information - see Index to
Financial Statements attached hereto.*
(c) Exhibits.
(1) Amended and Restated Asset Purchase Agreement
dated as of October 4, 1995 among Crescent Public
Communications Inc., Crescent Communications, Inc.
("CCI"), AMNEX, Inc. (the "Company") and Friedli
Corporate Finance AG ("Friedli AG").*
(2) Letter agreement dated as of October 4, 1995
among the Company, Crescent, CCI and Friedli
AG pursuant to which, among other matters,
the Agreement was declared null and void.*
(3) Letter agreement dated as of October 4, 1995 among
the Company, Crescent, the stockholders of CCI and
Friedli AG, among others.*
(4) Consent of Ernst & Young LLP
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* Previously filed
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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 hereunto duly authorized.
AMNEX, INC.
Dated: November 6, 1996 By:/s/ Kenneth G. Baritz
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Kenneth G. Baritz
Chairman of the Board
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Exhibit 4
CONSENT OF INDEPENDENT AUDITORS
We consent to the incorporation by reference in the Registration Statements
(Form S-3 No. 33-58084) pertaining to 20,342,770 Common Shares; (Form S-8
No. 33-37398) pertaining to the 1987 Stock Option Plan and (Form S-8 Nos.
33-58082 and 33-90928) pertaining to the 1992 Stock Option Plan with respect
to 1,500,000 Common Shares of Amnex, Inc. of our report dated November 20, 1995,
with respect to the financial statements of Crescent Communications, Inc.
included in Amnex, Inc.'s Form 8-K dated October 4, 1995, as amended, filed with
the Securities and Exchange Commission.
ERNST & YOUNG LLP
New York, New York
November 4, 1996
