SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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: June 28, 1996
(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 - see Index to Financial
Statements attached hereto.*
(b) Pro Forma Financial Information - see Index to Financial Statements
attached hereto.*
(c) Exhibits.
2.1 Stock Purchase Agreement, dated as of April 26, 1996, among
AMNEX, Inc., Robert A. Rowland, Delajane Rowland, Donald D.
Simmons, C. Michael Moehle, Barbara Ann Cromwell, Ellen E. Wood,
Daniel N. Matheson, Capital Network System, Inc., Capital Network
International, Inc., Capital Network Mexico, S.A. de C.V., and
Point to Point Communications Company.*
2.2 First Amendment to Stock Purchase Agreement, dated as of June 28,
1996, by and among the foregoing parties as well as Sirrom
Capital Corporation and Spectrum Global Telecommunications Pty
Limited.*
4 Form of Warrant, dated as of June 28, 1996, for the purchase of
an aggregate of 400,000 Common Shares of AMNEX, Inc.*
23 Consent of Price Waterhouse LLP.
* 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: April 25, 1997 By:/s/ Kenneth G. Baritz
Kenneth G. Baritz
Chairman of the Board
Exhibit 23
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in the Prospectus
constituting part of the Registration Statement on Form S-3 (No. 33-58084) of
AMNEX, Inc. of our report dated June 28, 1996 relating to the consolidated
financial statements of Capital Network System, Inc., for the years ended
September 30, 1993, 1994 and 1995, which appear in the Exhibit to Amendment No.
1 to Form 8- K for an event dated June 28, 1996.
PRICE WATERHOUSE LLP
Austin, TX
April 23, 1997
