content: Microsoft Word 10.0.3416;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) December 6, 2002
                                                   ----------------
  
  
                        Transnational Financial Network, Inc.
  ------------------------------------------------------------------------------
          (Exact name of small business issuer as specified in its charter)
  
  
  California                       1-14219                            94-2964195
  -------------------------------------------------------------------------------
  (State or other jurisdiction   (Commission File                 (I.R.S.Employer
  of incorporation)               Number)                      Identification No.)
  
  401 Taraval Street, San Francisco, CA                                     94116
  -------------------------------------------------------------------------------
  (Address of principal executive offices)                           (Zip Code)
  
  
  
  (Registrant's telephone number, including area code: (415) 334-7000
  
  
  
  
  -------------------------------------------------------------------------------
           (Former name, former address and former fiscal year, if changed
                                 since last report)
  
  
  
  <PAGE>
  
  
  Item 4. Changes in Registrant's Certifying Accountant.
  
       On December 6, 2002, Transnational Financial Network, Inc. (the "Company"),
  at the recommendation of its audit committee, appointed Burr, Pilger & Mayer LLP
  as its independent auditors to replace the firm of Grant Thornton LLP who was
  dismissed contemporaneously therewith and has been asked to submit a letter to
  the Securities & Exchange Commission to the effect that it has no material
  disagreements with the statements made in this Item 4 (other than the
  registrant's representation in paragraph (d)(i) below of its plans to use the
  same methods with respect to capturing certain information related to SFAS 133,
  as to which the Accountant expresses no basis for agreeing or disagreeing),
  confirming that the Accountant had no disagreements with management of the
  Company related to matters that are material to the Company's 2002 financial
  statements.
  
      Management represents as follows:
  
                    (a) There have been no disputes between management and the
           auditors; and the auditors' reports for financial statements for the
           four month period ended April 30, 2002, and years ended December 31,
           2001 and 2000 contained no adverse opinion or disclaimer of opinion,
           and was not qualified or modified as to uncertainty, audit scope, or
           accounting principles.
  
                    (b) The decision to change accountants from Grant Thornton LLP
           (the "Accountant") to Burr, Pilger & Mayer LLP has been approved by the
           Company's Board of Directors at the recommendation of the Company's
           audit committee.
  
                    (c) During the registrant's four month period ended April 30,
           2002 and years ended December 31, 2001 and 2000 and any subsequent
           interim period there were no disagreements with the Accountant on any
           matter of accounting principles or practices, financial statement
           disclosure, or auditing scope or procedure. The registrant has
           authorized the Accountant to respond fully to the inquiries of the
           successor accountant.
  
                    (d) The Accountant expressed no disagreement or difference of
           opinion regarding any "reportable" event as that term is defined in
           Item 304(a)(1)(iv) of Regulation S-K, including but not limited to:
  
                             (i) the Accountant has not advised the registrant
                    that the internal controls necessary for the registrant to
                    develop reliable financial statements do not exist except (i)
                    that the Accountant has advised the registrant that the
                    registrant lacks the internal processes to deal with SFAS No.
                    133, Accounting for Derivatives and Hedging Activities, issues
                    properly (insofar as FAS 133 relates to the change in fair
                    value of contractual loan and forward delivery commitments
                    income); and (ii) the registrant not allowing for the possible
                    non-payment of a newly assigned note receivable in the amount
                    of approximately $400,000 which was received in connection
                    with an exchange transaction related the registrant's
                    investment in Loan Link LLC. The $400,000 was expensed for the
                    fiscal year ended December 31, 2001. The registrant has
                    successfully captured the information required for
                    restatements insofar as the restatements relate to FAS 133 for
                    the four month period ended April 30, 2002, and for the year
                    ended December 31, 2001, and plans to utilize the same methods
                    to capture the required information going forward;
  
                             (ii) the Accountant has not advised the registrant
                    that information has come to the Accountant's attention that
                    has led it to no longer be able to rely on management's
                    representations, or that has made it unwilling to be
                    associated with the financial statements prepared by
                    management;
  
  
                             (iii) except as noted in item (iv), the Accountant
                    has not advised the registrant of the need to expand
                    significantly the scope of its audit, or notified the
                    registrant that information has come to the Accountant's
                    attention that if further investigated may (A) materially
                    impact the fairness or reliability of either: a previously
                    issued audit report or the underlying financial statements, or
                    the financial statements issued or to be issued covering the
                    fiscal period(s) subsequent to the date of the most recent
                    financial statements covered by an audit report (including
                    information that may prevent it from rendering an unqualified
                    audit report on those financial statements), or (B) cause it
                    to be unwilling to rely on management's representations or be
                    associated with the registrant's financial statements, and due
                    to the Accountant's resignation (due to audit scope
                    limitations or otherwise) or dismissal, or for any other
                    reason, the Accountant did not so expand the scope of its
  <PAGE>
  
                    audit or conduct such further investigation;
  
  
                        (iv) except as described below, the Accountant has not
                    advised the registrant that information has come to the
                    Accountant's attention that it has concluded materially
                    impacts the fairness or reliability of either (A) a previously
                    issued audit report or the underlying financial statements, or
                    (B) the financial statements issued or to be issued covering
                    the fiscal period(s) subsequent to the date of the most recent
                    financial statements covered by an audit report (including
                    information that, unless resolved to the Accountant's
                    satisfaction, would prevent it from rendering an unqualified
                    audit report on those financial statements), and due to the
                    Accountant's resignation, or for any other reason, the issue
                    has not been resolved to the Accountant's satisfaction prior
                    to its resignation.
  
                     The Accountant notified the Company that information came the
                     Accountant's attention that will require the financial
                     statements for the year ended December 31, 2001 and for the
                     four month period ended April 30, 2002 to be restated. This
                     restatement is in connection with the Company's determination
                     of the fair value of mortgage loan and forward commitment
                     contracts in accordance with the requirements of SFAS No. 133
                     as referred to above.
  
                    (e) The registrant has provided the Accountant with a copy of
           the disclosures it is making in response to Item 304(a) of Regulation
           S-B. The registrant has requested that the Accountant furnish the
           registrant with a letter addressed to the Commission stating whether it
           agrees with the statements made by the registrant. The Company has
           appended such letter hereto as Exhibit 16.
  
      Item 7.  Financial Statements and Exhibits.
  
      Exhibit 16. Letter re change in certifying accountant.
  
  
  
  <PAGE>
  
  
  
  
                                     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, thereby
  duly authorized.
  
  
  
      Date: December 12, 2002
                                         Transnational Financial Corporation
  
  
                                         /s/ Joseph Kristul
                                         ---------------------------------------
                                         Joseph Kristul, Chief Executive Officer
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text: Microsoft Word 10.0.3416;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) December 6, 2002
                                                   ----------------
  
                        Transnational Financial Network, Inc.
  ------------------------------------------------------------------------------
          (Exact name of small business issuer as specified in its charter)
  
  California                       1-14219                            94-2964195
  -------------------------------------------------------------------------------
  (State or other jurisdiction   (Commission File                 (I.R.S.Employer
  of incorporation)               Number)                      Identification No.)
  
  401 Taraval Street, San Francisco, CA                                     94116
  -------------------------------------------------------------------------------
  (Address of principal executive offices)                           (Zip Code)
  
  (Registrant's telephone number, including area code: (415) 334-7000
  
  -------------------------------------------------------------------------------
           (Former name, former address and former fiscal year, if changed
                                 since last report)
  Item 4. Changes in Registrant's Certifying Accountant.
  
       On December 6, 2002, Transnational Financial Network, Inc. (the "Company"),
  at the recommendation of its audit committee, appointed Burr, Pilger & Mayer LLP
  as its independent auditors to replace the firm of Grant Thornton LLP who was
  dismissed contemporaneously therewith and has been asked to submit a letter to
  the Securities & Exchange Commission to the effect that it has no material
  disagreements with the statements made in this Item 4 (other than the
  registrant's representation in paragraph (d)(i) below of its plans to use the
  same methods with respect to capturing certain information related to SFAS 133,
  as to which the Accountant expresses no basis for agreeing or disagreeing),
  confirming that the Accountant had no disagreements with management of the
  Company related to matters that are material to the Company's 2002 financial
  statements.
  
      Management represents as follows:
  
                    (a) There have been no disputes between management and the
           auditors; and the auditors' reports for financial statements for the
           four month period ended April 30, 2002, and years ended December 31,
           2001 and 2000 contained no adverse opinion or disclaimer of opinion,
           and was not qualified or modified as to uncertainty, audit scope, or
           accounting principles.
  
                    (b) The decision to change accountants from Grant Thornton LLP
           (the "Accountant") to Burr, Pilger & Mayer LLP has been approved by the
           Company's Board of Directors at the recommendation of the Company's
           audit committee.
  
                    (c) During the registrant's four month period ended April 30,
           2002 and years ended December 31, 2001 and 2000 and any subsequent
           interim period there were no disagreements with the Accountant on any
           matter of accounting principles or practices, financial statement
           disclosure, or auditing scope or procedure. The registrant has
           authorized the Accountant to respond fully to the inquiries of the
           successor accountant.
  
                    (d) The Accountant expressed no disagreement or difference of
           opinion regarding any "reportable" event as that term is defined in
           Item 304(a)(1)(iv) of Regulation S-K, including but not limited to:
  
                             (i) the Accountant has not advised the registrant
                    that the internal controls necessary for the registrant to
                    develop reliable financial statements do not exist except (i)
                    that the Accountant has advised the registrant that the
                    registrant lacks the internal processes to deal with SFAS No.
                    133, Accounting for Derivatives and Hedging Activities, issues
                    properly (insofar as FAS 133 relates to the change in fair
                    value of contractual loan and forward delivery commitments
                    income); and (ii) the registrant not allowing for the possible
                    non-payment of a newly assigned note receivable in the amount
                    of approximately $400,000 which was received in connection
                    with an exchange transaction related the registrant's
                    investment in Loan Link LLC. The $400,000 was expensed for the
                    fiscal year ended December 31, 2001. The registrant has
                    successfully captured the information required for
                    restatements insofar as the restatements relate to FAS 133 for
                    the four month period ended April 30, 2002, and for the year
                    ended December 31, 2001, and plans to utilize the same methods
                    to capture the required information going forward;
  
                             (ii) the Accountant has not advised the registrant
                    that information has come to the Accountant's attention that
                    has led it to no longer be able to rely on management's
                    representations, or that has made it unwilling to be
                    associated with the financial statements prepared by
                    management;
  
                             (iii) except as noted in item (iv), the Accountant
                    has not advised the registrant of the need to expand
                    significantly the scope of its audit, or notified the
                    registrant that information has come to the Accountant's
                    attention that if further investigated may (A) materially
                    impact the fairness or reliability of either: a previously
                    issued audit report or the underlying financial statements, or
                    the financial statements issued or to be issued covering the
                    fiscal period(s) subsequent to the date of the most recent
                    financial statements covered by an audit report (including
                    information that may prevent it from rendering an unqualified
                    audit report on those financial statements), or (B) cause it
                    to be unwilling to rely on management's representations or be
                    associated with the registrant's financial statements, and due
                    to the Accountant's resignation (due to audit scope
                    limitations or otherwise) or dismissal, or for any other
                    reason, the Accountant did not so expand the scope of its
  audit or conduct such further investigation;
  
                        (iv) except as described below, the Accountant has not
                    advised the registrant that information has come to the
                    Accountant's attention that it has concluded materially
                    impacts the fairness or reliability of either (A) a previously
                    issued audit report or the underlying financial statements, or
                    (B) the financial statements issued or to be issued covering
                    the fiscal period(s) subsequent to the date of the most recent
                    financial statements covered by an audit report (including
                    information that, unless resolved to the Accountant's
                    satisfaction, would prevent it from rendering an unqualified
                    audit report on those financial statements), and due to the
                    Accountant's resignation, or for any other reason, the issue
                    has not been resolved to the Accountant's satisfaction prior
                    to its resignation.
  
                     The Accountant notified the Company that information came the
                     Accountant's attention that will require the financial
                     statements for the year ended December 31, 2001 and for the
                     four month period ended April 30, 2002 to be restated. This
                     restatement is in connection with the Company's determination
                     of the fair value of mortgage loan and forward commitment
                     contracts in accordance with the requirements of SFAS No. 133
                     as referred to above.
  
                    (e) The registrant has provided the Accountant with a copy of
           the disclosures it is making in response to Item 304(a) of Regulation
           S-B. The registrant has requested that the Accountant furnish the
           registrant with a letter addressed to the Commission stating whether it
           agrees with the statements made by the registrant. The Company has
           appended such letter hereto as Exhibit 16.
  
      Item 7.  Financial Statements and Exhibits.
  
      Exhibit 16. Letter re change in certifying accountant.
  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, thereby
  duly authorized.
  
      Date: December 12, 2002
                                         Transnational Financial Corporation
  
                                         /s/ Joseph Kristul
                                         ---------------------------------------
                                         Joseph Kristul, Chief Executive Officer