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) JUNE 10, 2002
                                                          ---------------





                                   FINOTEC GROUP, INC.
                        --------------------------------
             (Exact name of registrant as specified in its charter)






                           110 Wall Street, Suite 15C
                               New York, NY 10005
                              ---------------------
               (Address of principal executive offices) (Zip code)



       Registrant's telephone number, including area code: (212) 701-8527




                        Online International Corporation
                                       ---
          (Former Name or Former Address, if Changed Since Last Report)






ITEM 4.    CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANTS.

     On June  10,  2002  Finotec  Group,  Inc.  (formerly  Online  International
Corporation)(the "Company") dismissed Marks Paneth & Shron, LLP ("Marks Paneth")
as our principal public  accountants and engaged Hoberman,  Miller,  Goldstein &
Lesser,  P.C.,  C.P.A.  ("Hoberman  Miller")  to serve as our  principal  public
accountants. This decision was made by the Board of Directors of the Company.

     Marks Paneth rendered its report with respect to our consolidated financial
statements  as of and for  the  fiscal  year  ended  January  31,  2001  and the
consolidated  financial  statements  for the fiscal year ended  January 31, 2000
which financial statements were included within our annual report on Form 10-KSB
filed with the Securities and Exchange Commission on May 1, 2001.

     Marks  Paneth's  reports on the  consolidated  financial  statements of the
Company and its subsidiaries for the two most recent fiscal years ended December
31, 2001 did not contain any adverse opinion or disclaimer of opinion,  nor were
they qualified or modified as to uncertainty or audit scope.

     Since its engagement as our principal public  accountants,  and through the
date of this  report,  (i) there was no  disagreement  with Marks  Paneth on any
matter of accounting principles or practices, financial statement disclosure, or
auditing scope or procedure  which, if not resolved to the satisfaction of Marks
Paneth,  would have caused Marks Paneth to make  reference to the subject matter
of the  disagreement  in  connection  with  their  report  on  our  consolidated
financial statements and (ii) there was no disagreement or difference of opinion
with Marks Paneth  regarding any "reportable  event," as that term is defined in
Item 304(a)(1)(v) of Regulation S-K.

     During the Company's  two most recent fiscal years ended  December 31, 2001
and the subsequent  interim period through the date of this report,  the Company
did not consult  Hoberman  Miller with respect to the  application of accounting
principles to a specified transaction, either completed or proposed, or the type
of audit opinion that might be rendered on the Company's  consolidated financial
statements,  or any other  matters  or  reportable  events as set forth in Items
304(a)(2)(i) and (ii) of Regulation S-K.

     We provided  Marks  Paneth with a copy of this  report and  requested  that
Marks Paneth  furnish us with a letter  addressed to the Securities and Exchange
Commission  stating  whether it agrees  with the  statements  made by us in this
report and, if not,  stating the respects in which it does not agree. The letter
provided by Marks Paneth is attached hereto as Exhibit 16.



                                   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.

Date:  August 22, 2002                    Finotec Group, Inc.


                                          By:  /s/ Didier Essemini
                                       --------------------------------
                                        Name: Didier Essemini
                                        Title: President


CONTACT:  Didier Essemini - didier_e@finotec.com

<PAGE>
ITEM 7.   FINANCIAL STATEMENTS AND EXHIBITS.

          (c)  Exhibits:

            16.  Letter of Marks Paneth & Shron, LLP
                 re: Change in Certifying Accountant


July 3,2002

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549

Re: Finotec Group, Inc.

Dear Sir or Madam:

     We have read the statements  that we understand  Finotec  group,  Inc. will
include  under Item 4 of the Form 8-K report it will file  regarding  the recent
change of auditors.  We agree with such  statements  made regarding our firm. We
have no basis to agree or disagree with other statements made under Item 4.

Yours truly,

/s/ Marks Paneth & Shron LLP
 Marks Paneth & Shron LLP
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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) JUNE 10, 2002
                                                          ---------------

                                   FINOTEC GROUP, INC.
                        --------------------------------
             (Exact name of registrant as specified in its charter)

                           110 Wall Street, Suite 15C
                               New York, NY 10005
                              ---------------------
               (Address of principal executive offices) (Zip code)

       Registrant's telephone number, including area code: (212) 701-8527

                        Online International Corporation
                                       ---
          (Former Name or Former Address, if Changed Since Last Report)

ITEM 4.    CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANTS.

     On June  10,  2002  Finotec  Group,  Inc.  (formerly  Online  International
Corporation)(the "Company") dismissed Marks Paneth & Shron, LLP ("Marks Paneth")
as our principal public  accountants and engaged Hoberman,  Miller,  Goldstein &
Lesser,  P.C.,  C.P.A.  ("Hoberman  Miller")  to serve as our  principal  public
accountants. This decision was made by the Board of Directors of the Company.

     Marks Paneth rendered its report with respect to our consolidated financial
statements  as of and for  the  fiscal  year  ended  January  31,  2001  and the
consolidated  financial  statements  for the fiscal year ended  January 31, 2000
which financial statements were included within our annual report on Form 10-KSB
filed with the Securities and Exchange Commission on May 1, 2001.

     Marks  Paneth's  reports on the  consolidated  financial  statements of the
Company and its subsidiaries for the two most recent fiscal years ended December
31, 2001 did not contain any adverse opinion or disclaimer of opinion,  nor were
they qualified or modified as to uncertainty or audit scope.

     Since its engagement as our principal public  accountants,  and through the
date of this  report,  (i) there was no  disagreement  with Marks  Paneth on any
matter of accounting principles or practices, financial statement disclosure, or
auditing scope or procedure  which, if not resolved to the satisfaction of Marks
Paneth,  would have caused Marks Paneth to make  reference to the subject matter
of the  disagreement  in  connection  with  their  report  on  our  consolidated
financial statements and (ii) there was no disagreement or difference of opinion
with Marks Paneth  regarding any "reportable  event," as that term is defined in
Item 304(a)(1)(v) of Regulation S-K.

     During the Company's  two most recent fiscal years ended  December 31, 2001
and the subsequent  interim period through the date of this report,  the Company
did not consult  Hoberman  Miller with respect to the  application of accounting
principles to a specified transaction, either completed or proposed, or the type
of audit opinion that might be rendered on the Company's  consolidated financial
statements,  or any other  matters  or  reportable  events as set forth in Items
304(a)(2)(i) and (ii) of Regulation S-K.

     We provided  Marks  Paneth with a copy of this  report and  requested  that
Marks Paneth  furnish us with a letter  addressed to the Securities and Exchange
Commission  stating  whether it agrees  with the  statements  made by us in this
report and, if not,  stating the respects in which it does not agree. The letter
provided by Marks Paneth is attached hereto as Exhibit 16.

                                   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.

Date:  August 22, 2002                    Finotec Group, Inc.

                                          By:  /s/ Didier Essemini
                                       --------------------------------
                                        Name: Didier Essemini
                                        Title: President

CONTACT:  Didier Essemini - didier_e@finotec.com
ITEM 7.   FINANCIAL STATEMENTS AND EXHIBITS.

          (c)  Exhibits:

            16.  Letter of Marks Paneth & Shron, LLP
                 re: Change in Certifying Accountant

July 3,2002

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549

Re: Finotec Group, Inc.

Dear Sir or Madam:

     We have read the statements  that we understand  Finotec  group,  Inc. will
include  under Item 4 of the Form 8-K report it will file  regarding  the recent
change of auditors.  We agree with such  statements  made regarding our firm. We
have no basis to agree or disagree with other statements made under Item 4.

Yours truly,

/s/ Marks Paneth & Shron LLP
 Marks Paneth & Shron LLP