NTFL Network 1 Financial Group Inc (CE)

Effective January 14, 2013, Network 1 Financial Group, Inc. (the “Company”) dismissed RBSM LLP (“RBSM”) from serving as the Company’s independent accountants. As of January 15, 2013 the Company engaged Liggett, Vogt & Webb, P.A. (“LVW”) as its new independent accountants. The Company’s Board of Directors unanimously recommended that the Company change audit firms directed the process of review of candidate firms and made the final decision to engage LVW.

The reports of RBSM on the financial statements of the Company for the years ended June 30, 2011 and 2010 contained no adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principle. In connection with its audits of the years ended June 30, 2011 and 2010, and for the interim period through January 14, 2013 there were no disagreements with RBSM 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 RBSM, would have caused them to make reference thereto in their report on the financial statements for such years.

The Company has furnished to RBSM the statements made in this Item 4.01. Attached as Exhibit 16.1 to this Form 8-K is RBSM’s letter to the Commission, dated January 14, 2013 regarding these statements.

During the two most recent fiscal years and through January 14, 2013, the Company has not consulted with LVW on any matter that (i) involved 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 financial statements, in each case where a written report was provided or oral advice was provided that LVW concluded was an important factor considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issue; or (ii) was either the subject of a disagreement, as that term is defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions to Item 304 of Regulation S-K, or a reportable event, as that term is defined in Item 304(a)(1)(v) of Regulation S-K.