SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                               ------------------

                               AMENDMENT NO. 2 TO
                                    FORM 8-K

                                 CURRENT REPORT

                     PURSUANT TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                               ------------------


                        Date of Report: OCTOBER 30, 2003


                            NUWAVE TECHNOLOGIES, INC.
               (EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)


           DELAWARE                  0-28606                  22-3387630
(State or other jurisdiction       (Commission               (IRS Employer
      of incorporation)            File Number)           Identification No.)


                               ONE PASSAIC AVENUE
                           FAIRFIELD, NEW JERSEY 07004
                    (Address of principal executive offices)

                                 (973) 882-8810
                (Registrant's Executive Office Telephone Number)

                                      A-1




ITEM 4.     CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT

      (a)   PREVIOUS INDEPENDENT ACCOUNTANTS

      (1) (i)  Effective  October  30,  2003,  Nuwave  Technologies,  Inc.  (the
"REGISTRANT")  dismissed  Eisner LLP  ("EISNER")  as its  independent  certified
public accountants.

            (ii) Eisner's report on the  Registrant's  financial  statements for
the past two fiscal years did not contain an adverse  opinion or a disclaimer of
opinion,  and was not qualified as to  uncertainty,  audit scope,  or accounting
principles;  however,  the report was modified to include an emphasis  paragraph
indicating  that  substantial  doubt existed about the  Registrant's  ability to
continue as a going concern.

            (iii) The change of  independent  accountants  was  approved  by the
Registrant's Board of Directors on October 30, 2003.

            (iv) During the  Registrant's  most recent two fiscal years, as well
as the  subsequent  interim  period  through  October  30,  2003,  there were no
disagreements  on any matter of accounting  principles  or practices,  financial
statement  disclosure,  or auditing scope or procedures,  which disagreements if
not resolved to their  satisfaction  would have caused them to make reference in
connection with their opinion to the subject matter of the disagreement.

            (v) During the Registrant's most recent two fiscal years, as well as
the subsequent  interim period through  October 30, 2003,  Eisner did not advise
the Registrant of any of the matters  identified in paragraph  (a)(1)(v) of Item
304 of Regulation S-K.

            (vi) The Registrant  requested  Eisner to furnish a letter addressed
to the SEC, stating whether it agrees with the statements made by the Registrant
and, if not, stating the respects in which it does not agree.

      (b)   NEW INDEPENDENT ACCOUNTANTS

      On October  30,  2003,  the  Registrant  engaged  Marcum &  Kliegman,  LLP
("MARCUM")  as its  principal  accountant  to audit the  Registrant's  financial
statements.  The Registrant  did not consult Marcum on any matters  described in
paragraph   (a)(2)(i)  or  (ii)  of  Item  304  of  Regulation  S-K  during  the
Registrant's two most recent fiscal years or any subsequent interim period prior
to engaging the Company.


ITEM 7.  EXHIBITS

Exhibit 16                Letter dated November 26, 2003, from Eisner LLP




                                   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.

Date: November 26, 2003                  NUWAVE TECHNOLOGIES, INC.

                                         By:   /s/ George Kanakis
                                         Name: George Kanakis
                                         Its:  President and Chief Executive
                                               Officer