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


                                October 16, 2003
                                ----------------
                                (Date of Report)




                          CHELL GROUP CORPORATION INC.
                          ----------------------------
             (Exact name of registrant as specified in its charter)


          New York                  005-524525                112805051
(State or other jurisdiction        (Commission             (IRS Employer
      of incorporation)            File Number)          Identification No.)

                14 Meteor Drive, Toronto, Ontario Canada, M9W 1A4
                    (Address of principal executive offices)


                                 (416) 675-0874
              (Registrant's telephone number, including area code)


                   -------------------------------------------
         (Former name or former address, if changed since last report.)













Item 4.  Change in Registrant's Certifying Accountant.

(a)      Termination of Previous independent accountant:

         (1)      On July 31, 2003, the Registrant's Board of Directors
                  terminated the engagement of Lazar, Levine & Felix, LLP as its
                  auditors.

         (2)      The reports issued by Lazar, Levine & Felix LLP on the
                  financial statements for the past two fiscal years of the
                  Registrant did not contain an adverse opinion nor a disclaimer
                  of opinion, and were not qualified or modified as to audit
                  scope or accounting principles.

         (3)      There were no disagreements with Lazar, Levine & Felix LLP 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 Lazar,
                  Levine & Felix LLP, would have caused Lazar, Levine & Felix
                  LLP to make reference thereto in their report on the financial
                  statements for such years or such interim periods.

         (4)      The Registrant has requested that Lazar, Levine & Felix LLP
                  furnish it with a letter addressed to the Commission stating
                  whether or not it agrees with the above statements. A copy of
                  such letter, July 21, 2003, is filed as Exhibit 2 to this Form
                  8-K.

(b)      Appointment of Independent Auditors.

         (1)      On August 11, 2003, the Registrant's Board of Directors
                  ratified the engagement of Stonefield Josephson, Inc. as its
                  auditors. The decision to retain this accountant was approved
                  by the Board of Directors. The Registrant authorized Lazar,
                  Levine & Felix, LLP to fully respond to any and all inquiries
                  of Stonefield Josephson, Inc. concerning Lazar, Levine &
                  Felix, LLP termination.

         (2)      Prior to our engagement of Stonefield Josephson, Inc. the
                  Registrant requested that Stonefield Josephson, Inc. assist
                  with auditing the financial statements for Logicorp, a
                  subsidiary group of the Registrant's, for the twelve months
                  ended February 28, 2000, four months ended June 30, 2000,
                  twelve months ended June 30, 2001, and six months ended
                  December 30, 2001. Other than as described above, during our
                  two most recent fiscal years prior to the date of engagement,
                  and the subsequent interim period prior to engaging this
                  accountant, neither the Registrant (nor someone on the
                  Registrant's behalf) consulted the newly engaged accountant
                  regarding any matter.

         (3)      The Registrant has allowed Stonefield Josephson, Inc. to
                  review this Form 8-K before it is filed with the Commission.
                  Stonefield Josephson, Inc. has not furnished the Registrant
                  with a clarification, or disagreement with the information set
                  forth herein.



Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.

              (a) Financial Statements of Business Acquired.

              Not applicable

              (b) Pro Forma Financial Information.

              Not applicable

              (c)     Exhibits.

              99.1     Letter from Lazar, Levine & Felix LLP





                                    SIGNATURE

         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.


Dated:  October 16, 2003

                       CHELL GROUP CORPORATION

                       By: /s/ Stephen McDermott
                          ------------------------------------------------
                            Name:  Stephen McDermott
                            Title: Chairman and Chief Executive Officer