Mam Software Group, Inc. Watch

from SC 13G 1 page Exhibit 1 the Name of the Reporting Person Is Comvest Capital, LLC, a Delaware Limited Liability Company ("Comvest"). Comvest Is a Private Investment Company. the Managing Member of Comvest Is Comvest Capital Management LLC, a Delaware Limited Liability Company ("Management"), the Managing Member of Which Is Comvest Group Holdings, LLC, a Delaware Limited Liability Company ("Cgh"). Michael Falk ("Falk") Is the Chairman and Principal Member of Cgh

from 8-K 1 page Exhibit 16.1 Janet Loss, C.P.A., P.C. Certified Public Accountant 1780 South Bellaire Street Suite 500 Denver, Co 80222 February 12, 2004 United States Securities & Exchange Commission Division of Corporation Finance 450 Fifth Street, N.W. Washington, DC 20549 Re: W3 Group, Inc. File Number 0-27083 Dear Commissioners: The Undersigned, Janet Loss, C.P.A., Pc., Previously Acted as Independent Accountant to Audit the Financial Statements of W3 Group, Inc. I Am No Longer Acting as Independent Accountant to the Company. This Letter Will Confirm That I Have Reviewed Item 4 of the Company's Form 8-K Dated February 20, 2004 Captioned "Changes in Registrant's Certifying Accountants" and That I Agree With the Statements Made Therein as They Relate to Me. I Hereby Consent to the Filing of This Letter as an Exhibit to the Foregoing Report on Form 8-K. Sincerely, /S/ Janet Loss Janet Loss, C.P.A., Pc. <page>

from 10QSB ~5 pages Bylaws of W3 Group, Inc

from 10QSB 2 pages State of Delaware Secretary of State Division of Corporations Delivered 01:49 Pm 04/17/2003 Filed 01:36 Pm 04/17/2003 Srv 030253114 - 3648702 File Certificate of Incorporation

from 8-K ~5 pages Agreement of Merger

from 10QSB 1 page Underwriting agreement