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):

~~December~~January 2021, ~~2002~~2003

INTERLIANT, INC.

(Exact name of registrant as specified in its charter)

Delaware	0-26115	13-3978980
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
Two Manhattanville Road Purchase, New York		10577
Two Manhattanville Road
(Address of principal executive offices)		(Zip Code)
Purchase, New York	(914) 640-9000	10577
(Address of principal executive offices)	(Registrant’s telephone number, including area code)	(Zip Code)

~~(914)~~1 ~~640-9000~~

~~(Registrant¦s~~ITEM ~~telephone~~4. Changes ~~number,~~in ~~including~~Registrant’s ~~area~~Certifying ~~code)~~Accountants

~~ITEM~~At 5a meeting held on January 10, 2003, the Board of Directors of Interliant, Inc. ~~OTHER~~(the ~~EVENTS~~“Company”) approved the engagement of Urbach Kahn & Werlin LLP as its independent auditors for the fiscal year ending December 31, 2002 to replace the firm of Ernst & Young LLP who were dismissed as auditors of the Company effective January 21, 2003. The audit committee of the Board of Directors approved the change in auditors on January 10, 2003. This retention is subject to the approval of the United States Bankruptcy Court for the Southern District of New York, which approval the Company shall seek and expects to obtain.

OnThe ~~January~~reports 6,of ~~2003,~~Ernst ~~Interliant,~~& ~~Inc.~~Young (LLP on the (Company¦)’s ~~issued~~financial statements for the past two fiscal years did not contain an adverse opinion or a ~~press~~disclaimer ~~release~~of ~~announcing~~opinion ~~that~~and onwere ~~December~~not 20qualified or modified as to uncertainty, ~~2002~~audit itscope, ~~had~~or ~~closed~~accounting onprinciples. In connection with the ~~sale~~audits toof ~~SchlumbergerSema,~~the aCompany’s ~~subsidiary~~financial statements for each of the two fiscal years ended December ~~Schlumberger~~31, ~~Ltd.~~2001, ofand in the ~~assets~~subsequent interim periods, there were no disagreements with Ernst & Young LLP on any matters of accounting principles or practices, financial statement disclosure, or auditing scope and ~~operations~~procedures which, if not resolved to the satisfaction of ~~its~~Ernst ~~Oracle~~& ~~professional~~Young ~~services~~LLP ~~business.~~would -have caused Ernst & Young LLP to make reference to the matter in their report. The ~~full~~Company ~~text~~has ofrequested Ernst & Young LLP to furnish it a letter addressed to the ~~press~~Commission ~~release~~stating iswhether ~~attached~~it agrees ~~hereto~~with asthe ~~Exhibit~~above 99statements.1 ~~and~~A copy of that letter, dated January 23, 2003, is ~~incorporated~~filed ~~herein~~as byExhibit ~~reference~~1 to this Form 8-K.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS

Exhibit Number	Description	Page Number
99.1	Press Release of Interliant, Inc. dated January 6 2003.
1	Letter from Ernst & Young LLP dated January 23, 2003.

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: January 7,2003
	INTERLIANT, INC.
	By:	/S/ BRUCE S. KLEIN
		Bruce S. Klein Senior Vice President, General Counsel and Secretary

Dated: January 23, 2003

INTERLIANT, INC.

By:		/s/ BRUCE S. KLEIN
		Bruce S. Klein Senior Vice President, General Counsel and Secretary

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