FIRST NEW ENGLAND DENTAL CENTERS INC S-1

FIRST NEW ENGLAND DENTAL CENTERS, INC.

NOTE PURCHASE AGREEMENT DATED AS OF JULY 25, 1997

FORM OF WARRANT AGREEMENT DATED JULY 25, 1997

SECURITY AGREEMENT DATED AS OF JULY 25, 1997

REGISTRATION RIGHTS AGREEMENT

AMENDED BY-LAWS OF OSORIO AND WATKIN D.M.D., P.C.

STOCK PURCHASE AGREEMENT DATED AS OF 08/29/1997

STOCK PURCHASE AGREEMENT WITH HERMAN AND ARMENTO

STOCK PURCHASE AGREEMENT W/ INGOLDSBY AND BERGMAN

ASSET PURCHASE AND SALE AGREEMENT WITH ELLICSON

PLAN OF REORGANIZATION AND AGREEMENT OF MERGER

MATERIAL DIFFERENCES BETWEEN (I) CONSUMMATED ....

CONSENT OF KPMG PEAT MARWICK, LLP.

CONSENT OF VITALE, CATURANO AND COMPANY, P.C.

CONSENT OF CARAS & SHULMAN, P.C.

CONSENT OF VITALE, CATURANO AND CO. P.C.

CONSENT OF VITALE, CATURANO AND COMPANY, P.C.

CONSENT OF ELLIE ROZINSKY

CONSENTS OF CARAS & SHULMAN, P.C.

CONSENT OF VITALE, CATURANO AND COMPANY, P.C.

CONSENT OF MOODY, CANANAUGH & COMPANY, LLP

CONSENT OF DEBAIROS & COMPANY, P.C.

CONSENT OF VITALE, CATURANO AND COMPANY, P.C.

CONSENT OF MOODY, CANANAUGH & COMPANY, LLP

CONSENT OF DEPAOLA, BEGG & ASSOCIATES, P.C.

CONSENT OF JON H. FUDEMAN

CONSENT OF JURNAK & JURNAK, CPA'S

CONSENT OF RUCCI, BARDARO & BARRETT, P.C.

CONSENT OF VITALE, CATURANO AND COMPANY, P.C.

CONSENT OF BEERS, HAMERMAN & COMPANY, P.C.

CONSENT OF GOFF, CARLIN & CAGAN LLP

CONSENT OF VITALE, CATURANO AND COMPANY, P.C.

CONSENT OF DEBAIROS & COMPANY, P.C.

CONSENT OF JOSEPH D. KALICKA & COMPANY LLP

CONSENT OF VITALE, CATURANO AND COMPANY, P.C.

CONSENT OF BARRETT & DATTILIO, P.C.

CONSENT OF BARRETT & DATTILIO, P.C.

FINANCIAL DATA SCHEDULE