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): ~~October~~December 923, 2003

Vie Financial Group, Inc.

(Exact name of registrant as specified in its charter)

Delaware

1-11747

22-6650372

(State or other

jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

1114 Avenue of the Americas, New York, NY		10036
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (212) 575-8200

1835 Market Street, Suite 420

Philadelphia, PA 19103

(215) 789-3300

(Former Name or Former Address, if Changed Since Last Report)

Item 5. Other ~~Items~~Events

~~Issuance~~Chief ofFinancial ~~Series~~Officer ~~H Convertible Preferred Stock~~

OnEffective ~~October~~January 91, ~~2003~~2004, ~~Vie~~Daniel ~~entered~~A. ~~into~~Nole anhas ~~agreement~~been toappointed ~~issue~~chief ~~shares~~financial ofofficer ~~its Series H Convertible Preferred Stock (“Series H Preferred”) for an aggregate~~ of ~~$1.5~~Vie ~~million~~Financial toGroup, ~~Draper Fisher Jurvetson ePlanet Ventures L~~Inc.~~P.,~~ aJames ~~Cayman Islands limited partnership, Draper Fisher Jurvetson ePlanet Partners Fund, LLC, a California limited liability company, and Draper Fisher Jurvetson ePlanet Ventures GmbH & Co~~S. ~~KG,~~Pak ahas ~~German~~resigned ~~partnership~~the ~~(each,~~title aof ~~“Purchaser”~~chief ~~and,~~financial ~~collectively~~officer, ~~“Draper~~however ~~Fisher”)~~Mr. ~~The~~Pak ~~Purchasers~~has ~~are~~agreed ~~investors~~to inassist ~~entities that own or control a majority of~~ the ~~Company’s~~company ~~outstanding~~in ~~common stock.~~certain ~~Directors~~strategic ~~designated~~initiatives byduring the ~~Purchasers,~~next ~~these~~several ~~entities or their affiliates recused themselves from consideration of the transaction~~months. ~~The terms of the transaction were approved by a special committee of disinterested directors.~~

InMr. ~~accordance~~Nole will ~~with~~continue ~~the~~to ~~securities~~function ~~purchase~~as ~~agreement,~~ Vie’s ~~issued~~chief 15operating officer,~~000 shares~~ ofa ~~Series~~position Hhe ~~Preferred~~has atheld asince ~~purchase~~May ~~price of $1~~2003.5 ~~million~~Prior to ~~Draper~~joining ~~Fisher~~Vie, Mr. ~~Each~~Nole ~~share~~was ofchief ~~Series~~financial Hofficer ~~Preferred~~and isvice ~~convertible~~president ~~at the election~~ of ~~Vie~~operations at ~~any~~NYFIX ~~time~~Millennium, ~~into~~LLC, a ~~number~~broker-dealer subsidiary of ~~shares~~NYFIX, ofInc. ~~common stock as is determined by dividing the Series H Preferred purchase price~~ (~~$100~~NASDAQ:NYFX). byPrior ~~the~~to ~~conversion price~~NYFIX, ~~which is initially $~~Mr.~~005329~~ ~~per~~Nole ~~share.~~was ~~Upon~~compliance ~~conversion~~officer ofand ~~all of the shares of Series H Preferred, Vie will be required to issue~~ a ~~minimum~~specialist ofwith ~~281~~K&S,~~478,701~~ ~~shares of common stock~~Inc., Inand ~~the~~worked ~~event that~~in ~~Vie~~public ~~does~~accounting ~~not~~with ~~elect~~Ernst to& ~~convert~~Young ~~the~~LLP. ~~Series~~Mr. HNole ~~Preferred~~has ~~shares~~an ~~within~~M.S. ~~one~~in ~~year,~~Accounting ~~the~~from ~~Purchasers~~NYU ~~shall~~Stern ~~have~~School ~~the~~of ~~right~~Business toand ~~convert~~a B.A. onin the ~~same~~Liberal ~~terms~~Arts asfrom ~~Vie~~Colgate ~~at any time thereafter~~University.

~~The conversion price for the~~ Series H Preferred ~~is subject to anti-dilution adjustment in the event of stock dividends,~~ ~~stock~~Stock ~~splits~~Amendment and combinations, and to full anti-dilution adjustment with respect to any equity issuance for consideration per share less than the Series H Preferred conversion price in effect on the date of such issue.

~~The~~On December 23, 2003, the holders of the company’s Series H convertible preferred stock (“Series H Preferred”) ~~are~~agreed to amend the provisions of the Series H Preferred. Prior to the amendment, the holders were entitled to cumulative cash dividends at an annual rate of 8%; provided, ~~except~~however, that inif ~~the~~we ~~event~~were ~~that~~to ~~Vie~~make ~~makes~~ the ~~necessary~~initial required filings with the SEC by ~~October~~January 301, ~~2003~~2004 to effect a reverse stock split ~~sufficient~~ to ~~allow~~create ~~for~~sufficient ~~conversion~~authorized ofshares ~~all~~ of ~~the~~common ~~shares~~stock ofavailable ~~Series~~for Hissuance ~~Preferred~~upon ~~into~~conversion ~~shares~~ of ~~common~~the outstanding ~~stock~~Series H Preferred, then no dividends ~~will~~would accrue or become payable for the six-month ~~months~~period ~~after~~following the closing date. ~~Vie~~The ~~has~~amendment ~~committed~~extends tothe ~~use~~initial ~~its~~filing ~~best~~date ~~efforts~~from January 1, 2004 to ~~cause~~January ~~its~~31, ~~certificate~~2004, ofand ~~incorporation~~extends tothe beperiod during ~~amended~~which ~~promptly~~no dividends will accrue if the required filings are made from six months from the closing date to ~~permit~~eight months from the closing date. The Series H Preferred holders also agreed to ~~convert~~allow ~~into~~the company to take corporate action to increase its authorized shares of ~~Vie’s~~ common stock available for issuance by a method other than a reverse stock split.

~~Each~~This ~~share~~amendment ofallows ~~Series~~the Hcompany ~~Preferred~~additional ~~carries~~time ~~a number of votes equal~~ to file the ~~number~~required ofdocuments ~~common~~with ~~shares~~the ~~then~~SEC ~~issuable~~and ~~upon~~to ~~conversion~~effect ~~into~~a ~~common~~corporate ~~stock.~~action ~~Additionally, the Purchasers have pre-emptive rights~~ to ~~participate~~create insufficient authorized ~~all~~shares ~~future issuances~~ of ~~equity~~common ~~securities~~stock atto ~~the~~allow ~~same~~for ~~price~~conversion ~~and~~of on the ~~same terms~~outstanding ~~and~~Series ~~conditions~~H asPreferred ~~the~~shares ~~Company~~without ~~offers~~incurring todividend ~~other investors~~payments.

In the event of any liquidation, dissolution or winding up of the Company, each of the holders of Series H Preferred will be entitled to an amount equal to the sum of five times the

Exhibit No.		Description

4.1		Second Certificate of Amendment of the Certificate of Designations of the Series H Convertible Preferred Stock of Vie Financial Group, Inc.

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Series H Preferred purchase price and the accrued dividends. In the event the Company does not have a sufficient number of authorized shares available to permit conversion of all of the Series H Preferred five business days following its next annual stockholders’ meeting, but in no event later than September 15, 2004, then the Series H Preferred will become participating preferred stock and the holders of Series H Preferred will be entitled to receive the liquidation amount described above and any remaining assets will be distributed pro rata among the holders of the common stock and the holders of Series H Preferred on an as-converted basis.

Also in connection with the transaction, Vie has granted two demand registration rights with respect to the resale of the common shares issuable upon conversion of the Series H Preferred.

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

(a) Not Applicable

(b) Not Applicable

Exhibit No.		Description
10.1		Series H Preferred Stock Purchase Agreement by and among Vie Financial Group and Draper Fisher Jurvetson ePlanet Ventures L.P., Draper Fisher Jurvetson ePlanet Partners Fund, LLC, and Draper Fisher Jurvetson ePlanet Ventures GmbH & Co. KG.
10.2		Series H Amended and Restated Registration Rights Agreement by and among Vie Financial Group, Inc. and SOFTBANK Capital Partners LP, SOFTBANK Capital LP, SOFTBANK Capital Advisors Fund LP, Draper Fisher Jurvetson ePlanet Ventures L.P., Draper Fisher Jurvetson ePlanet Partners Fund, LLC, and Draper Fisher Jurvetson ePlanet Ventures GmbH & Co. KG.

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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 thereunto duly authorized.

Date: ~~October~~ 13January 6, ~~2003~~2004

VIE FINANCIAL GROUP, INC. By: /sS/ ~~JAMES~~DEAN SG. ~~PAK~~STAMOS Name: ~~James~~Dean SG. ~~Pak~~Stamos Title: Chief ~~Financial~~Executive Officer

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EXHIBIT INDEX

Exhibit No.		Description
10.1		Series H Preferred Stock Purchase Agreement by and among Vie Financial Group and Draper Fisher Jurvetson ePlanet Ventures L.P., Draper Fisher Jurvetson ePlanet Partners Fund, LLC, and Draper Fisher Jurvetson ePlanet Ventures GmbH & Co. KG.
4.1		Second Certificate of Amendment of the Certificate of Designations of the Series H Convertible Preferred Stock of Vie Financial Group, Inc.
10.2		Series H Amended and Restated Registration Rights Agreement by and among Vie Financial Group, Inc. and SOFTBANK Capital Partners LP, SOFTBANK Capital LP, SOFTBANK Capital Advisors Fund LP, Draper Fisher Jurvetson ePlanet Ventures L.P., Draper Fisher Jurvetson ePlanet Partners Fund, LLC, and Draper Fisher Jurvetson ePlanet Ventures GmbH & Co. KG.

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