SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 DATE OF REPORT October 15, 2001 Rhino Enterprises Group, Inc., A Nevada Corporation Nevada 88-0333844 (State or other jurisdiction of (I.R.S. Employer Incorporation or organization) identification No.) 2925 LBJ Freeway, Suite 188 Dallas, TX 75234 (972) 241-2669 -1- Effective October 1,2001, Rhino Enterprises Group, Inc. (OTCBB: RHNO), entered into an Equity and Debt Purchase Agreement with Swan River Corporation, a Texas corporation. Swan River is in the business of providing distribution and fulfillment services to companies needing such services. Swan River will issue to RHNO 698,426 shares of the Common Stock ("Common"). The Common issued to RHNO shall represent 51.26% of Swan River's total Common shares outstanding. In exchange for Swan River's Common, RHNO will assume from Swan River Promissory Note debt totaling $663,505.00. SIGNATURES In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Rhino Enterprises Group, Inc. (Registrant) Date: October 15, 2001 By:/S/ DANIEL H. WEAVER ------------------------------- Daniel H. Weaver Chief Financial Officer and duly authorized officer