On September 2, 2009, the Audit Committee of the Board of Directors ("Audit Committee") of Nyer Medical Group, Inc. (the "Company" or "Nyer") concluded that the Company's financial statements and related audit reports thereon for the year ended June 30, 2008, in the Company's most recently filed Annual Report on Form 10-K for the year ended June 30, 2008, and the interim financial statements for the quarters ended December 31, 2007, and March 31, 2008, in the Quarterly Reports on Form 10-Q for the quarters ended December 31, 2007, March 31, 2008, December 31, 2008, and March 31, 2009, should no longer be relied upon due to errors in the Company's accounting for transaction costs associated with the purchase of the minority interest in DAW, Inc., now a wholly owned subsidiary of the Company, in February 2008. The Company has determined that accounting principles were misapplied and direct costs associated with the acquisition of the remaining 20% of the outstanding common stock of DAW were expensed rather than considered part of the cost of the acquisition in accordance with SFAS No. 141, Business Combinations. The Company has revised the allocation of the purchase price to now correctly reflect acquired goodwill.

Management had discovered these errors during its preparation of the Company's financial statements for the year ended June 30, 2009. Management then discussed the errors with the Audit Committee, which also consulted with the Company's current independent registered public accounting firm and the independent registered public accounting firm engaged by the Company for the year ended June 30, 2008, and through March 16, 2009, regarding the matters disclosed in this Current Report on Form 8-K.

The errors related to transaction costs that were expensed in the Company's Consolidated Statement of Operations in the quarters ended December 31, 2007, and March 31, 2008. These costs should have resulted in additional goodwill pursuant to the purchase price allocation. As a result of this error, selling, general, and administrative expenses were overstated and net income was understated, net of related tax effect, for the quarters ended December 31, 2007, and March 31, 2008, and for the fiscal year ended June 30, 2008. The table included as Exhibit 99.1 to this Current Report on Form 8-K summarizes the impact on the Company's consolidated financial statements for the fiscal year ended June 30, 2008, and for the quarters ended December 31, 2007, March 31, 2008, September 30, 2008, December 31, 2008, and March 31, 2009.

In accordance with the relief granted to the Company by the staff of the Division of Corporation Finance of the Securities and Exchange Commission, we will file a comprehensive Annual Report on Form 10-K for the year ended June 30, 2009, with expanded financial and other disclosures in lieu of filing a separate amended Annual Report on Form 10-K for the year ended June 30, 2008, and separate amended Quarterly Reports on Form 10-Q for the periods ended December 31, 2007, March 31, 2008, September 30, 2008, December 31, 2008, and March 31, 2009.

(a) Exhibits.

Exhibit
Number   Exhibit Description

99.1     Selected Consolidated Statements of Operations and Balance Sheet Data,
         Restated for Correctons, of Nyer Medical Group, Inc.