8-K

                                  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): August 18, 2003





                               AF FINANCIAL GROUP
                         (FORMERLY AF BANKSHARES, INC.)
             (Exact name of registrant as specified in its charter)





      FEDERALLY CHARTERED               0-24479                   56-2098545
(State or other jurisdiction of     (Commission File            (IRS Employer
        incorporation)                   Number)             Identification No.)




         21 East Ashe Street, West Jefferson, North Carolina 28694-0026
               (Address of principal executive offices) (Zip Code)


       Registrant's telephone number, including area code: (336) 246-4344


                                 NOT APPLICABLE
          (Former name or former address, if changed since last report)




ITEMS 1-3.        NOT APPLICABLE.

ITEM 4.

         On August 18, 2003, the audit committee of the Board of Directors (the
"Audit Committee") of AF Financial Group (the "Registrant") recommended and
approved that the Registrant decline to reappoint its former accountant, Larrowe
& Company, PLC ("Larrowe"), as its independent accountant for the fiscal year
ending June 30, 2004. On August 19, 2003, the Audit Committee of the Registrant
formally notified Larrowe of its decision not to reappoint Larrowe as the
Registrant's independent accountant for the fiscal year ending June 30, 2004.

         During the Registrant's two most recent fiscal years and any subsequent
interim period preceding the date of dismissal, Larrowe's report on the
financial statements of the Registrant for either of the past two years did not
contain an adverse opinion of a disclaimer of opinion and was not qualified or
modified as to uncertainty, audit scope or accounting principles.

         In addition, during the Registrant's two most recent fiscal years, and
any subsequent interim period preceding the date of dismissal, there were no
disagreements with Larrowe on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope of procedure, which
disagreements, if not resolved to Larrowe's satisfaction, would have caused it
to make reference in connection with its report to the subject matter of the
disagreement. Larrowe was provided with a copy of this report and furnished a
letter to the Registrant addressed to the U.S. Securities and Exchange
Commission that Larrowe agreed with the statements made by the Registrant. Such
letter is attached as an exhibit to this report.

         On August 18, 2003, the Audit Committee of the Registrant recommended,
approved and appointed Dixon Odom PLLC ("Dixon") as the Registrant's independent
accountant to audit the Registrant's financial statements for the fiscal year
ending June 30, 2004. Effective as of that date, the Audit Committee formally
engaged Dixon as the Registrant's independent accountant for the fiscal year
ending June 30, 2004.

         The Registrant has not consulted the newly engaged accountant regarding
either the application of accounting principles to a specified transaction
either completed or proposed, the type of audit opinion that might be rendered
on the Registrant's financial statements or any matter that was either the
subject of a disagreement or a reportable event as described in Item 304(a)(1)
of Regulation S-K.

ITEMS 5-6.        NOT APPLICABLE.

ITEM 7.           FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
                  EXHIBITS
(c)               The following exhibit is filed with this Report:

Exhibit No.       Description
- -----------       -----------

16                Letter re: Change in Certifying Accountant.

ITEMS 8-12.       NOT APPLICABLE.






                                   SIGNATURES

         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.



                                   AF FINANCIAL GROUP




                                   By: /s/ James A. Todd
                                       --------------------------
                                   Name:   James A. Todd
                                   Title:  President and Chief Executive Officer

Date: August 20, 2003







                                  EXHIBIT INDEX



     EXHIBIT NO.                                    DESCRIPTION
     -----------                                    -----------
          16                        Letter re: Change in Certifying Accountant

EX-16

                       [LARROWE & COMPANY, PLC LETTERHEAD]


August 20, 2003

AF Financial Group
21 East Ashe Street
West Jefferson, North Carolina 28694

Securities and Exchange Commission
Washington, DC 20549

We were previously the independent accountants for AF Financial Group, and on
July 25, 2003, we reported on the consolidated financial statements of AF
Financial Group and subsidiaries as of and for the years ended June 30, 2003 and
2002. On August 18, 2003, the Board of Directors of AF Financial Group declined
to reappoint us as the independent accountants of AF Financial Group for the
fiscal year ended June 30, 2004.

We have read AF Financial Group's statements included under Item 4 of its Form
8-K dated August 20, 2003, and we agree with such statements.



/s/ Larrowe & Company, PLC