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 28, 2002.


KEY3MEDIA GROUP, INC.
(Exact name of registrant as specified in its charter)

Delaware
(State or other Jurisdiction
of incorporation) 1-16061
(Commission File
Number) 95-4799962
(IRS Employer
Identification No.)

5700 Wilshire Blvd., Suite 325
Los Angeles, CA 90036
(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (323) 954-6000


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

ITEM 5. OTHER EVENTS.

By letter dated August 28, 2002, G. Andrea Botta resigned as a director of Key3Media Group, Inc. Mr. Botta did not give any reasons for his resignation.

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 hereunto duly authorized.

	KEY3MEDIA GROUP, INC.
Dated: August 29, 2002	By:	/s/ Peter B. Knepper
		Name: Title:	Peter B. Knepper Executive Vice President and Chief Financial Officer