UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



FORM 10QSB



QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934



FOR THE PERIOD ENDED:  December 31, 2002



COMMISSION FILE NUMBER: 000-30230



INTERACTIVE MULTIMEDIA NETWORK, INC.

------------------------------------------------------

(Exact name of registrant as specified in its charter)



DELAWARE                                            65-0488983

-------------------------------                            ---------------

(State or other jurisdiction of                           (IRS Employer

incorporation or organization)                             Identification No.)



3163 KENNEDY BOULEVARD, JERSEY CITY, NEW JERSEY 07306

------------------------------------------------------------

(Address, including zip code, of principal executive offices)



(201) 217-4137

---------------------------------------------------

(Registrant's telephone number, including area code)



Indicate by check mark whether the registrant  (1) has filed all  documents and

reports required to be filed by Sections 13 or 15(d) of the Securities Exchange

Act of 1934 during the preceding 12 months (or for such shorter period that the

registrant was required to file such reports), and (2) has been subject to such

filings for the past 90 days.



YES  (X)     NO   ( )



APPLICABLE ONLY TO CORPORATE ISSUERS:



As of December 31, 2002 the number of the Company's shares of par value $.001

common stock outstanding was 9,647,079.































1

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INTERACTIVE MULTIMEDIA NETWORK, INC.

FORM 10-QSB

December 31, 2002



INDEX



Part I - FINANCIAL INFORMATION



Item 1 - Financial Statements



Balance Sheet.........................................................3



Statements of Operation...............................................4



Statements of Cash Flow...............................................5



Notes to Financial Statements.........................................6



Item 2 - Management's Discussion and Analysis of Financial

Condition and Results of Operations..........................8



PART II - OTHER INFORMATION.......................................... 9



SIGNATURES...........................................................10



































































2

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INTERACTIVE MULTIMEDIA NETWORK, INC.

FORM 10-QSB

December 31, 2002



Part I - FINANCIAL INFORMATION



Item 1 - Financial Statements



|INTERACTIVE MULTIMEDIA NETWORK, INC.
CONSOLIDATED BALANCE SHEET
(UNAUDITED)
|---------------------------------------------------------------------------

| | 
| | 
| | 

| |  |                  
| |  | -----------------
| |  | December 31,
2002

|Assets | 
|------ | 

| |  | 
| |  | 

|Current Assets | 
|-------------- | 

| | Cash and cash equivalents | $     1,283
| | ------------------------- | -----------
| | Accounts Receivable       | 3,000      
| | Inventory                 | 60,597     
| |                           |            
| | Total current assets      | 64,880     

|Property and equipment, net | 44,071 
|--------------------------- | -------
|Investment in affiliates    | 135,100

| |              |        
| | ------------ | -------
| | Total assets | 244,052
| |              |        

|Liabilities and Shareholder's Equity | 
|------------------------------------ | 
|                                     | 
|Current Liabilities                  | 

| | Accounts payable                                | 507,371
| | ----------------------------------------------- | -------
| | Other current liabilities                       | 317,766
| |                                                 |        
| | Total current liabilities                       | 825,136
| | Other Liabilities (principally related parties) | 82,009 
| |                                                 |        

|Minority Interest | (1,627)
|----------------- | -------

| |  | 
| |  | 

|Shareholder's Equity | 
|-------------------- | 

| | Preferred Stock, $.001 par value; authorized 5,000,000 | -           
| | ------------------------------------------------------ | ------------
| | shares: issued and outstanding none in 2002            |             
| | Common Stock, $.001 par value; authorized              | 9,850       
| | 25,000,000 shares; issued and outstanding 9,850,211    |             
| | Paid in Capital                                        | 2,677,719   
| | Common Stock options; 2,000,000 issued and outstanding | 330,000     
| | Accumulated Deficit                                    | (3,679,035) 
| |                                                        |             
| | Total Shareholder's Equity/(Deficit)                   | (661,467)   
| |                                                        |             
| | Total liabilities and shareholder's equity             | $    244,052





Read the accompanying significant accounting notes to financial statements, which are an integral part of this financial statement.

3

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|INTERACTIVE MULTIMEDIA NETWORK, INC.
CONSOLIDATED STATEMENT OF OPERATIONS
FOR THE THREE AND NINE MONTHS ENDED DECEMBER 31, 2002 AND 2001
|----------------------------------------------------------------------------------------------------------------------------------------
|                                                                                                                                        

| | Three months ended |  | Nine months ended
| | ------------------ |  | -----------------

|                                                         | December 31, 2002 |  | December 31, 2001 |  | December 31, 2002 |  | December 31, 2001
|-------------------------------------------------------- | ----------------- |  | ----------------- |  | ----------------- |  | -----------------
|                                                         | (Unaudited)       |  | (Unaudited)       |  | (Unaudited)       |  | (Unaudited)      
|                                                         |                   |  |                   |  |                   |  |                  
|Revenue                                                  | $26,020           |  | $-                |  | $35,648           |  | $45,000          
|Cost of Revenue                                          | (3,760)           |  | -                 |  | 2,973             |  | 4,500            
|Gross Profit                                             | 29,780            |  | -                 |  | 32,675            |  | 40,500           
|                                                         |                   |  |                   |  |                   |  |                  
|Operating expenses:                                      |                   |  |                   |  |                   |  |                  
|Marketing                                                | 795               |  | -                 |  | 7,916             |  | -                
|Research & development                                   | -                 |  | -                 |  | 60,000            |  | -                
|Consulting services                                      | 19,813            |  | -                 |  | 79,813            |  | -                
|Rent                                                     | 300               |  | (3,431)           |  | 900               |  | 900              
|Payroll and related benefits                             | -                 |  | 500               |  | -                 |  | 4,500            
|Selling, general and administrative expenses             | 17,643            |  | 17,339            |  | 48,366            |  | 46,957           
|Total operating expenses                                 | 38,551            |  | 14,408            |  | 196,995           |  | 52,357           
|                                                         |                   |  |                   |  |                   |  |                  
|Income(Loss) before other income (expense)               | (8,771)           |  | (14,408)          |  | (164,320)         |  | (11,857)         
|                                                         |                   |  |                   |  |                   |  |                  
|Other income (expense):                                  |                   |  |                   |  |                   |  |                  
|Interest income                                          | -                 |  | -                 |  | -                 |  | -                
|Interest expense (principally related party)             | (1,833)           |  | (1,279)           |  | (5,360)           |  | (3,837)          
|Other income                                             |                   |  |                   |  |                   |  |                  
|Gain on disposal of asset                                |                   |  | -                 |  |                   |  | 16,000           
|Total other income (expense)                             | (1,833)           |  | (1,279)           |  | (5,360)           |  | 12,163           
|                                                         |                   |  |                   |  |                   |  |                  
|Income from continuing operations                        | (10,604)          |  | (15,687)          |  | (169,680)         |  | 306              
|                                                         |                   |  |                   |  |                   |  |                  
|Discontinued operations:                                 |                   |  |                   |  |                   |  |                  
|Income (Loss) from operations of discontinued subsidiary | -                 |  | (46,412)          |  | -                 |  | (159,017)        
|                                                         |                   |  |                   |  |                   |  |                  
|Net income/(Loss) before minority interest               | (10,604)          |  | (62,099)          |  | (169,680)         |  | (158,711)        
|                                                         |                   |  |                   |  |                   |  |                  
|Minority interest in net income/(loss) of subsidiary     | -                 |  | -                 |  | (1,627)           |  | -                
|                                                         |                   |  |                   |  |                   |  |                  
|Net Loss                                                 | (10,604)          |  | (62,099)          |  | (168,053)         |  | (158,711)        
|                                                         |                   |  |                   |  |                   |  |                  
|Basic weighted average common shares outstanding         | 9,810,468         |  | 8,315,964         |  | 9,426,735         |  | 8,315,964        
|                                                         |                   |  |                   |  |                   |  |                  
|Basic and diluted Loss per common share                  | $(0.00)           |  | $(0.01)           |  | $(0.02)           |  | $(0.02)          











4

Read the accompanying significant accounting notes to financial statements, which are an integral part of this financial statement.



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|INTERACTIVE MULTIMEDIA NETWORK, INC.
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE NINE MONTHS ENDED DECEMBER 31, 2002 AND 2001
|------------------------------------------------------------------------------------------------------------------------------

| |  |                  
| |  | -----------------
| |  | Nine months ended

| |  | December 31, 2002 |  | December 31, 2001
| |  | ----------------- |  | -----------------
| |  | (Unaudited)       |  | (Unaudited)      

|CASH FLOWS FROM OPERATING ACTIVITIES: |  |  | 
|------------------------------------- |  |  | 

|                  |  |            |  |           
|----------------- |  | ---------- |  | ----------
|Net Income (Loss) |  | $(168,053) |  | $(158,711)

|Adjustments to reconcile net income (loss) to net cash |  |  | 
|------------------------------------------------------ |  |  | 
|used in operating activities:                          |  |  | 

| | Depreciation and amortization                      | 6,709  |  | 34,158
| | -------------------------------------------------- | ------ |  | ------
| | Issuance of stock for services                     | 82,313 |  | -     
| | Issuance of stock for research & development costs | 60,000 |  | -     
| | Accrued interest - Shareholders loan               | 5,100  |  | 3,837 
| | Office rent applied to paid in capital             | 900    |  | 900   

|Changes in Operating assets and liabilities: |  |  | 
|-------------------------------------------- |  |  | 

| | Acounts Receivable                       | (2,200) |  | (3,096) 
| | ---------------------------------------- | ------- |  | --------
| | Inventory                                | -       |  | 148,571 
| | Other Current Assets                     | -       |  | 240     
| | Other Assets                             | -       |  | 12,360  
| | Accounts Payable and Accrued Liabilities | 3,197   |  | (42,861)

|Net cash provided by/(used in) operating activities | (12,034) |  | (4,601)
|--------------------------------------------------- | -------- |  | -------

| |  |  |  | 
| |  |  |  | 

|CASH FLOWS FROM INVESTING ACTIVITIES: |  |  | 
|------------------------------------- |  |  | 

| |                                                              |         |  |  
| | ------------------------------------------------------------ | ------- |  | -
| | Sale of minority interest in subsidiary                      | 15,000  |  | -
| | Minority interest portion of net income/(loss) of subsidiary | (1,627) |  | -
| | Purchase of property and equipment                           | (4,000) |  | -

|Net cash provided by/(used in) investing activities | 9,373 |  | -
|--------------------------------------------------- | ----- |  | -

| |  |  |  | 
| |  |  |  | 

|CASH FLOWS FROM FINANCING ACTIVITIES: |  |  | 
|------------------------------------- |  |  | 

| |  |  |  | 
| |  |  |  | 

|Proceeds from: |  |  | 
|-------------- |  |  | 

| | Notes payable, principally related parties | -     |  | -    
| | ------------------------------------------ | ----- |  | -----
| | Share subscriptions collected              | -     |  | -    
| | Loans from Shareholders                    | 2,000 |  | -    
| | Issuance of stock                          | -     |  | 5,500

|Net cash provided by/(used in) financing activities | 2,000 |  | 5,500
|--------------------------------------------------- | ----- |  | -----

| |  |  |  | 
| |  |  |  | 

|Net increase (decrease) in cash and cash equivalents | (661) |  | 899
|---------------------------------------------------- | ----- |  | ---
|Cash and cash equivalents, beginning of period       | 1,944 |  | 118

| |  |  |  | 
| |  |  |  | 

|Cash and cash equivalents, end of period | $1,283 |  | $1,017
|---------------------------------------- | ------ |  | ------

|                          |  |  |  | 
|------------------------- |  |  |  | 
|Supplemental information: |  |  |  | 
|                          |  |  |  | 

|Issuance of shares 92,115 for inventory balances | 60,597 |  | 
|------------------------------------------------ | ------ |  | 

| |  |  |  | 
| |  |  |  | 

|Issuance of 250,000 shares for 90% investment in subsidiary | 135,000 |  | 
|----------------------------------------------------------- | ------- |  | 

| |  |  |  | 
| |  |  |  | 

|Issuance of 100,000 shares for security patent | 100 |  | 
|---------------------------------------------- | --- |  | 



Read the accompanying significant accounting notes to financial statements, which are an integral part of this financial statement.

5

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INTERACTIVE MULTIMEDIA NETWORK, INC.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)



NOTE 1 –BASIS OF PRESENTATION



The accompanying unaudited consolidated financial statements of Interactive Multimedia Network, Inc. have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-QSB and Article 10 of Regulation S-X.  The financial statements reflect all adjustments consisting of normal recurring adjustments which, in the opinion of management, are necessary for a fair presentation of the results for the periods shown.  Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements.



These financial statements should be read in conjunction with the audited financial statements and footnotes thereto included in Interactive Multimedia Network Inc.’s form 10-KSB as filed with the Securities and Exchange Commission.



The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and that effect the reported amounts of revenues and expenses during the reporting period.  Actual results could differ from those estimates.



NOTE 2 – REVENUE RECOGNITION



Revenues are principally from services and commissions from providing marketing plans, services related to the internet marketing arena and from sales of health related products.  Revenues from marketing and internet related activity are recognized when the services are completed.  Revenues from the sale of health related products are recognized when the product is delivered to the customer.



In December 1999, the Securities and Exchange Commission (“SEC”) issued Staff Accounting Bulletin No. 101 (“SAB 101”), “Revenue Recognition,” which provides guidance on the recognition, presentation and disclosure of revenue in financial statements filed with the SEC.  SAB 101 outlines the basic criteria that must be met to recognize revenue and provide guidance for disclosures related to revenue recognition policies.  Management believes that Interactive Multimedia Network, Inc.’s revenue recognition practices are in conformity with the guidelines of SAB 101.



NOTE 3 – NET EARNINGS/(LOSS) PER SHARE



Earnings (Loss) per common share are calculated under the provisions of SFAS No. 128, “Earnings per Share,” which establishes standards for computing and presenting earnings per share.  SFAS No. 128 requires the Company to report both basic earnings (loss) per share, which is based on the weighted-average number of common shares outstanding during the period, and diluted earnings (loss) per share, which is based on the weighted-average number of common shares outstanding plus all potential dilutive common shares outstanding.  Options and warrants are not considered in calculating diluted earnings (loss) per share since considering such items would have an anti-dilutive effect.





6

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INTERACTIVE MULTIMEDIA NETWORK, INC.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)



NOTE 4 – GOING CONCERN



The accompanying financial statements have been prepared assuming the Company will continue as a going concern.  The company reported a net loss of $168,053 (unaudited) for the nine months ended December 31, 2002.  Additional capital and/or borrowings will be necessary in order for the Company to continue in existence until attaining and sustaining profitable operations.  Management has continued to develop a strategic plan to develop a management team, maintain reporting compliance and seek new expansive areas in marketing through multiple media channels.  Management intends to seek new capital from new equity security issuance’s that will provide funds needed to increase liquidity, fund internal growth, and fully implement its business plan.



NOTE 5 – BUSINESS SEGMENT INFORMATION



The Company’s segment information has been prepared in accordance with Financial Accounting Standards Board (FASB) Statement of Financial Accounting Standards (SFAS) No. 131, “Disclosures about Segments of an Enterprise and Related Information.”  Segments were determined based on products and services provided by each segment.  Accounting policies of the segments are the same as those described in the summary of significant accounting policies.  Performance of the segments is evaluated on operating income (loss) before taxes, interest income or expense and other income or (loss).  The Company has elected to organize it businesses based principally upon products and services.   Interactive Multimedia Network, Inc. has two reportable segments:  Marketing, including services related to the internet marketing arena and sales or commissions from the sale or lease of vehicles.



For the three months ended December 31, 2002 (unaudited)

Marketing &

Internet

Health

Discontinued

Corporate

Consolidated

Services

Products

Operations

and Other

Total



Net sales to external customers

$   28,600

$     (2,580)

$       -

$      -

$     26,020

Intersegment revenues

-

-

-

-

- .

Segment operating profit (loss)

22,496

3,792

-

(36,892)

(10,604)

Segment assets

$   42,540

66,114

$       -

$ 135,100

$   243,109.



For the three months ended December 31, 2001 (unaudited)

Marketing &



Internet

Health

Discontinued

Corporate

Consolidated

Services

Products

Operations

and Other

Total



Net sales to external customers

$        -

-

$      -

$       -

$       - .

Intersegment revenues

-

-

-

-

- .

Segment operating profit (loss)

-

-

(46,412)

(15,687)

(62,099)

Segment assets

$    49,261

-

$  15,620

-

$    64,221



For the nine months ended December 31, 2002 (unaudited)

Marketing &

Internet

Health

Discontinued

Corporate

Consolidated

Services

Products

Operations

and Other

Total



Net sales to external customers

$   35,600

$      48

$       -

$      -

$     35,648

Intersegment revenues

-

-

-

-

- .

Segment operating profit (loss)

14,496

(25,739)

-

(158,437)

(169,680)

Segment assets

$   42,715

66,236

$       -

$  135,100

$    244,052.



For the nine months ended December 31,, 2001 (unaudited)

Marketing &

Internet

Health

Discontinued

Corporate

Consolidated

Services

Products

Operations

and Other

Total



Net sales to external customers

$  45,000

-

$      -

$      -

$     45,000

Intersegment revenues

-

-

-

-

-  .

Segment operating profit (loss)

40,500

-

(159,017)

(40,194)

(158,711)

Segment assets

$   49,261

-

$  15,620

$      -

$     64,881





7

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INTERACTIVE MULTIMEDIA NETWORK, INC.

FORM 10-QSB

December 31, 2002



ITEM  2.  MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  FINANCIAL  CONDITION

AND  RESULTS  OF  OPERATIONS.



Results of Operations



Three and nine months ended December 31, 2002 and 2001



During the three-month period ending December 31, 2002, the Company incurred a loss of $10,604 compared to a loss of $62,099 for the same period ended December 31, 2001. Gross profit for the three-month period ending December 31, 2002 increased by approximately $29,780 compared to the same period last year.  Operating expenses for the three-month period ending December 31, 2002 decreased by approximately $24,143 compared to the same period last year.



During the nine-month period ending December 31, 2002, the Company incurred a loss of $168,053 compared to a loss of $158,711 for the same period ended December 31, 2001. Gross profit for the nine-month period ending December 31, 2002 decreased by approximately $7,825 compared to the same period last year.  Operating expenses for the nine-month period ending December 31, 2002 increased by approximately $144,638 compared to the same period last year.



Revenues



During the three-month period ending December 31, 2002, the Company’s revenues were $26,020 compared to zero for the same period ended December 31, 2001.  The increase is due to marketing revenue in the current three month period.



During the nine-month period ending December 31, 2002, the Company’s revenues were $35,648 compared to $45,000 for the same period ended December 31, 2001. This decrease is due to less marketing revenue in the current year prior quarters.  Revenues are principally from services and commissions from providing marketing plans, services related to the internet marketing arena and sales of health related products.  Revenues from marketing and internet related activity are recognized when the services are completed.  Revenues from the sale of health products are recognized when the product is delivered to the customer.  The decrease in revenue from year to year is due to decreased in internet marketing.



Operating Expenses



During the three months ended December 31, 2002, the company incurred $38,551 in operating expenses as compared to $14,408 in the same period in 2001.  This increase is due to consulting expenses in the current three month period.



During the nine months ended December 31, 2002, the company incurred $196,995 in operating expenses as compared to $52,357 in the same period in 2001.  This increase was primarily driven in the area of research & development and consulting expenses.









8

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INTERACTIVE MULTIMEDIA NETWORK, INC.

FORM 10-QSB

December 31, 2002





Material changes in financial condition, liquidity and capital resources



At December 31, 2002, the Company had $1,283 in cash and cash equivalents.  The Company had a negative working capital of approximately $760,256 at December 31, 2002.  The Company’s operations are not generating sufficient cash to maintain its present operations.  The Company’s cash resources are determined entirely on the volume of sales and services generated and we currently cannot estimate how much they will contribute to our cash flow.  The Company has reviewed all non-essential activities and expenditures and has aggressively curtailed these items to assist in reducing the cash used in operating activities. To date we have reduced our monthly expenses drastically.  With the ceasing of operations at AutoSmart USA, our monthly expenses are currently below $5,000.  At this lower “burn rate” we believe we can continue to provide our current level or operations.  The Company has also involved itself in the health related product arena by purchasing two entities with the issuance of the Company’s stock.  These entities will allow the company to explore and develop products in the health care arena.



PART II - OTHER INFORMATION



Item 1.  Legal Proceedings.



Please  refer to  the  Form  10-KSB  filed on  August 9,  2002  for  information

regarding   any  pending   legal  proceedings   involving  the  Company  or  its

subsidiaries.  As of  the  date of this  filing,  there  have  been no  material

developments in  any of these outstanding legal proceedings.

NONE



Item 2.  Changes in Securities.



NONE



Item 3.  Defaults Upon Senior Securities.



NONE



Item 4.  Submission of Matters to a Vote of Security-Holders.



NONE



Item 5.  Other Information.



NONE



Item 6.  Exhibits and Reports on Form 8-K.



(a)      Exhibits:



(b)      Reports on Form 8-K



NONE





9

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INTERACTIVE MULTIMEDIA NETWORK, INC.FORM 10-QSB

December 31, 2002







SIGNATURES



In accordance with the  requirements of the  Security Exchange  Act of 1934, the

Registrant has caused this report to be signed on its behalf by the undersigned,

duly authorized.



INTERACTIVE MULTIMEDIA NETWORK, INC.



Date:  February 19, 2003

By: /s/ Richard J. Verdiramo

------------------------------------

Richard J. Verdiramo, President















































































10

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CERTIFICATION OF CHIEF EXECUTIVE OFFICER



I, Richard J. Verdiramo, certify that:



1.

I have reviewed this revised quarterly report on Form 10-QSB of INTERACTIVE MULTIMEDIA NETWORK, INC.;



2.

Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;



3.

Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present, in all material respects, the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;



4.

I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Securities Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:



a)

designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;

b)

evaluated the effectiveness of the registrant’s disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the “Evaluation Date”); and



c)

presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;



5.

I have disclosed, based on my most recent evaluation, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent function):



a)

all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant’s ability to record, process, summarize and report financial data and have identified for the registrant’s auditors any material weaknesses in internal controls; and

b)

any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal controls; and



6.

I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.



Date:  February 19, 2003

By: /s/ Richard J. Verdiramo

------------------------------------

Richard J. Verdiramo, President





11