<PAGE>

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB
(Mark One)

[X]      QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
         ACT OF 1934

                  FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2004

[ ]      TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

       For the transition period from ________________ to _______________

                                    000-24835
                            (Commission file number)

                               LEGEND MOBILE, INC.
        (Exact name of small business issuer as specified in its charter)

                DELAWARE                                    38-3399098
      (State or other jurisdiction                         (IRS Employer
    of incorporation or organization)                   Identification No.)

          777 EISENHOWER PARKWAY, SUITE 102, ANN ARBOR, MICHIGAN 48108
                    (Address of principal executive offices)

                                 (734) 389-0270
                           (Issuer's telephone number)

                                       N/A
              (Former name, former address and former fiscal year,
                         if changed since last report)

Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. Yes [X] No [ ]

   State the number of shares outstanding of each of the issuer's classes of
               common equity, as of the latest practicable date:
           As of August 13, 2004 - 15,663,403 shares of common stock

Transitional Small Business Disclosure Format (check one): Yes [ ] No [X]



<PAGE>

                               LEGEND MOBILE, INC.
                                      INDEX

                                                                           Page
                                                                          Number
                                                                          ------

PART I.    FINANCIAL INFORMATION                                             2

Item 1.    Financial Statements                                              2

           Consolidated Balance Sheet as of June 30, 2004 (unaudited)        2

           Consolidated Statements of Operations for the
           three and six months ended June 30, 2004 and 2003 (unaudited)     3

           Consolidated Statements of Cash Flows for the
           six months ended June 30, 2004 and 2003 (unaudited)               4

           Notes to Consolidated Financial Statements (unaudited)            5

Item 2.    Management's Discussion and Analysis                              9

Item 3.    Controls and Procedures                                          11

PART II.   OTHER INFORMATION                                                11

Item 1.    Legal Proceedings                                                11

Item 2.    Change in Securities                                             11

Item 3.    Defaults Upon Senior Securities                                  12

Item 4.    Submission of Matters to a Vote of Security Holders              12

Item 5.    Other Information                                                12

Item 6.    Exhibits and Reports on Form 8-K                                 13

SIGNATURES                                                                  14

                                        1



<PAGE>

PART I.  FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

                       LEGEND MOBILE, INC. AND SUBSIDIARY
                           CONSOLIDATED BALANCE SHEET

                                                                       JUNE
                                                                     30, 2004
                                                                  -------------
                                                                   (unaudited)
                                     ASSETS

CURRENT ASSETS:
     Cash                                                         $        565

                                                                  -------------
TOTAL CURRENT ASSETS                                                       565
                                                                  -------------

FIXED ASSETS, NET                                                        1,214
INVESTMENT IN LEGEND CREDIT, INC                                            --
                                                                  -------------
TOTAL ASSETS                                                      $      1,779
                                                                  =============

                      LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES:
     Accounts payable                                             $    164,149
     Accrued expenses                                                  901,735
     Accrued interest                                                  239,455
     Due to related party                                               45,219
     Advances from officer                                             103,026
     License fees payable                                              200,000
     Notes payable                                                     676,250

                                                                  -------------
TOTAL CURRENT LIABILITIES                                            2,329,834

PROFIT PARTICIPATION OBLIGATION                                      1,000,000

                                                                  -------------
TOTAL LIABILITIES                                                    3,329,834
                                                                  -------------

STOCKHOLDERS' DEFICIT
     Series A Preferred Stock; $0.001 par value; 1,000,000
       shares authorized; 2,225 shares issued and outstanding               22
     Series B Convertible Preferred Stock, $0.01 par value;
       850,000 shares authorized; 850,000 shares issued and
       outstanding                                                       8,500
     Common stock; $0.001 par value; 20,000,000 shares
       authorized; 15,663,403 shares issued and outstanding             15,663
     Additional paid-in capital                                     14,410,561
     Stock subscription receivable                                    (156,300)
     Accumulated deficit                                           (17,606,501)

                                                                  -------------
TOTAL STOCKHOLDERS' DEFICIT                                         (3,328,055)
                                                                  -------------
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT                       $      1,779
                                                                  =============

                   See accompanying notes to the consolidated
                             financial statements.

                                       2



<PAGE>

<TABLE>
<CAPTION>
                                    LEGEND MOBILE, INC. AND SUBSIDIARY
                                   CONSOLIDATED STATEMENTS OF OPERATIONS

                                                  THREE MONTHS ENDED               SIX MONTHS ENDED
                                            -----------------------------   -----------------------------
                                                 JUNE            JUNE            JUNE           JUNE
                                               30, 2004        30, 2003        30, 2004       31, 2003
                                            -------------   -------------   -------------   -------------
                                             (unaudited)     (unaudited)     (unaudited)     (unaudited)

<S>                                         <C>             <C>             <C>             <C>
REVENUE                                     $         --    $      1,433    $         --    $      7,080

COST OF REVENUE                                       --             285              --           1,414

                                            -------------   -------------   -------------   -------------
GROSS PROFIT (LOSS)                                   --           1,148              --           5,666
                                            -------------   -------------   -------------   -------------

EXPENSES:
     Selling, general and administrative          72,033         109,285       1,007,699         165,894

                                            -------------   -------------   -------------   -------------
TOTAL EXPENSES                                    72,033         109,285       1,007,699         165,894
                                            -------------   -------------   -------------   -------------

LOSS FROM OPERATIONS                             (72,033)       (108,137)     (1,007,699)       (160,228)

OTHER EXPENSES:
     Interest expense and financing costs        (44,188)        (48,113)        (89,141)        (96,227)
     Equity loss in Legend Credit, Inc.           (4,016)             --         (32,948)             --
     Other income (expense), net                 105,000              --          60,000              --

                                            -------------   -------------   -------------   -------------
TOTAL OTHER EXPENSES                              56,796         (48,113)        (62,089)        (96,227)
                                            -------------   -------------   -------------   -------------

LOSS BEFORE PROVISION FOR INCOME TAXES           (15,237)       (156,250)     (1,069,788)       (256,455)

PROVISION FOR INCOME TAXES                            --              --              --              --
                                            -------------   -------------   -------------   -------------

NET LOSS                                    $    (15,237)   $   (156,250)   $ (1,069,788)   $   (256,455)
                                            =============   =============   =============   =============

BASIC AND DILUTED LOSS PER
  COMMON SHARE                              $      (0.00)   $      (0.02)   $      (0.07)   $      (0.03)
                                            =============   =============   =============   =============

WEIGHTED AVERAGE NUMBER OF
  COMMON SHARES OUTSTANDING -
  BASIC AND DILUTED                           15,663,403       8,695,843      15,126,937       8,658,002
                                            =============   =============   =============   =============

                                See accompanying notes to the consolidated
                                           financial statements.

                                                     3
</TABLE>



<PAGE>

<TABLE>
<CAPTION>
                              LEGEND MOBILE, INC. AND SUBSIDIARY
                            CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                                       SIX MONTHS ENDED
                                                                 ---------------------------
                                                                     JUNE           JUNE
                                                                   30, 2004       30, 2003
                                                                 ------------   ------------
                                                                 (unaudited)    (unaudited)
<S>                                                              <C>            <C>
CASH FLOW FROM OPERATING ACTIVITIES:
    Net loss                                                     $(1,069,788)   $  (256,455)
    Adjustment to reconcile net loss to net cash
      used in operating activities:
        Depreciation                                                   1,278          2,932
        Issuance of shares for services                              884,759             --
        Issuance of warrants for services/financing costs              4,612         15,235
        Income (expense) for repricing of options and warrants       (60,000)        20,390
        Equity loss in Legend Credit, Inc.                            32,948             --
    Changes in operating assets and liabilities:
      Other receivables                                                   --         30,610
      Accounts payable                                                (7,118)        16,706
      Accrued expenses                                                95,028         75,586
      Accrued interest                                                39,500         39,499

                                                                 ------------   ------------
Net cash used in operating activities                                (78,781)       (55,497)
                                                                 ------------   ------------

CASH FLOW FROM FINANCING ACTIVITIES:
    Change in cash overdraft                                              --            110
    Advances from officer, net                                        62,550         18,387
    Advances from related party                                       16,137             --
    Proceeds from private placement offerings of common stock             --         37,000

                                                                 ------------   ------------
Net cash provided by financing activities                             78,687         55,497
                                                                 ------------   ------------

DECREASE IN CASH                                                         (94)            --

CASH, Beginning of Period                                                659             --
                                                                 ------------   ------------

CASH, End of Period                                              $       565    $        --
                                                                 ============   ============

SUPPLEMENTAL DISCLOSURES OF CASH FLOWS INFORMATION:

    Interest paid                                                $        --    $        --
                                                                 ============   ============
    Income taxes paid                                            $        --    $        --
                                                                 ============   ============

                          See accompanying notes to the consolidated
                                    financial statements.

                                              4
</TABLE>



<PAGE>

                       LEGEND MOBILE, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

NOTE 1 - BASIS OF PRESENTATION

The unaudited consolidated financial statements have been prepared by Legend
Mobile, Inc. (the "Company") pursuant to the rules and regulations of the
Securities and Exchange Commission. The information furnished herein reflects
all adjustments (consisting of normal recurring accruals and adjustments), which
are in the opinion of management, necessary to fairly present the operating
results for the respective periods. Certain information and footnote disclosures
normally present in annual consolidated financial statements prepared in
accordance with accounting principles generally accepted in the United States of
America have been omitted pursuant to such rules and regulations. These
consolidated financial statements should be read in conjunction with the audited
consolidated financial statements and footnotes for the year ended December 31,
2003 included in the Company's Annual Report on Form 10-KSB. The results of the
six months ended June 30, 2004 are not necessarily indicative of the results to
be expected for the full year ending December 31, 2004.

The Company was incorporated in Delaware on January 13, 1998 and is the
successor to Interactive Entertainment Studio, Inc. (IES). IES was incorporated
in the State of Nevada on May 27, 1997 and was merged into the Company in March
1998 for the sole purpose of changing the domicile of the Company to Delaware.
This merger was retroactively reflected in the December 31, 1997 financial
statements. On June 27, 2002, the Company filed a Certificate of Amendment to
its Certificate of Incorporation to amend the Company's name from PTN Media,
Inc. to Legend Mobile, Inc.

In July 1999, the Company formed Legend Studios, Inc. (formerly
FragranceDirect.com, Inc.) ("Legend Studios"), a majority owned subsidiary.
Through this entity, the Company sold fragrance products over the Internet and
is currently looking to buy radio and television stations.

The Company is a developer and marketer of branded mobile phone products,
including faceplates, phone accessories, SMS services, and mobile data
applications. Through the Company's 40% owned subsidiary Legend Credit, Inc.,
(formerly PTN Wireless, Inc. ("Legend Credit"), the Company also develops and
markets stored value cards, including gift cards bearing the Visa and Mastercard
logo. The Company derives limited revenues from the sale of covers for mobile
phones. The Company's suppliers require it to purchase these products and resell
them to consumers and wholesalers. The Company created products under its
licenses from athletes, entertainers, and popular trademarks. The Company also
sells a NASCAR-themed, SMS-based text messaging service called "Racemobile.com".
The Company also is seeking to sell mobile application software either via
over-the-air download or bundled with a particular mobile phone. These
applications may be sold as a subscription or as a single download. The Company
has entered into an agreement with the American Society of Composers, Authors
and Publishers ("ASCAP") for the licensing of ringtones for mobile phones. ASCAP
maintains the rights to 8 million copyrighted musical works.

In February 2001, the Company formed Legend Credit as a wholly owned subsidiary.
On April 1, 2003, Mr. Peter Klamka, CEO of the Company, contributed the rights
to an affinity credit card business valued at $37,000 to Legend Credit. Mr.
Klamka's contribution has been determined pursuant to Accounting Principles
Board Opinion No. 29, "Nonmonetary Transactions," using his cost basis in the
investment, which is the most readily determinable cost. In exchange for this
contribution, Legend Credit issued to Mr. Peter Klamka 60% of the issued and
outstanding shares of Legend Credit common stock and the Company issued to Mr.
Klamka 850,000 shares of Series B convertible preferred stock. These issuances
were valued at $22,200 and $14,800, respectively. The Company retains a 40%
minority interest in Legend Credit which is accounted for using the equity
method.

                                       5



<PAGE>

                       LEGEND MOBILE, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

On June 28, 2004, the Company, through its Legend Studios subsidiary, entered
into a definitive agreement to begin operating seven radio stations owned by
Quorum Radio Partners, Inc. and Quorum Radio Partners of Virginia, Inc. Under
the terms of the agreement, Legend Studios will operate for a 12-month term,
beginning July 1, 2004, seven stations located in Virginia, West Virginia and
Missouri. Legend Studios will recognize all of the revenue generated from the
Advertising that they sell, which management projects will be $1,500,000 for
the current calendar year. The Company will begin reporting revenue from the
operations of these radio stations during the third quarter of 2004.

The accompanying consolidated financial statements have been prepared in
conformity with accounting principles generally accepted in the United States of
America, which contemplate continuation of the Company as a going concern. The
Company incurred a net loss for the six months ended June 30, 2004 of $1,069,788
and at June 30, 2004, had an accumulated deficit of $17,606,501 and a working
capital deficit of $2,329,269. In addition, the Company generates minimal
revenue from its operations and is in default on the payment of note payable and
license fee payable obligations. These conditions raise substantial doubt as to
the Company's ability to continue as a going concern. These consolidated
financial statements do not include any adjustments that might result from the
outcome of this uncertainty. These consolidated financial statements do not
include any adjustments relating to the recoverability and classification of
recorded asset amounts, or amounts and classification of liabilities that might
be necessary should the Company be unable to continue as a going concern.

The Company plans to take the following steps that it believes will be
sufficient to provide the Company with the ability to continue in existence. The
Company recently entered into a definitive agreement to operate seven radio
stations. The Company will generate revenue and be responsible for paying for
the expenses to operate these radio stations. The Company is also seeking
additional equity capital to expand its cellular phones faceplates, mobile data
services, and mobile applications businesses.

The accounting policies followed by the Company are set forth in Note 1 to the
Company's consolidated financial statements included in its annual report on
Form 10-KSB for the year ended December 31, 2003 and which is incorporated
herein by reference. Specific reference is made to this report for a description
of the Company's securities and the notes to the financial statements included
therein.

NOTE 2 - STOCK OPTIONS

The Company has adopted only the disclosure provisions of SFAS No. 148 and 123,
"Accounting for Stock-Based Compensation." It applies Accounting Principles
Bulletin ("APB") Opinion No. 25, "Accounting for Stock Issued to Employees," and
related interpretations in accounting for its Stock Option Plan and does not
normally recognize compensation expense for its Stock Option Plan other than for
restricted stock and options issued to outside third parties. If the Company had
elected to recognize compensation expense for options issued to employees based
upon the fair value at the grant date for awards under the Stock Option Plan
consistent with the methodology prescribed by SFAS No. 123, the Company's net
loss and loss per share would be reduced to the pro forma amounts indicated
below for the six months ended June 30, 2004 and 2003:

                                                       2004            2003
                                                       ----            ----
         Net loss, as reported                    $(1,069,788)    $  (256,455)
         Compensation recognized under APB 25              --              --
         Compensation recognized under SFAS 123            --         (37,310)
                                                  ------------    ------------
         Pro forma net loss                       $(1,069,788)    $  (293,765)
                                                  ============    ============
         Loss per share:
           Basic and diluted, as reported         $     (0.07)    $     (0.03)
           Basic and diluted, pro forma           $     (0.07)    $     (0.03)

                                       6



<PAGE>

                       LEGEND MOBILE, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

The fair value for these options was estimated at the date of grant using a
Black-Scholes option pricing model with the following weighted-average
assumptions for 2003: risk-free interest rate of 3.5%; dividend yields of 0%;
volatility factors of the expected market price of the Company's common stock of
134%; and a weighted average expected life of the option of 3 years.

The Black-Scholes option valuation model was developed for use in estimating the
fair value of traded options which have no vesting restrictions and are fully
transferable. In addition, option valuation models require the input of highly
subjective assumptions including the expected stock price volatility. Because
the Company's employee stock options have characteristics significantly
different from those of traded options, and because changes in the subjective
input assumptions can materially affect the fair value estimate, in management's
opinion, the existing models do not necessarily provide a reliable single
measure of the fair value of employee stock options.

In April 2003, the Company repriced certain options. In accordance with FIN 44
due to the recent decline in the Company's stock price, the Company recognized a
gain of $60,000 during the six months ended June 30, 2004 as a result of the
intrinsic value of these repriced options declining.

NOTE 3 - COMMON STOCK

During the six months ended June 30, 2004, the Company issued 3,621,174 shares
of common stock for services valued at $884,759. The value was determined using
the market value of the Company's stock at the date the shares were issued.

NOTE 4 - PROFIT PARTICIPATION OBLIGATION

As of June 30, 2004, due to the lack of communication with the holder of this
profit participation obligation, the Company continues to show this obligation
on its consolidated balance sheet. As the Company has discontinued the sale of
Palm products and does not expect to sell them in the future, the Company is
attempting to determine how this obligation will be settled. Until such time as
this matter is resolved, the Company will continue to show this obligation on
its consolidated balance sheet.

NOTE 5 - EARNINGS (LOSS) PER SHARE

The Company reports earnings (loss) per share in accordance with SFAS No. 128,
"Earnings per Share." Basic earnings (loss) per share is computed by dividing
income (loss) available to common shareholders by the weighted average number of
common shares available. Diluted earnings (loss) per share is computed similar
to basic earnings (loss) per share except that the denominator is increased to
include the number of additional common shares that would have been outstanding
if the potential common shares had been issued and if the additional common
shares were dilutive. Diluted earnings (loss) per share has not been presented
since the effect of the assumed conversion of options and warrants to purchase
common shares would have an anti-dilutive effect. The following potential common
shares have been excluded from the computation of diluted net loss per share for
the six ended June 30, 2004 and 2003 because the effect would have been
anti-dilutive:

                                       7



<PAGE>

                       LEGEND MOBILE, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

                                                       2004         2003
                                                   -----------  -----------
         Conversion of Series A preferred stock        44,500       44,500
         Conversion of Series B convertible
             preferred stock                        8,500,000           --
         Stock options issued to employees
             and consultants under the Company's
             stock option plan                      1,150,000    1,150,000
         Warrants issued to officers                  231,000      231,000
         Warrants issued for services                 450,000      650,000
         Warrants issued with note conversion         300,000      500,000
         Warrants issued for penalty/interest         298,000      126,000
         Warrants issued with notes                    80,000      180,000
                                                   -----------  -----------
                                                   11,053,500    2,881,500
                                                   ===========  ===========

NOTE 6 - INVESTMENT IN LEGEND CREDIT, INC.

The Company has a 40% minority interest in Legend Credit which is accounted for
using the equity method. During the six months ended June 30, 2004, 40% of
Legend Credit's net loss exceeded Legend Mobile's investment in Legend Credit.
Management has determined that based on the common control of these entities
through Mr. Peter Klamka's majority ownership in both, the excess losses should
be reflected as part of due to related party in the accompanying balance sheet
since these two entities are both controlled by Mr. Peter Klamka. Summary
financial information of Legend Credit as of and for the six months ended June
30, 2004 is below:

         Cash                                         $      54
         Total current assets                         $  32,871
         Total assets                                 $  35,179
         Total current liabilities                    $ 100,553
         Total stockholders' deficit                  $ (65,374)

         Revenue                                      $  28,760
         Gross profit                                 $   4,400
         Net loss                                     $ (82,369)

NOTE 7 - RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

In December 2003, the Securities and Exchange Commission ("SEC") issued Staff
Accounting Bulletin ("SAB") No. 104, "Revenue Recognition." SAB 104 supersedes
SAB 101, "Revenue Recognition in Financial Statements." SAB 104's primary
purpose is to rescind accounting guidance contained in SAB 101 related to
multiple element revenue arrangements, superseded as a result of the issuance of
EITF 00-21, "Accounting for Revenue Arrangements with Multiple Deliverables."
Additionally, SAB 104 rescinds the SEC's Revenue Recognition in Financial
Statements Frequently Asked Questions and Answers ("the FAQ") issued with SAB
101 that had been codified in SEC Topic 13, Revenue Recognition. Selected
portions of the FAQ have been incorporated into SAB 104. While the wording of
SAB 104 has changed to reflect the issuance of EITF 00-21, the revenue
recognition principles of SAB 101 remain largely unchanged by the issuance of
SAB 104, which was effective upon issuance. The adoption of SAB 104 did not
impact the consolidated financial statements.

                                       8



<PAGE>

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS

Forward looking statements
--------------------------

This report contains certain forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. Shareholders are cautioned that all
forward-looking statements involve risks and uncertainty, including without
limitation, our ability to generate revenue by acquiring radio stations and
selling branded gift cards. Although we believe the assumptions underlying the
forward-looking statements contained herein are reasonable, any of the
assumptions could be inaccurate, and therefore, there can be no assurance that
the forward-looking statements contained in the report will prove to be
accurate.

General
-------

The following discussion and analysis should be read in conjunction with our
consolidated financial statements and related footnotes for the year ended
December 31, 2003 included in our Annual Report on Form 10-KSB. The discussion
of results, causes and trends should not be construed to imply any conclusion
that such results or trends will necessarily continue in the future.

We were incorporated in Delaware on January 13, 1998 and are the successor to
Interactive Entertainment Studio, Inc. (IES). IES was incorporated in the State
of Nevada on May 27, 1997 and was merged into us in March 1998 for the sole
purpose of changing the domicile of the company to Delaware. This merger was
retroactively reflected in the December 31, 1997 financial statements. On June
27, 2002 we changed our name to Legend Mobile, Inc.

We are a developer and marketer of branded mobile phone products including
faceplates, phone accessories, SMS services, and mobile data applications.
Through our 40% subsidiary Legend Credit, Inc., we also develop and market
stored value cards including gift cards bearing the Visa and Mastercard logo. We
derive limited revenues from the sale of covers for mobile phones. Our suppliers
require us to purchase these products and resell them to consumers and
wholesalers. We created products under our licenses from athletes, entertainers,
and popular trademarks. We also sell a NASCAR-themed, SMS-based text messaging
service called "Racemobile.com". We also are seeking to sell mobile application
software either via over-the-air download or bundled with a particular mobile
phone. These applications may be sold as a subscription or as a single download.
We have entered into an agreement with the American Society of Composers,
Authors and Publishers for the licensing of ringtones for mobile phones. ASCAP
maintains the rights to 8 million copyrighted musical works.

We recently, through our Legend Studios subsidiary, entered into a definitive
agreement to begin operating seven radio stations owned by Quorum Radio
Partners, Inc. and Quorum Radio Partners of Virginia, Inc. Under the terms of
the agreement, Legend Studios will operate for a 12-month term, seven stations
located in Virginia, West Virginia and Missouri. Legend Studios will recognize
all of the revenue generated from the advertising we sell, which we project
will be $1,500,000 for the current calendar year. We will begin reporting
revenue from the operations of these radio stations during the third quarter
of 2004.

Since our inception, we have incurred net losses of $17,606,501 and at June 30,
2004, current liabilities exceeded current assets by $2,329,269. In addition, we
generate minimal revenue from our operations and are in default on the payment
of notes payable and license fee payable obligations. We may be unable to
continue in existence unless we are able to arrange additional financing and
achieve profitable operations. We plan to raise additional capital and expect to
generate revenue from the operations of the seven radio stations.

                                       9



<PAGE>

Our business model is to grow in the area of mobile handsets and mobile
applications. This business model includes seeking to obtain licenses with
well-known motor sports and entertainment figures, develop large promotional
programs that permit us to market our products more effectively and develop
other distribution channels.

We recently entered into a definitive agreement to operate seven radio stations.
We will generate revenue and be responsible for paying for the expenses to
operate these radio stations.

Significant Accounting Policies and Estimates
---------------------------------------------

Management's Discussion and Analysis of Financial Condition and Results of
Operations discusses the Company's consolidated financial statements, which have
been prepared in accordance with accounting principles generally accepted in the
United States of America. The preparation of these financial statements requires
management to make estimates and assumptions that affect the reported amounts of
assets and liabilities at the date of the financial statements and the reported
amounts of revenues and expenses during the reporting period. Management bases
its estimates and judgments on historical experiences and on various other
factors that are believed to be reasonable under the circumstances, the results
of which form the basis for making judgments about the carrying value of assets
and liabilities that are not readily apparent from other sources. Actual results
may differ from these estimates under different assumptions or conditions. The
most significant accounting estimates inherent in the preparation of the
Company's financial statements relate to the allowance for doubtful accounts.
These accounting policies are described at relevant sections in this discussion
and analysis and in the notes to the consolidated financial statements included
in our Annual Report on Form l0-KSB for the year ended December 31, 2003.

Results of Operations
---------------------

Three months ended June 30, 2004 vs. June 30, 2003

Revenue for the three months ended June 30, 2004 decreased by $1,433 or 100%
from $1,433 for the three months ended June 30, 2003 to $0 for the three months
ended June 30, 2004. Revenue for the three months ended June 30, 2003 was
principally from the sale of faceplates for cellular phones. We had no sales for
the three months ended June 30, 2004.

Cost of revenue for the three months ended June 30, 2004 decreased by $285 or
100% from $285 for the three months ended June 30, 2003 to $0 for the three
months ended June 30, 2004. Cost of revenue as a percentage of revenue was 19.9%
for the three months ended June 30, 2004. We incurred no costs of revenue during
the three months ended June 30, 2004 as we did not generate any sales during
this period.

Selling, general and administrative expenses for the three months ended June 30,
2004 decreased by $37,252 or 34.1% from $109,285 for the three months ended June
30, 2003 to $72,033 for the three months ended June 30, 2004. The decrease in
selling, general and administrative expenses is due to a general reduction in
expenses since we are operating with minimal cash.

Interest expense and financing costs for the three months ended June 30, 2004
decreased by $3,925 or 8.3% from $48,113 for the three months ended June 30,
2003 to $44,188 for the three months ended June 30, 2004. We continue to accrue
interest on our outstanding notes payable obligations and other obligations.

Equity loss in Legend Credit was $4,016 for the three months ended June 30,
2004. We own a 40% interest in Legend Credit, which started selling Hilary Duff
Visa gift card in October 2003. We account for Legend Credit using the equity
method and have recorded 40% of Legend Credit's loss in our consolidated
statements of operations.

                                       10



<PAGE>

Other income of $105,000 for the three months ended June 30, 2004 related to the
decrease in the intrinsic value of certain warrants that were repriced in April
2003. In accordance with FIN 44 due to the recent decline in our stock price, we
recognized a gain of $105,000 during the three months ended June 30, 2004 as a
result of the intrinsic value of these repriced options declining.

Six months ended June 30, 2004 vs. June 30, 2003

Revenue for the six months ended June 30, 2004 decreased by $7,080 or 100% from
$7,080 for the six months ended June 30, 2003 to $0 for the six months ended
June 30, 2004. Revenue for the six months ended June 30, 2003 was principally
from the sale of faceplates for cellular phones. We had no sales for the six
months ended June 30, 2004.

Cost of revenue for the six months ended June 30, 2004 decreased by $1,414 or
100% from $1,414 for the six months ended June 30, 2003 to $0 for the six months
ended June 30, 2004. Cost of revenue as a percentage of revenue was 20% for the
six months ended June 30, 2004. We incurred no costs of revenue during the six
months ended June 30, 2004 as we did not generate any sales during this period.

Selling, general and administrative expenses for the six months ended June 30,
2004 increased by $841,805 or 507% from $165,894 for the six months ended June
30, 2003 to $1,007,699 for the six months ended June 30, 2004. The significant
increase in selling, general and administrative expenses is due to the payment
of certain professional fees with shares of the Company's stock. During the six
months ended June 30, 2004, we issued 3,621,174 shares of common stock for
services valued at $884,759.

Interest expense and financing costs for the six months ended June 30, 2004
decreased by $7,086 or 7.4% from $96,227 for the six months ended June 30, 2003
to $89,141 for the six months ended June 30, 2004. We continue to accrue
interest on our outstanding notes payable obligations and other obligations.

Equity loss in Legend Credit was $32,948 for the six months ended June 30, 2004.
We own a 40% interest in Legend Credit, which started selling Hilary Duff Visa
gift card in October 2003. We account for Legend Credit using the equity method
and have recorded 40% of Legend Credit's loss in our consolidated statements of
operations.

Other income of $60,000 for the six months ended June 30, 2004 related to the
decrease in the intrinsic value of certain warrants that were repriced in April
2003. In accordance with FIN 44 due to the recent decline in our stock price, we
recognized a gain of $60,000 during the six months ended June 30, 2004 as a
result of the intrinsic value of these repriced options declining.

LIQUIDITY AND CAPITAL RESOURCES

We have incurred net losses since our inception of $17,606,501. In order for us
to continue in existence, we will have to raise additional capital through the
sale of equity or debt or generate sufficient profits from operations, or a
combination of both.

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<PAGE>

ITEM 3. CONTROLS AND PROCEDURES

As required by SEC rules, we have evaluated the effectiveness of the design and
operation of our disclosure controls and procedures at the end of the period
covered by this report. This evaluation was carried out under the supervision
and with the participation of our management, including our principal executive
officer and principal financial officer. Based on this evaluation, these
officers have concluded that the design and operation of our disclosure controls
and procedures are effective. There were no changes in our internal control over
financial reporting or in other factors that have materially affected, or are
reasonably likely to materially affect, our internal control over financial
reporting.

Disclosure controls and procedures are our controls and other procedures that
are designed to ensure that information required to be disclosed by us in the
reports that we file or submit under the Exchange Act is recorded, processed,
summarized and reported, within the time periods specified in the SEC's rules
and forms. Disclosure controls and procedures include, without limitation,
controls and procedures designed to ensure that information required to be
disclosed by us in the reports that we file under the Exchange Act is
accumulated and communicated to our management, including principal executive
officer and principal financial officer, as appropriate, to allow timely
decisions regarding required disclosure.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

None

ITEM 2. CHANGE IN SECURITIES

None

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

Not applicable

ITEM 5. OTHER INFORMATION

Not applicable

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<PAGE>

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)      Exhibits

31.1     Certification of the Chief Executive Officer and Chief Financial
         Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to
         Section 302 of the Sarbanes-Oxley Act of 2002

32.1     Certification of the Chief Executive Officer and Chief Financial
         Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to
         Section 906 of the Sarbanes-Oxley Act of 2002

(b)      Reports on Form 8-K

None

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<PAGE>

                                   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.

                              LEGEND MOBILE, INC.

August 23, 2004               By: /s/ Peter Klamka
                                  ---------------------------------
                                  Peter Klamka, Chief Executive and
                                  Principal Accounting Officer

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