U.S. 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:  DECEMBER 31, 2001

[ ]               TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE
                  EXCHANGE ACT
                  For the transition period from ______________ to _____________

                         Commission file number 0-27953

                          COLUMBUS NETWORKS CORPORATION
        (Exact name of small business issuer as specified in its charter)

                NEVADA                                98-0187538
     (State or other jurisdiction of                (IRS Employer
      incorporation or organization)              Identification No.)


      #305 - 478 BERNARD AVENUE, KELOWNA, BRITISH COLUMBIA, CANADA V1Y 6N7
                    (Address of principal executive offices)

                                 (250) 860-6476
                           (Issuer's telephone number)


                                 NOT APPLICABLE
              (Former name, former address and former fiscal year,
                          if changed since last report)

State the number of shares outstanding of each of the issuer's classes of common
                    equity, as of the last practicable date:

            23,739,323 SHARES OF COMMON STOCK, $.001 PAR VALUE, AS OF
                                DECEMBER 31, 2001

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


<PAGE>



                          COLUMBUS NETWORKS CORPORATION


                        CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)
                        (A DEVELOPMENT STAGE ENTERPRISE)


                                DECEMBER 31, 2001














                                       2
<PAGE>


COLUMBUS NETWORKS CORPORATION
(A Development Stage Enterprise)
CONSOLIDATED BALANCE SHEETS
(Expressed in United States Dollars)

================================================================================

                                                December 31,         June 30,
                                                        2001             2001
--------------------------------------------------------------------------------
                                                 (Unaudited)

ASSETS


CURRENT
    Accounts receivable                       $        40,481  $        92,412
    Receivable from directors                          10,723           20,131
    Prepaid expenses and deposits                      70,858           15,378
                                              ---------------  ---------------

    Total current assets                              122,062          127,921

FIXED ASSETS                                          179,050          112,952

WEB-SITE DEVELOPMENT                                   32,246           25,797
                                              ---------------  ---------------

TOTAL ASSETS                                  $       333,358  $       266,670
================================================================================


                                  - CONTINUED -















        The accompanying notes are an integral part of these consolidated
                              financial statements.

                                       3
<PAGE>


COLUMBUS NETWORKS CORPORATION
(A Development Stage Enterprise)
CONSOLIDATED BALANCE SHEETS
(Expressed in United States Dollars)

================================================================================
<TABLE>
<CAPTION>

                                                                                                December 31,         June 30,
                                                                                                        2001             2001
------------------------------------------------------------------------------------------------------------------------------
                                                                                                 (Unaudited)
<S>                                                                                          <C>              <C>


CONTINUED...


LIABILITIES AND STOCKHOLDERS' DEFICIENCY


CURRENT
    Cheques issued in excess of funds on deposit                                             $        22,587  $         7,084
    Accounts payable and accrued liabilities                                                         273,286          254,794
    Unearned revenue                                                                                 153,817          153,969
    Debt                                                                                              60,350           80,165
    Loans payable                                                                                         -            77,939
    Convertible promissory notes (Note 3)                                                            224,912          183,778
                                                                                             ---------------  ---------------

    Total current liabilities                                                                        734,952          757,729
                                                                                             ---------------  ---------------

COMMITMENTS (Note 6)

STOCKHOLDERS' DEFICIENCY
    Capital stock (Note 4)
       Authorized
            1,000,000 preferred shares with a par value of $0.01 per share
           50,000,000 common shares with a par value of $0.001 per share
       Issued
           24,889,323 common shares (June 30, 2001 - 20,859,323)                                      24,889           20,859
    Additional paid-in capital                                                                     1,396,520          641,033
    Subscription for shares                                                                           25,677          250,000
    Deficit accumulated during the development stage                                              (1,853,157)      (1,407,428)
    Accumulated other comprehensive income                                                             4,477            4,477
                                                                                             ---------------  ---------------

    Total stockholders' deficiency                                                                  (401,594)        (491,059)
                                                                                             ---------------  ---------------

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIENCY                                               $       333,358  $       266,670
==============================================================================================================================
</TABLE>


NATURE OF OPERATIONS (Note 1)


              The accompanying notes are an integral part of these
                       consolidated financial statements.

                                       4

<PAGE>


COLUMBUS NETWORKS CORPORATION
(A Development Stage Enterprise)
CONSOLIDATED STATEMENTS OF OPERATIONS
(Expressed in United States Dollars)
(Unaudited)

================================================================================
<TABLE>
<CAPTION>

                                              Period From
                                             Inception on
                                                 March 3,      Three Month      Three Month        Six Month        Six Month
                                                  1999 to     Period Ended     Period Ended     Period Ended     Period Ended
                                             December 31,     December 31,     December 31,     December 31,     December 31,
                                                     2001             2001             2000             2001             2000
------------------------------------------------------------------------------------------------------------------------------
<S>                                         <C>              <C>              <C>              <C>              <C>

REVENUE
  Fees                                      $     241,351    $      55,066    $      24,154    $      85,816    $      52,220
  Interest and other income                         2,352               -              (175)              -               327
                                            -------------    -------------    -------------    -------------    -------------

                                                  243,703           55,066           23,979           85,816           52,547


EXPENSES (Schedule)                            (2,096,860)        (202,369)        (352,322)        (531,545)        (494,553)
                                            -------------    -------------    -------------    -------------    -------------


LOSS FOR THE PERIOD                         $  (1,853,157)   $    (147,303)   $    (328,343)   $    (445,729)   $    (442,006)
==============================================================================================================================


BASIC AND DILUTED LOSS PER SHARE                             $       (0.01)   $       (0.02)   $       (0.02)   $       (0.04)
==============================================================================================================================


WEIGHTED AVERAGE NUMBER OF
  SHARES OUTSTANDING                                            24,624,216       14,123,970       22,741,769       12,510,060
==============================================================================================================================

</TABLE>







              The accompanying notes are an integral part of these
                       consolidated financial statements.


                                       5

<PAGE>


COLUMBUS NETWORKS CORPORATION
(A Development Stage Enterprise)
CONSOLIDATED SCHEDULE OF EXPENSES
(Expressed in United States Dollars)
(Unaudited)

================================================================================
<TABLE>
<CAPTION>

                                              Period From
                                             Inception on
                                                 March 3,      Three Month      Three Month        Six Month        Six Month
                                                  1999 to     Period Ended     Period Ended     Period Ended     Period Ended
                                             December 31,     December 31,     December 31,     December 31,     December 31,
                                                     2001             2001             2000             2001             2000
------------------------------------------------------------------------------------------------------------------------------
<S>                                         <C>              <C>              <C>              <C>              <C>

Advertising and promotion                          59,520            1,981           12,463            3,494           16,338
Amortization - fixed assets                        59,687           16,273            6,553           25,633           11,056
Amortization
  - web-site development                           37,133            3,199            2,749            6,051            3,988
Automotive                                         65,881            8,608           14,174            9,344           21,499
Bank charges                                        7,693            2,779              737            4,491            1,170
Consulting                                        184,932           20,397           20,397           97,874           26,064
Conferences                                        77,625           (1,860)          20,043            4,490           26,155
Exchange gain                                      (7,716)           2,520               -            (6,003)              -
Inducement fee                                     18,996               -                -                -                -
Insurance                                           1,493              133               35              269               71
Interest                                           29,500               -                -                -                -
Internet fees                                      57,161            7,124            9,759           12,424           15,196
Licences, fees and dues                             4,318               -               298               -               369
Loss on settlement of liabilities                  12,874               -                -            12,874               -
Office                                            105,603              116           21,427            6,505           25,304
Professional fees                                 214,790           23,252           75,040           37,251           87,951
Rent                                               69,597            9,909            6,696           24,852           13,035
Repairs and maintenance                             7,285              453            2,368            1,064            4,119
Telephone                                          39,643            4,476            3,655            9,046            6,011
Training                                            1,022              (38)              -                -                -
Travel                                             90,403           (3,587)          20,727            4,861           24,813
Wages and benefits                                956,862          106,634          135,201          277,025          211,414
Web-site development                                2,558               -                -                -                -
                                            -------------    -------------    -------------    -------------    -------------


                                            $   2,096,860    $     202,369    $     352,322    $     531,545    $     494,553
==============================================================================================================================
</TABLE>





              The accompanying notes are an integral part of these
                       consolidated financial statements.

                                       6

<PAGE>


COLUMBUS NETWORKS CORPORATION
(A Development Stage Enterprise)
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIENCY)
(Expressed in United States Dollars)
(Unaudited)

================================================================================
<TABLE>
<CAPTION>

                                  Capital Stock                                            Deficit
                            ---------------------------                                Accumulated    Accumulated           Total
                               Number of                   Additional                   During the  Comprehensive   Stockholders'
                                  Common                      Paid-in   Subscription   Development          Other          Equity
                                  Shares        Amount        Capital     for Shares         Stage         Income    (Deficiency)
---------------------------------------------------------------------------------------------------------------------------------
<S>                          <C>            <C>           <C>           <C>            <C>           <C>             <C>

BALANCE, MARCH 3, 1999                -     $       -     $       -     $        -     $        -     $       -      $        -

Shares issued for
  acquisition of assets        7,867,514         7,868        (7,866)            -              -             -                2
Shares issued for cash         2,574,822         2,575       301,355             -              -             -          303,930
Shares issued for cash           114,437           114        13,394             -              -             -           13,508
Subscription for shares               -             -             -           1,689             -             -            1,689
Share issue costs                     -             -        (24,262)            -              -             -          (24,262)
Cumulative translation
  adjustment                          -             -             -              -              -          2,036           2,036
Loss for the period                   -             -             -              -        (241,191)           -         (241,191)
                             -----------    ----------    ----------    -----------    ------------   -----------    ------------

BALANCE, JUNE 30, 2000        10,556,773        10,557       282,621          1,689       (241,191)        2,036          55,712

Shares issued for
  acquisition of assets          143,046           143        16,678             -              -             -           16,821
Shares issued upon
  conversion of
  share subscriptions             14,305            14         1,675         (1,689)            -             -               -
Shares issued for cash           812,214           812        94,695             -              -             -           95,507
Shares issued for services       429,137           429        50,035             -              -             -           50,464
Shares issued for services     3,000,000         3,000       349,784             -              -             -          352,784
Shares issue costs                    -             -       (404,507)            -              -             -         (404,507)
Share held by Golden River
  shareholders prior to
  recapitalization             5,903,848         5,904       176,152             -              -             -          182,056
  transaction
Subscriptions for shares              -             -             -         250,000             -             -          250,000
Warrants granted to share
  subscribers                         -             -         44,400             -              -             -           44,400
Warrants issued as
  discount on
  loans payable                       -             -         29,500             -              -             -           29,500
Cumulative translation
  adjustment                          -             -             -              -              -          2,441           2,441
Loss for the year                     -             -             -              -      (1,166,237)           -       (1,166,237)
                             -----------    ----------    ----------    -----------    ------------   -----------    ------------

BALANCE, JUNE 30, 2001        20,859,323        20,859       641,033        250,000     (1,407,428)        4,477        (491,059)

Share issue costs                     -             -         (9,738)            -              -             -           (9,738)
Subscription for units                -             -             -         491,401             -             -          491,401
Shares cancelled                (400,000)         (400)          400             -              -             -               -
Shares issued for
  acquisition
  of web-site                    250,000           250        12,250             -              -             -           12,500
Shares issued for services
  and services to be
  rendered                       600,000           600        40,431             -              -             -           41,031
Shares issued upon
  conversion of share
  subscriptions                3,580,000         3,580       712,144       (715,724)            -             -               -
Loss for the period                   -             -             -              -        (445,729)           -         (445,729)
                             -----------    ----------    -----------   -------------  ------------   -----------    ------------

BALANCE, DECEMBER 31, 2001    24,889,323    $   24,889    $1,396,520    $    25,677    $(1,853,157)   $    4,477     $  (401,594)
==================================================================================================================================
</TABLE>


              The accompanying notes are an integral part of these
                       consolidated financial statements.

                                       7
<PAGE>


COLUMBUS NETWORKS CORPORATION
(A Development Stage Enterprise)
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Expressed in United States Dollars)
(Unaudited)

================================================================================
<TABLE>
<CAPTION>

                                                                                Period From
                                                                               Inception on
                                                                                   March 3,        Six Month        Six Month
                                                                                    1999 to     Period Ended     Period Ended
                                                                               December 31,     December 31,     December 31,
                                                                                       2001             2001             2000
------------------------------------------------------------------------------------------------------------------------------
<S>                                                                           <C>              <C>              <C>


CASH FLOWS FROM OPERATING ACTIVITIES
    Loss for the period                                                       $  (1,853,157)   $    (445,729)   $    (442,006)
    Non-cash items:
       Amortization                                                                  96,820           31,684           15,044
       Loss on settlement of liabilities                                             12,874           12,874               -
       Warrants issued as discount on loans payable recorded as interest             29,500               -                -
       Shares issued for services                                                     6,500            6,500               -

    Changes in non-cash working capital items:
       Accounts receivable                                                          (40,481)          51,931           (1,209)
       Prepaid expenses and deposits                                                 16,868          (20,950)          15,842
       Accounts payable and accrued liabilities                                     147,206           23,117           (6,122)
       Unearned revenue                                                             153,817             (152)          37,919
                                                                              -------------    -------------    -------------

    Net cash used in operating activities                                        (1,430,053)        (340,725)        (380,532)
                                                                              -------------    -------------    -------------

CASH FLOWS FROM FINANCING ACTIVITIES
    Decrease in payable to directors                                                     -                -              (825)
    Issuance of common shares, net of share issue costs                             292,377           (9,738)          88,184
    Proceeds from subscriptions for shares                                          758,807          427,873               -
    Proceeds from debt                                                               19,815               -                -
    Loans payable                                                                    26,215          (51,724)              -
    Issuance of convertible promissory notes                                        224,912           41,134               -
    Cheques issued in excess of funds on deposit                                     22,587           15,503               -
                                                                              -------------    -------------    -------------

    Net cash provided by financing activities                                     1,344,713          423,048           87,359
                                                                              -------------    -------------    -------------

</TABLE>


                                  - CONTINUED -


              The accompanying notes are an integral part of these
                       consolidated financial statements.

                                       8

<PAGE>


COLUMBUS NETWORKS CORPORATION
(A Development Stage Enterprise)
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Expressed in United States Dollars)
(Unaudited)

================================================================================

<TABLE>
<CAPTION>
                                                                                Period From
                                                                               Inception on
                                                                                   March 3,        Six Month        Six Month
                                                                                    1999 to     Period Ended     Period Ended
                                                                               December 31,     December 31,     December 31,
                                                                                       2001             2001             2000
------------------------------------------------------------------------------------------------------------------------------
<S>                                                                           <C>              <C>              <C>

CONTINUED...


CASH FLOWS FROM INVESTING ACTIVITIES
    Business combination                                                            362,632               -           362,632
    Receivable from directors                                                       (10,723)           9,408          (26,977)
    Purchase of fixed assets                                                       (230,988)         (91,731)         (35,262)
    Web-site development costs capitalized                                          (40,058)              -           (12,735)
                                                                              -------------    -------------    -------------

                                                                                     80,863          (82,323)         287,658
                                                                              -------------    -------------    -------------


EFFECT OF CHANGE IN EXCHANGE RATES ON CASH BALANCES                                   4,477               -             2,441
                                                                              -------------    -------------    -------------


INCREASE (DECREASE) IN CASH FOR THE PERIOD                                               -                -            (3,074)


CASH, BEGINNING OF PERIOD                                                                -                -            31,986
                                                                              -------------    -------------    -------------


CASH, END OF PERIOD                                                           $          -     $          -     $      28,912
==============================================================================================================================



SUPPLEMENTARY INFORMATION:
    Interest paid                                                             $          -     $          -     $          -
    Income taxes paid                                                                    -                -                -
==============================================================================================================================

</TABLE>

SUPPLEMENTAL DISCLOSURE FOR NON-CASH FINANCING AND INVESTING ACTIVITIES (Note 5)




              The accompanying notes are an integral part of these
                       consolidated financial statements.


                                       9
<PAGE>


COLUMBUS NETWORKS CORPORATION
(A Development Stage Enterprise)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in United States Dollars)
(Unaudited)
SIX MONTH PERIOD ENDED DECEMBER 31, 2001
================================================================================



1.       NATURE OF OPERATIONS

         The  Company  was  incorporated  on June 17, 1997 under the laws of the
         State of Nevada  and its  principal  business  activity  is  developing
         electronic   recruitment   web-sites   including   educationcanada.com,
         educationamerica.net and globalesl.net.  The Company earns subscription
         fees paid by the employers  that use the web-sites to recruit  teaching
         professionals  and is considered  to be a development  stage company in
         accordance with Statement of Financial Accounting Standards No. 7.

         Effective   November  30,  2000,  the  Company  acquired  100%  of  the
         outstanding  common  shares of  Columbus  B.C. As the  shareholders  of
         Columbus B.C.  obtained  control of the Company through the exchange of
         their  shares  of  Columbus  B.C.  for  shares  of  the  Company,   the
         acquisition   of  Columbus  B.C.  has  been   accounted  for  in  these
         consolidated  financial  statements as a  recapitalization  of Columbus
         B.C.  effectively  representing  an issuance of shares by Columbus B.C.
         for the net  assets  of the  Company.  Consequently,  the  consolidated
         statements  of  operations,  stockholders'  deficiency  and cash  flows
         reflect the results from  operations  and cash flows of Columbus  B.C.,
         the legal subsidiary, for the period from its incorporation on March 3,
         1999 to June 30, 2001  combined  with those of the  Company,  the legal
         parent, from November 30, 2000.

         The accompanying  consolidated  financial statements have been prepared
         by the  Company  without  audit.  In the  opinion  of  management,  all
         adjustments (which include only normal recurring adjustments) necessary
         to  present  fairly the  consolidated  financial  position,  results of
         operations,  changes  in  stockholders'  deficiency  and cash  flows at
         December  31, 2001 and for the period then ended have been made.  These
         consolidated  financial  statements  should be read in conjunction with
         the audited  consolidated  financial  statements of the Company for the
         year ended June 30, 2001.  The results of operations  for the six month
         period ended  December 31, 2001 are not  necessarily  indicative of the
         results to be expected for the year ending June 30, 2002.

2.       GOING CONCERN

         These   consolidated   financial   statements  have  been  prepared  in
         accordance with United States generally accepted accounting  principles
         applicable to a going concern which  contemplates  the  realization  of
         assets and the  satisfaction  of  liabilities  and  commitments  in the
         normal course of business. The general business strategy of the Company
         is to continue pursuing debt and equity financing to support operations
         until  the   billing  of   subscribers   of   educationcanada.com   and
         educationamerica.net is sufficient to meet cash flow requirements.  The
         continued  operations  of the Company is dependent  upon the ability of
         the  Company  to  obtain  the  necessary  financing   and  upon  future
         profitable  operations.  The Company has incurred  operating losses and
         requires  additional  funds to meet its  obligations  and  maintain its
         operations.   These  conditions  raise   substantial  doubt  about  the
         Company's  ability to continue as a going concern.  These  consolidated
         financial  statements do not include any adjustments  that might result
         from this uncertainty.

<TABLE>
<CAPTION>
         =============================================================================================

                                                                        December 31,          June 30,
                                                                                2001              2001
         ---------------------------------------------------------------------------------------------
<S>                                                                    <C>               <C>

         Deficit accumulated during the development stage              $   1,853,157     $   1,407,428
         Working capital (deficiency)                                       (612,890)         (629,808)
         =============================================================================================

</TABLE>

                                       10
<PAGE>


COLUMBUS NETWORKS CORPORATION
(A Development Stage Enterprise)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in United States Dollars)
(Unaudited)
SIX MONTH PERIOD ENDED DECEMBER 31, 2001
================================================================================



3.       CONVERTIBLE PROMISSORY NOTES

         During the six month period ended December 31, 2001, the Company issued
         a convertible  promissory note for proceeds of CDN$80,000.  The note is
         unsecured,  non-interest  bearing and due on demand. The note will bear
         interest at 15% per annum commencing  January 1, 2002. At the option of
         the  holders,  the note can be  converted  into  common  shares  of the
         Company  at a price of $0.10 per  share.  The note  does not  contain a
         beneficial  conversion feature as it was convertible at a price greater
         than the market price of the Company's  common shares at the commitment
         date.

         The existing convertible promissory notes of $174,686 (CDN$278,240) due
         on or before  December  31, 2001 have not been  repaid by the  Company.
         Accordingly,  the notes will bear interest at 10% per annum  commencing
         January 1, 2002.

4.       CAPITAL STOCK

         During  the  six  month  period  ended  December 31, 2001,  the Company
         entered into the following capital stock transactions:

         a)   Issued 250,000 common shares at an agreed value of $12,500 for the
              acquisition of a web-site and domain name.

         b)   Issued  250,000  common shares  for services  rendered relating to
              equity  financing  of  the Company.  The fair  value of the shares
              issued was  $25,000.  Since  these  services are  considered share
              issue  costs,  the  net effect  of the transaction  is to increase
              capital  stock by $250 and  decrease additional paid-in capital by
              $250.

         c)   Issued 130,000 common shares for services relating to salaries and
              wages. The fair value of the shares issued was $6,500.

         d)   Issued  220,000 common  shares for  rental services to be provided
              relating to the Company's lease of new premises. The fair value of
              the shares issued was $34,531 which has been recorded as a prepaid
              expense and is being expensed over the term of the lease.

         e)   Issued 3,580,000 common  shares of an agreed value of  $715,724 in
              exchange for share subscriptions of $715,724.

         f)   Cancelled 400,000  common shares  voluntarily returned to treasury
              for  $Nil consideration.  The net effect  of the transaction is to
              decrease  capital  stock by  $400 and increase  additional paid-in
              capital by $400.

         SHARE SUBSCRIPTIONS

         During  the six  month period  ended  December  31, 2001,  the  Company
         entered into the following share subscription transactions:

         a)   Received $200,000 towards the sale of 1,000,000 units at $0.20 per
              unit.  Each  unit  consists  of  one  common share  and one  share
              purchase warrant. Each warrant entitles the holder to purchase one
              common share at a price of  $0.25 per  share for  a period of  two
              years  from  the  date  of  issuance.  The  1,000,000  units  were
              issued during the current six month period.


                                       11

<PAGE>


COLUMBUS NETWORKS CORPORATION
(A Development Stage Enterprise)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in United States Dollars)
(Unaudited)
SIX MONTH PERIOD ENDED DECEMBER 31, 2001
================================================================================


4.       CAPITAL STOCK (cont'd...)


         SHARE SUBSCRIPTIONS (cont'd...)

         b)   Received $227,873 towards the sale of 1,380,000 units at $0.17 per
              unit.  Each  unit  consists  of  one  common  share  and one share
              purchase warrant. Each warrant entitles the holder to purchase one
              common  share  at a price  of  $0.25 per share for a period of two
              years from the date of issuance.  The proceeds were used to prepay
              leasehold  improvements  on the new premises of $66,050 and prepay
              rent of $56,143. The remaining proceeds of $105,680 have been used
              to fund operations.  The 1,380,000  units were issued  during  the
              current six month period.

          c)  Converted  $16,513  of  the  loans  payable into subscriptions for
              100,000  units.  Each  unit  consists of  one common share and one
              share  purchase  warrant.  Each  warrant  entitles  the holder  to
              purchase  one  common  share  at a price  of $0.25 per share for a
              period  of one  year from the date of issuance.  The 100,000 units
              were issued during the current six month period.

         d)   Converted $4,624 of accounts payable into subscriptions for 50,000
              common shares  with an approximate  fair value of $8,500 resulting
              in a loss on settlement of $3,876.  The 50,000  common shares were
              issued during the current six month period.

         e)   Converted $19,815 of the debt into subscriptions for 120,000 units
              with an  approximate fair value  of $38,515 resulting in a loss on
              settlement of $18,700.  Each unit consists of one common share and
              one share purchase  warrant.  Of the  120,000 total share purchase
              warrants, 50,000 and 70,000 of the warrants  entitle the holder to
              purchase  one  common  share  at  a  price  of  $0.17  and  $0.25,
              respectively, per share for a period of two years from the date of
              issuance.  Subscriptions  of  $12,828  were  converted into 50,000
              units  during  the  six  month  period  ended  December  31,  2001
              consisting of 50,000 common shares and 50,000 warrants exercisable
              at a price of $0.17 per share.

         As  a  result  of settling  the above  amounts, a loss on settlement of
         $22,576, being the fair value of the subscriptions for units and shares
         in excess  of the  carrying amount of  the liabilities settled has been
         included in the loss for the period.  The loss on settlement of $22,576
         has been partially offset by $9,702 of loans payable that were forgiven
         by the lender resulting in a net loss on settlement of $12,874.


         WARRANTS

         The  following  share purchase  warrants are outstanding as of December
         31, 2001:

         =======================================================================

                    Number              Exercise
                 of Shares                 Price             Expiry Date
         -----------------------------------------------------------------------

                   100,000              $   0.25             July 27, 2002
                    50,000                  0.17             March 30, 2003
                   200,000                  0.25             July 13, 2003
                 1,180,000                  0.25             July 14, 2003
                 1,000,000                  0.25             July 23, 2003
         =======================================================================


                                       12
<PAGE>


COLUMBUS NETWORKS CORPORATION
(A Development Stage Enterprise)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in United States Dollars)
(Unaudited)
SIX MONTH PERIOD ENDED DECEMBER 31, 2001
================================================================================


4.       CAPITAL STOCK (cont'd...)


         WARRANTS (cont'd...)

         During  the  six month period  ended December 31, 2001, 1,205,000 share
         purchase warrants exercisable at $0.40 per share expired.

         The fair value of the  warrants granted of $18,700 was determined using
         the  Black  Scholes  method using the  life of the warrants, volatility
         factor of 150%, risk free rate of 4% and no assumed dividend rate.


         STOCK OPTIONS

         There has  been no  change in  the status of  the Company's outstanding
         stock options during the six month period ended December 31, 2001.



5.       SUPPLEMENTAL DISCLOSURE FOR NON-CASH FINANCING AND INVESTING ACTIVITIES

         During  the  six  month  period  ended  December 31, 2001, the  Company
         entered into the following non-cash transactions:

         a)   Issued 250,000 (2000 - 143,046)  common  shares at an agreed value
              of $12,500 (2000 - $16,821) to acquire a web-site and domain name.

         b)   Issued 3,580,000 (2000 - 14,305)  common shares at an agreed value
              of $715,724 (2000 - $1,689) in  exchange  for share  subscriptions
              received in advance.

         c)   Issued  600,000  (2000 - Nil)  common  shares at  a fair  value of
              $41,031 (2000 - $Nil) for services and services to be provided.

         d)   Converted   $4,624  (2000 - $Nil)   of   accounts   payable   into
              subscriptions received of $8,500 resulting in a loss on settlement
              of $3,876 (2000 - $Nil).

         e)   Converted   $19,815  (2000 - $Nil)   of  debt  into  subscriptions
              received of $38,515 resulting in a loss on  settlement  of $18,700
              (2000 - $Nil).

         f)   Converted   $16,513  (2000  -  $Nil)   of  loans    payable   into
              subscriptions received of $16,513 (2000 - $Nil).

         g)   Loans  payable of $9,702 were forgiven by the lender and partially
              offset against  losses on  the settlement  of accounts payable and
              debt.


                                       13
<PAGE>


COLUMBUS NETWORKS CORPORATION
(A Development Stage Enterprise)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in United States Dollars)
(Unaudited)
SIX MONTH PERIOD ENDED DECEMBER 31, 2001
================================================================================



6.       COMMITMENTS

         The Company is committed to future minimum lease payments for operating
         leases for premises as follows:

              Year ended June 30
                 2002                            $         8,750
                 2003                                     35,000
                 2004                                     35,000
                 2005                                     35,000
                 2006                                     26,250












                                       14

<PAGE>


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

Effective  November 30, 2000, the Company  completed the  acquisition of 100% of
the outstanding common shares of Columbus B.C. As the Columbus B.C. shareholders
obtained  effective  control of the Company through the exchange of their shares
of Columbus B.C. for shares of the Company,  the  acquisition has been accounted
for  in  these  consolidated  financial  statements  as a  reverse  acquisition.
Consequently,  the consolidated  statements of operations and cash flows reflect
the results from operations and changes in financial  position of Columbus B.C.,
the legal subsidiary,  since inception  combined with those of the Company,  the
legal parent,  from the date of  acquisition on November 30, 2000, in accordance
with  generally  accepted  accounting  principles for reverse  acquisitions.  In
addition,  the  comparative  figures  are  those of  Columbus  B.C.,  the  legal
subsidiary.

RESULTS OF OPERATIONS

The Company's level of activity was greater during the six months ended December
31, 2001 as compared to the same period in the prior year  primarily  due to the
aggressive marketing campaign during Fiscal 2001.

During the past six months,  the Company has  continued  to focus its efforts on
developing  and  marketing  its  electronic   recruitment   websites   including
educationcanada.com,  educationamerica.net and globalesl.net. Due to the success
of the marketing campaign the Company has discontinued offering the first year's
membership  free in an effort to ensure  quality of service as the Company grows
and to improve the negative cash position of the Company.

Fee revenue of $85,816 was earned in the six months ended  December 31, 2001 and
a further  $153,817 of unearned  revenue will be  recognized as revenue over the
next  fourteen  months ended  February  28,  2003.  Fee revenue has risen 64% to
$85,816 in the six  months  ended  December  31,  2001 from  $52,220 in the same
period ended December 31, 2001 primarily due to expanding the customer base with
aggressive  marketing  and due to the expiry of the free  trial  period for many
customers.  During the three months ended December 31, 2001,  revenues increased
128% from $24,154 to $55,066.

During the six months ended  December 31, 2001,  the Company  incurred a loss of
$445,729  due  primarily  to  aggressive  marketing  activities  and the cost of
servicing the existing customer base. This compares to a loss of $442,006 during
the  comparable  period in fiscal 2001.  The  marketing  activities  resulted in
increases  in wages and  benefits  and  consulting.  During the six months ended
December  31,  2000  significantly  less  activity  occurred  as the  aggressive
marketing campaign was just getting underway.

The  loss  for  the  three  months  ended  December  31,  2001   ($147,303)  was
significantly  less than that of the comparable  period of the preceding  fiscal
year  ($328,343),  as a result of the trend of increased  revenues and decreased
expenses.

During the periods  ended  December  31, 2001,  advertising  and  promotion  has
decreased  significantly  in fiscal 2002 over fiscal 2001 ($1,981 as compared to
$12,463  for three  months and $3,494 as  compared to $16,338 for six months) as
the Company  focused its  marketing  efforts on regional  sales  representatives
rather than direct advertising.

Automotive  and travel costs have  decreased by $12,155  (57%) and $19,952 (80%)
respectively  for the  six-month  period in fiscal  2002 over fiscal 2001 as the
Company reduced the amount of automobile  travel and marketing  travel necessary
for its  operations.  Decreases for the  three-month  period for  automotive and
travel costs were $5,566 (39%) and $24,314 (117%).

While  consulting  expenses for the three months ended December 31, 2001 did not
increase from the previous year,  this expense for the six-month  period shows a
significant  increase  of $71,810  (275%) in fiscal 2002 over fiscal 2001 as the
Company  carried out more  aggressive  marketing by making use of regional sales
representatives and investor relations activities in 2001.

Amortization  expense has increased by $10,170 (110%) and $16,640 (111%) for the
three and six-month periods in 2002 over 2001 as the Company acquired more fixed
assets and capitalized website development during 2001.


                                       15
<PAGE>


Rent has increased  significantly in fiscal 2002 over fiscal 2001 as the Company
moved into new larger premises  effective October 1, 2001 and its previous lease
did not expire until October 31, 2001.

Wages and benefits show an increase of $65,611 (31%) for the six-month period in
fiscal 2002 over fiscal 2001,  but the Company has  recently  reduced its staff.
Accordingly,  wages and benefits decreased by $28,567 (21%) for the three months
ended December 31, 2001 as compared to the previous fiscal year.

The Company also incurred a loss on settlement of  liabilities of $22,576 during
the six months  ended  December  31,  2001,  as a result of settling  $40,952 of
liabilities  by issuing common stock and common stock  purchase  warrants.  This
loss on  settlement  was  partially  offset by a gain of settlement of $9,702 of
loans  payable  that was  forgiven  by the  lender,  resulting  in a net loss on
settlement of $12,874.

FINANCIAL CONDITION

Since  inception,  the Company has financed its  operations  through the sale of
equity, membership fees received and short term financing.

In April 2001 the Company  began its billing cycle for  membership  renewals for
educationcanada.com beginning in July 2001. Varying discounts were being offered
for early  payment to  generate  cash flow to meet  working  capital  needs.  In
addition,  during the six months ended  December 31, 2001 the Company  began its
billing cycle for membership renewals for educationamerica.net beginning October
1, 2001 as the first free trial periods expired.

At December 31, 2001 the Company had a working capital deficiency of $612,890 as
compared to a working capital deficiency of $629,808 at June 30, 2001. The
reduced deficiency is due primarily to the cash received for the subscription
for shares of $427,873 and issuance of a convertible promissory note in the
amount of $41,134 during the period offset by the net cost of operations,
repayment of loans payable of $51,724 and the acquisition of leasehold
improvements of $91,731.

PLAN OF OPERATION

Of the current  liabilities at December 31, 2001,  $295,873 represents trade and
other  obligations  and $60,350  represents debt that does not have a fixed date
for  repayment.  The unearned  revenue of $153,817  represents  membership  fees
received  that  pertain to various  periods from January 1, 2002 to February 28,
2003. In addition,  the Company has convertible promissory notes of $174,686 due
on or before  December  31, 2001,  which have not been repaid.  These notes bear
interest at 10% per annum.

At  December  31,  2001 the  Company  had  issued  cheques in excess of funds on
deposit in the amount of $22,587.  Management plans to obtain sufficient working
capital from operations by continuing its marketing efforts using regional sales
representatives  to attract new customers and by obtaining external financing to
meet the Company's  liabilities  and commitments as they become payable over the
next  twelve  months.  Management  may  also  attempt  to  convert  some  of its
liabilities into equity, as it has done during the six months ended December 31,
2001.  There can be no  assurance  that  management  plans  will be  successful.
Failure to obtain  sufficient  working capital will cause the Company to curtail
operations.

Management has  implemented  cost controls,  while  aggressively  increasing its
selling efforts in an effort to achieve positive cash flow.  Management believes
that it will be able to do in calendar year 2002.  In addition,  the Company has
acquired its leading  competitor  in the United  States,  primarily  through the
issuance of stock,  thereby  increasing  its market share in the United  States.
Accordingly,  if the Company can survive its current working capital deficiency,
management believes that its prospects for the future are promising.

FORWARD-LOOKING STATEMENTS

Certain  statements  in this  Quarterly  Report on Form 10-QSB and the Company's
Annual Report on Form 10-KSB for its fiscal year ended June 30, 2001, as well as
statements made by the Company in periodic press releases,  oral statements made
by the  Company's  officials  to  analysts  and  shareholders  in the  course of
presentations about the Company, constitute "forward-looking  statements" within
the meaning of the Private Securities Litigation Reform


                                       16

<PAGE>


Act of 1995. Such  forward-looking  statements  involve known and unknown risks,
uncertainties,  and other factors that may cause the actual results, performance
or  achievements  of the  Company  to be  materially  different  from any future
results, performance or achievements expressed or implied by the forward looking
statements.  Such factors include,  among other things, (1) general economic and
business  conditions;  (2) interest rate changes;  (3) the relative stability of
the debt and equity  markets;  (4)  competition;  (5) demographic  changes;  (6)
government  regulations  particularly  those related to Internet  commerce;  (7)
required  accounting changes;  (8) equipment  failures,  power outages, or other
events  that may  interrupt  Internet  communications;  (9)  disputes  or claims
regarding  the  Company's  proprietary  rights to its software and  intellectual
property;  and (10)  other  factors  over  which the  Company  has  little or no
control.











                                       17
<PAGE>


                           PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

         Not Applicable.

ITEM 2.  CHANGES IN SECURITIES

         Not Applicable.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

         Not Applicable.

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

         Not Applicable.

ITEM 5.  OTHER INFORMATION

         Not Applicable.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

         A)       EXHIBITS:  None.

         B)       REPORTS ON FORM 8-K:  None.


                                   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.

                               COLUMBUS NETWORKS CORPORATION
                               (Registrant)


Date:  February 22, 2002       By:  /s/ DAN COLLINS
                                  ----------------------------------------------
                                    Dan Collins, President
                                    (Principal Financial and Accounting Officer)






                                       18