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

FORM 10-QSB

|[X]  | QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|---- | ---------------------------------------------------------------------------------
|     | For the quarterly period ended March 31, 2002                                    
|[  ] | TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT                  
|     | For the transition period from [  ] to [  ]                                      

Commission file number 333-41516

wwbroadcast.net inc.(Exact name of small business issuer as specified in its charter)



|Wyoming(State or other jurisdiction of incorporation or organization) |  | 98-0226032(I.R.S. Employer Identification No.)
|--------------------------------------------------------------------- |  | ----------------------------------------------

Suite 2200, 885 West Georgia Street,
Vancouver, British Columbia, Canada V6C 3H1(Address of principal executive offices)

(604) 687-9931(Issuer's telephone number)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [ x ] No [   ]

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of April 30, 2002: 12,314,054

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PART I - FINANCIAL INFORMATION

Item 1. Financial Statements.

The Company's financial statements are stated in United States Dollars (US$) and are prepared in accordance with United States Generally Accepted Accounting Principles.

wwbroadcast.net inc.
(a development stage company)

INTERIM FINANCIAL STATEMENTS

March 31, 2002
(Unaudited)

|Balance Sheets                                  | F-1        
|----------------------------------------------- | -----------
|Statements of Operations                        | F-2        
|Statements of Stockholders' Equity (Deficiency) | F-3a - F-3b
|Statements of Cash Flows                        | F-4        
|Notes To Financial Statements                   | F-5 - F-10 

-6-

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wwbroadcast.net inc.
(a development stage company)
Balance Sheets
(Expressed in United States dollars)

---

|                                                                                                                              |   | March 31,
2002
(unaudited) |   | December 31,  
2001
|----------------------------------------------------------------------------------------------------------------------------- | - | -------------------------- | - | -------------------
|                                                                                                                              |   |                            |   |                    
|Assets                                                                                                                        |   |                            |   |                    
|Current assets:                                                                                                               |   |                            |   |                    
|Cash and cash equivalents                                                                                                     | $ | 71                         | $ | 311                
|Goods & Services Tax Receivable                                                                                               |   | 7,741                      |   | 5,217              
|Total current assets                                                                                                          |   | 7,812                      |   | 5,528              
|Equipment                                                                                                                     |   | 7,094                      |   | 9,290              
|Total assets                                                                                                                  | $ | 14,906                     | $ | 14,818             
|Liabilities and Stockholders' Deficiency                                                                                      |   |                            |   |                    
|Current liabilities:                                                                                                          |   |                            |   |                    
|Accounts payable and accrued liabilities                                                                                      | $ | 104,655                    | $ | 99,297             
|Payables to related parties (note 4)                                                                                          |   | 233,654                    |   | 188,900            
|Notes payable to related party (note 4)                                                                                       |   | 201,654                    |   | 200,240            
|Total current liabilities                                                                                                     |   | 539,963                    |   | 488,437            
|Stockholders' deficiency:                                                                                                     |   |                            |   |                    
|Common stock, no par value, authorized 100,000,000 shares; issued 12,314,054 at March 31, 2002 and December 31, 2001 (note 3) |   | 4,004,956                  |   | 4,004,956          
|Additional paid-in capital                                                                                                    |   | 182,746                    |   | 182,746            
|Deficit before inception of new business (note 1)                                                                             |   | 284,999                    |   | (2,849,990)        
|Deficit accumulated during the development stage (note 1)                                                                     |   | 186,513                    |   | (1,812,403)        
|Accumulated other comprehensive income:
Cumulative translation adjustment                                                     |   | 2,369                      |   | 1,072              
|                                                                                                                              |   | (525,057)                  |   | (473,619)          
|Total liabilities and stockholders' deficiency                                                                                | $ | 14,906                     | $ | 14,818             
|Subsequent events (notes 6)                                                                                                   |   |                            |   |                    

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

F-1

|Approved on behalf of the Board:            |                                       
|------------------------------------------- | --------------------------------------
|"Marcel de Groot"
Marcel de Groot, Director | "David De Witt"David De Witt, Director

-3-

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wwbroadcast.net inc.
(a development stage company)
Statement of Operations
(Unaudited)

(Expressed in United States dollars)
(Unaudited - Prepared by Management)

---

|                                                                        |                                             | Three month period
ended March 31, |        | Period from 
July 1/99 (inception of new business) to Mar. 31, 2002
|----------------------------------------------------------------------- | ------------------------------------------- | ---------------------------------- | ------ | -------------------------------------------------------------------
|                                                                        |                                             | 2002                               |        | 2001                                                               
|                                                                        |                                             |                                    |        |                                                                    
|Advertising revenue                                                     | $                                           | -                                  | $      | -                                                                  
|Operating expenses:                                                     |                                             |                                    |        |                                                                    
|                                                                        | Depreciation and amortization               |                                    | 2,173  |                                                                    
|                                                                        | Consulting fees                             |                                    | 5,897  |                                                                    
|                                                                        | Marketing                                   |                                    | --     |                                                                    
|                                                                        | Filing fees                                 |                                    | 2,071  |                                                                    
|                                                                        | Investor and media relations                |                                    | --     |                                                                    
|                                                                        | Management fees to related parties (note 4) |                                    | 18,821 |                                                                    
|                                                                        | General and administrative                  |                                    | 326    |                                                                    
|                                                                        | Professional fees                           |                                    | 8,527  |                                                                    
|                                                                        | Rent                                        |                                    | 4,748  |                                                                    
|                                                                        | Wages and benefits                          |                                    | --     |                                                                    
|                                                                        | Loss  on disposal of equipment              |                                    | --     |                                                                    
|                                                                        | Write-down of intangible assets             |                                    | --     |                                                                    
|                                                                        |                                             | (42,563)                           |        | (149,706)                                                          
|Loss from operations                                                    |                                             | (42,563)                           |        | (149,706)                                                          
|Interest expense, net                                                   |                                             | (10,172)                           |        | --                                                                 
|Net loss for the period                                                 | $                                           | (52,735)                           | $      | (149,706)                                                          
|Loss per common share, basic and diluted                                | $                                           | (0.00)                             | $      | (0.01)                                                             
|Weighted average number of common shares outstanding, basic and diluted |                                             | 11,244,859                         |        | 11,244,859                                                         

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

F-2

-4-

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wwbroadcast.net inc.
(a development stage company)
Statements of Stockholders' Equity (Deficiency)
(Unaudited)

|                                                                                                         | Common Shares |   | Additional Paid-in |   | Deficit accumulated Prior to Development
|-------------------------------------------------------------------------------------------------------- | ------------- | - | ------------------ | - | ----------------------------------------
|                                                                                                         | Shares        |   | Amount             |   | Capital                                 
|                                                                                                         |               |   |                    |   |                                         
|Balance, December 31, 1998                                                                               | 6,959,054     | $ | 2,845,343          | $ | -                                       
|                                                                                                         |               |   |                    |   |                                         
|Issuance of common stock on exercise of warrants by employees (May 14, 1999 - $0.29 per share)           | 1,000,000     |   | 267,415            |   | -                                       
|Loss for the period                                                                                      | -             |   | -                  |   | -                                       
|Balance, July 1, 1999 (inception of new business)                                                        | 7,959,054     |   | 3,112,758          |   | -                                       
|Issuance of common stock on exercise of stock options by employees (August 30, 1999  $0.20 per share)    | 5,000         |   | 1,003              |   | -                                       
|Issuance of common stock for intangible assets to non-employees (November 15, 1999 - $0.03 per share)    | 3,000,000     |   | 101,633            |   | 102,000                                 
|Issuance of common stock on exercise of stock options by employees (November 19, 1999 - $0.55 per share) | 15,000        |   | 8,334              |   | -                                       
|Loss for the period                                                                                      | -             |   | -                  |   | -                                       
|Adjustment to cumulative  translation account                                                            | -             |   | -                  |   | -                                       
|Balance, December 31, 1999                                                                               | 10,979,054    |   | 3,223,728          |   | 102,000                                 
|Issuance of common stock on exercise of options by employees (January 4, 2000 - $0.56 per share)         | 10,000        |   | 5,644              |   | -                                       
|Issuance of common stock on private placement to non-employees (January 25, 2000 - $0.50 per share)      | 752,000       |   | 376,000            |   | -                                       
|Issuance of common stock on private placement to     employees (January 25, 2000 - $0.50 per share)      | 318,000       |   | 159,000            |   | -                                       
|Issuance of common stock on exercise of options by employees  (February 7, 2000 - $0.43 per share)       | 10,000        |   | 4,542              |   | -                                       
|Issuance of common stock on exercise of options by employees (March 15, 2000 - $0.43 per share)          | 10,000        |   | 4,542              |   | -                                       
|Issuance of common stock on Private Placement to non-employees (April 11, 2000 - $1.00 per share)        | 225,000       |   | 225,000            |   | -                                       
|Issuance of common stock for services by non-employees (June 21, 2000 - $0.65 per share)                 | 10,000        |   | 6,500              |   | -                                       
|Consultant stock option compensation expense                                                             |               |   | -                  |   | 80,746                                  
|Loss for the period                                                                                      | -             |   | -                  |   |                                         
|Adjustment to cumulative  translation account                                                            | -             |   | -                  |   | -                                       
|Balance, December 31, 2000                                                                               | 12,314,054    |   | 4,004,956          |   | 182,746                                 
|Loss for the period                                                                                      | -             |   | -                  |   | -                                       
|Adjustment to cumulative  translation account                                                            | -             |   | -                  |   | -                                       
|Balance, December 31, 2001                                                                               | 12,314,054    | $ | 4,004,956          | $ | 182,746                                 
|Loss for the period                                                                                      | -             |   | -                  |   | -                                       
|Adjustment to cumulative  translation account                                                            | -             |   | -                  |   | -                                       
|Balance, March 31, 2002                                                                                  | 12,314,054    | $ | 4,004,956          | $ | 182,746                                 

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

F-3a

-5-

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wwbroadcast.net inc.
(a development stage company)
Statements of Stockholders' Equity (Deficiency)
(Unaudited)

|                                                                                                         |   | Deficit Accumulated During Development |   | Cumulative Translation |   | Total Stockholders' |   | Comprehensive Income
|-------------------------------------------------------------------------------------------------------- | - | -------------------------------------- | - | ---------------------- | - | ------------------- | - | --------------------
|                                                                                                         |   | Stage                                  |   | Adjustment             |   | Deficiency          |   | (loss)              
|                                                                                                         |   | note (1)                               |   |                        |   |                     |   |                     
|Balance, December 31, 1998                                                                               | $ | -                                      | $ | -                      |   | $22,052             |   |                     
|                                                                                                         |   |                                        |   | -                      |   |                     |   |                     
|Issuance of common stock on exercise of warrants by employees (May 14, 1999 - $0.29 per share)           |   | -                                      |   | -                      |   | 267,415             |   |                     
|Loss for the period                                                                                      |   | -                                      |   | -                      |   | (26,699)            | $ | (26,699)            
|Balance, July 1, 1999 (inception of new business)                                                        |   | -                                      |   | -                      |   | 262,768             | $ | (26,699)            
|Issuance of common stock on exercise of stock options by employees(August 30, 1999  $0.20 per share)     |   | -                                      |   | -                      |   | 1,003               |   |                     
|Issuance of common stock for intangible assets to non-employees (November 15, 1999 - $0.03 per share)    |   | -                                      |   | -                      |   | 203,633             |   |                     
|Issuance of common stock on exercise of stock options by employees (November 19, 1999 - $0.55 per share) |   | -                                      |   | -                      |   | 8,334               |   |                     
|Loss for the period                                                                                      |   | (274,926)                              |   | -                      |   | (274,926)           | $ | (274,926)           
|Adjustment to cumulative translation account                                                             |   | -                                      |   | 5,765                  |   | 5,765               | $ | 5,765               
|Balance, December 31, 1999                                                                               |   | (274,926)                              |   | 5,765                  |   | 206,577             | $ | (295,860)           
|Issuance of common stock on exercise of options by employees (January 4, 2000 - $0.56 per share)         |   | -                                      |   | -                      |   | 5,644               |   |                     
|Issuance of common stock on private placement to non-employees (January 25, 2000 - $0.50 per share)      |   | -                                      |   | -                      |   | 376,000             |   |                     
|Issuance of common stock on private placement to employees (January 25, 2000 - $0.50 per share)          |   | -                                      |   | -                      |   | 159,000             |   |                     
|Issuance of common stock on exercise of options by employees  (February 7, 2000 - $0.43 per share)       |   | -                                      |   | -                      |   | 4,542               |   |                     
|Issuance of common stock on exercise of options by employees (March 15, 2000 - $0.43 per share)          |   | -                                      |   | -                      |   | 4,542               |   |                     
|Issuance of common stock on Private Placement to non-employees (April 11, 2000 - $1.00 per share)        |   | -                                      |   | -                      |   | 225,000             |   |                     
|Issuance of common stock for services by non-employees (June 21, 2000 - $0.65 per share)                 |   | -                                      |   | -                      |   | 6,500               |   |                     
|Consultant stock option  compensation expense                                                            |   | -                                      |   | -                      |   | 80,746              |   |                     
|Loss for the period                                                                                      |   | (1,051,217)                            |   | -                      |   | (1,051,217)         | $ | (1,051,217)         
|Adjustment to cumulative  translation account                                                            |   | -                                      |   | (24,025)               |   | (24,025)            | $ | (24,025)            
|Balance, December 31, 2000                                                                               |   | (1,326,143)                            |   | (18,260)               |   | (6,691)             | $ | (1,075,242)         
|Loss for the period                                                                                      |   | (486,260)                              |   | -                      |   | (486,260)           |   | (486,260)           
|Adjustment to cumulative  translation account                                                            |   | -                                      |   | 19,332                 |   | 19,332              |   | 19,332              
|Balance, December 31, 2001                                                                               | $ | (1,812,403)                            | $ | 1,072                  | $ | (473,619)           | $ | (466,928)           
|Loss for the period                                                                                      |   | (52,735)                               |   | -                      |   | (52,735)            |   | (52,735)            
|Adjustment to cumulative  translation account                                                            |   | -                                      |   | 1,297                  |   | 1,297               |   | 1,297               
|Balance, March 31, 2002                                                                                  | $ | (1,865,138)                            | $ | 2,369                  | $ | (525,057)           | $ | (51,438)            

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

F-3b

-6-
wwbroadcast.net inc.
(a development stage company)
Statements of Cash Flows
(Unaudited)

Three month period ended March 31,

Period from July 1, 1999 (inception of new business) to Mar. 31,2002

2001

2002Cash flow from operating activities:Net loss
$
(52,735)
$
(149,706)
$
(1,865,138)Items not affecting cash:Depreciation and amortization

2,173

35,941

254,950Write-off of intangible assets

--

--

99,654Loss on disposal of equipment

--

--

46,183Consultant stock option compensation

--

--

80,746Issuance of Common Shares for services

--

--

6,500Changes in operating assets and liabilities:Amounts receivable
(2,523)

1,843

(6,390)Prepaid expenses
--

173

--Accounts payable and accrued liabilities
5,358

(1,353)

101,916Net cash used in operating activities

(47,727)

(113,102)

(1,281,579)Cash flow from investing activities:Purchase/Disposal of equipment
--

12,360

(109,901)Proceeds on disposal of equipment
--

--

14,487Purchase of intangible assets
--

--

(117,407)Net cash provided by (used in) investing activities
--

12,360

(212,821)Cash flow from financing activities:Proceeds from the issuance of common shares
--

--

783,060Notes payable to related parties
1,414

40,562

201,654Payable to Related Parties
44,754

27,449

233,654Subscriptions received in advance of issuance of shares
--

--

--Net cash provided by financing activities
46,168

68,011

1,218,368Decrease in cash and cash equivalents

(1,559)

(32,731)

(276,032)Effect of exchange rate changes on foreign currency denominated cash balances

1,319

9,426

6,690Cash and cash equivalents, beginning of period

311

34,751

269,413Cash and cash equivalents, end of period
$
71
$
11,446
$
71Supplemental disclosure:Interest paid (received), net
10,172
$
--
$
14,133Income taxes
--

--

--Non-cash transactions:Issuance of common stock for services

--

6,500Issuance of common stock for assets

--

203,633Shares issued on conversion of subscriptions received

--

221,753The accompanying notes are an integral part of these financial statements.
F-4

-7-
wwbroadcast.net inc.
(a development stage company)
Notes to Financial Statements
(Unaudited)

1. Nature of development stage activities and operations:


The Company was incorporated on June 24, 1986 in British Columbia, Canada.  The Company had no substantive operations at July 1, 1999 when the new business venture was started.
On July 1, 1999, the Company began development of a web portal offering vertical content through multiple branded channels.  These vertically branded channels offered a selection of live and on demand audio and video programming via the Internet.  Costs and expenses incurred by the Company prior to July 1, 1999 do not relate to this business.  In July 2001, the Company ceased streaming media internet operations due to ongoing losses from operations, the inability to generate any revenue from operations, and a lack of sufficient working capital to sustain operations.
These financial statements have been prepared on a going concern basis in accordance with United States generally accepted accounting principles.  The going concern basis of presentation assumes the Company will continue to operate for the foreseeable future and will be able to realize its assets and discharge its liabilities and commitments in the normal course of business.  Certain conditions, described below, currently exist which raise doubt upon the validity of this assumption.  These financial statements do not include any adjustments that might result from the outcome of this uncertainty.

At March 31, 2002, the Company does not have an operating business due to its cessation of its active business operations in July 2001.  For the period from July 2001 through April 9, 2002, the Company was assessing the viability of its streaming media internet plan, while at the same time seeking to identify business opportunities.  On April 9, 2002, the Company announced its intention to recommence its streaming media business and certain financing initiatives.  Additional debt or equity financing will be required from existing shareholders or third parties in order to provide working capital for operations.  This debt or equity may not be available on reasonable terms or on any terms at all.


2. Significant accounting policies:


(a) Basis of presentation:

The unaudited balance sheets, statements of operations and stockholder's deficiency and statements of cash flows have been prepared in accordance with generally accepted accounting principles for interim financial information in the United States.  Material measurement differences to Canadian generally accepted accounting principles are quantified in note 5.
The interim financial statements do not include all information and footnote disclosures required under generally accepted accounting principles in the United States or Canada for a complete set of annual financial statements.  Results of operations for the periods ended March 31, 2002 are not necessarily indicative of what the results will be for the 2002 fiscal year.

F-5

-8-
wwbroadcast.net inc.
(a development stage company)
Notes to Financial Statements
(Unaudited)


In the opinion of management, these unaudited interim financial statements reflect all adjustments (consisting solely of normal recurring accruals) considered necessary for a fair presentation of the financial position, results of operations and cash flows as at March 31, 2002 and for the periods ended March 31, 2002 and 2001.

These financial statements should be read in conjunction with the financial statements and notes thereto included in the Company's registration statement on Form 10-QSB which includes the Company's financial statements for the fiscal period ended March 31, 2002.

(b) Use of estimates:

The preparation of financial statements in accordance with generally accepted accounting principles requires that management make estimates and reasonable assumptions which impact the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the balance sheets, and the reported amounts of revenues and expenses during the reporting periods.  Actual amounts may differ from these estimates.

(c) Loss per share:

Basic loss per share is calculated based on the weighted average number of common shares outstanding during the periods.  Excluded from the weighted average number of common shares are 1,069,195 common shares held in escrow which are released based on financial performance criteria.

Diluted loss per share is computed using the weighted average number of common and potentially dilutive commons shares outstanding during the period.  As the Company has a net loss in each of the periods presented, basic and diluted net loss per share are the same.  Excluded from the calculation of diluted loss per share are stock options and share purchase warrants as they are anti-dilutive.

3. Common Stock:


(a)  Stock options and stock-based compensation:

At March 31, 2002, the Company's Board of Directors has granted stock options to certain consultants, employees and directors to buy an aggregate of 419,000 shares of common stock of the Company at prices ranging between $0.21 and $1.83.  No stock options were granted in the three months ended March 31, 2002.  Stock options are granted with an exercise price equal to the stock's market value at the date of grant.  All stock options have terms of one to five years and vest over periods of zero to 18 months.

F-6

-9-
wwbroadcast.net inc.
(a development stage company)
Notes to Financial Statements
(Unaudited)


A summary of the status of the Company's stock options at March 31, 2002 and 2001 and changes during the three month period ended on those dates is presented below:

2002
Weighted Average
2001
Weighted AverageOptions
Exercise Price
Options
Exercise PriceOutstanding, beginning of period
419,000
$0.52
1,078,000
$0.56Granted
--
--
--
--Exercised
--
--
--
--Expired/cancelled
--
--
(99,000)
0.62Outstanding, end of period
419,000
$0.52
979,000
$0.55Options exercisable
419,000
$0.52
901,000
$0.55

(b) Share rescission offer:

In connection with the Company's redomiciliation  in 1999, the Company was required to make an offer to repurchase common shares held by U.S. shareholders, who were shareholders as at July 14, 1999, for cash consideration of Cdn $0.66 per share.  It was estimated that this repurchase offer would relate to 500 common shares.  The Company made the recission offer to U.S. shareholders on May 18, 2001.  The offer was open for 30 days and expired June 18, 2001.  The Company was contacted by the U.S. shareholder who held 500 shares at July 14, 1999.  It was determined that the U.S. shareholder had disposed of their shares at a value greater than the Cdn$0.66 per share offering price. With respect to the Company's non-U.S. shareholders, if such shareholders were to successfully sue the Company for violating U.S. securities laws in connection with the redomicilation, then the Company may be compelled to repurchase their shares.  No such claims have been made to November 13, 2001.  If the non-U.S. shareholders are able to compel the Company to purchase their shares as well, and all of the U.S. shareholders accept the repurchase offer, the Company would need to pay those shareholders approximately Cdn. $3,978,025, which amounts to approximately $2,772,563, based on the rate of exchange on September 30, 1999, plus interest.  This could make the Company insolvent or require it to obtain additional financing, the availability of which cannot be assured.

F-7

-10-

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wwbroadcast.net inc.
(a development stage company)
Notes to Financial Statements
(Unaudited)

4. Related party transactions:

In addition to related party transactions disclosed elsewhere in these financial statements, during the three month period presented, the Company accrued management fees and rent of $ 22,992 (2001 - $30,857) to companies controlled by one or more directors or officers.  The fees were paid pursuant to the following agreements:

(a)  Under the terms of the Asset Purchase Agreement, the Company will pay Sedun De Witt Capital Corp Cdn $10,000 per month for a term of 12 months in consideration for which Sedun De Witt Capital Corp will provide the Company with advisory services relating to general corporate development, financial matters, raising additional capital, strategic planning and other matters relating to the financial affairs of the Company.  Sedun De Witt Capital Corp agreed to reduce its monthly fee to Cdn $5,000 per month up to January 31, 2000.

(b)  Total charges made by Sedun De Witt Capital Corp. pursuant to the Asset Purchase Agreement were as follows:



|2001 | Cdn$        30,000
|---- | ------------------
|2002 | Cdn$        30,000

The Company agreed to continue the Corporate Advisory Agreement with Sedun De Witt Capital Corp. on a month-to-month basis, the terms of which are the same as those described in Note 4(a).

Notes payable to related party balance represents amounts loaned to the Company by Sedun De Witt Capital Corp. On December 1, 2001, the Company agreed to begin to pay interest of 1.25% per month on the loan.  The loans are payable on demand.  Subsequent to year end, an additional Cdn $5,000 was borrowed from Sedun De Witt Capital Corp. under the same terms and conditions as the previous loans.

5. Canadian generally accepted accounting principles:

These financial statements have been prepared in accordance with generally accepted accounting principles in the United States ("US GAAP") which differ in certain respects with accounting principles generally accepted in Canada ("Canadian GAAP").  Reference should be made to the annual financial statements for a description of the material differences.  Material measurement differences to these financial statements are as follows:

F-8

-11-

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wwbroadcast.net inc.
(a development stage company)
Notes to Financial Statements
(Unaudited)



|                                   | Three Months ended March 31
|---------------------------------- | ---------------------------
|                                   |                            
|Loss for the period, US GAAP       | $                          
|Loss for the period, Canadian GAAP | $                          
|Loss per share, Canadian GAAP      | $                          

6. Subsequent events:

On April 9, 2002, the Company an nounced its proposal to consolidate its common shares on a five for one basis contingent upon the Company being satisfying TSX Venture Exchange minimum share distribution requirements and obtaining CDNX and shareholder approval.  The consolidation is proposed to be effective on or about June 30, 2002.

On April 9, 2002, the Company announced the completion of its private placement offering of 4,416,667 units (on a post-consolidated basis) at a price of Cdn $0.12 per unit for a total of Cdn $530,000. Each unit consists of one common share and one non-transferable share purchase warrant entitling the holder to subscribe for one additional common share of the Company over a two year period at a price of Cdn $0.16. The units are subject to the applicable Canadian and United States hold periods. The private placement is being carried out under Regulation S of the United States Securities Act of 1933 and is subject to receipt of approval from the TSX Venture EXchange. The units have not been registered, and are not being offered or sold, in the United States.

On April 9, 2002, the Company announced that it has reached settlement terms with all of its major creditors. The Company has agreed to a share for debt settlement for a portion of the debt, under which a total of 3,262,469 common shares will be issued to settle Cdn $391,496 of debt, on the basis of one common share for each Cdn $0.12 of debt on a post-consolidated basis









F-9

-12-

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Item 2. Management's Discussion and Analysis or Plan of Operation.

Forward Looking Statements

This quarterly report contains certain forward-looking statements.  Much of the information included in this quarterly report includes or is based upon estimates, projections or other "forward looking statements".  Such forward looking statements include any projections or estimates made by us and our management in connection with our business operations.  While these forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgement regarding the direction of our business, actual results will almost always vary, sometimes materially, from any estimates, predictions, projections, assumptions or other future performance suggested herein.

Such estimates, projections or other "forward looking statements" involve various risks and uncertainties as outlined below.  We caution the reader that important factors in some cases have affected and, in the future, could materially affect actual results and cause actual results to differ materially from the results expressed in any such estimates, projections or other "forward looking statements".

The following discussion should be read in conjunction with our historical Financial Statements and Notes thereto contained in Item 1.

Critical Accounting Policies

The Company's discussion and analysis of its financial condition and results of operations, including the discussion on liquidity and capital resources, are based upon the Company's financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States.  The preparation of these financial statements requires the Company to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities.  On an ongoing basis, management re-evaluates its estimates and judgments.

The going concern basis of presentation assumes the Company will continue in operation throughout the next fiscal year and into the foreseeable future and will be able to realize its assets and discharge its liabilities and commitments in the normal course of business.  Certain conditions, discussed below, currently exist which raise substantial doubt upon the validity of this assumption.  The financial statements do not include any adjustments that might result from the outcome of the uncertainty.

The Company's future operations are dependent upon the Company's ability to obtain third party financing in the form of debt and equity and ultimately to generate future profitable operations or income from its investments.  As of March 31, 2002, the Company is considered to be in the development stage as the Company has not generated revenues, and has experienced negative cash flow from operations.  The Company does not have sufficient working capital to sustain operations until the end of the year ended December 31, 2002.  The Company is currently looking to secure additional funds through future debt or equity financings.  Such financings may not be available or may not be available on reasonable terms.

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Overview

Our Financial Statements contained in this quarterly report have been prepared on a going concern basis, which assumes that we will be able to realize our assets and discharge our obligations in the normal course of business.  We incurred net losses from operations for the period ended March 31, 2002, for the period ended March 31, 2001 and for the period from the inception of our new business as of July 1, 1999 to March 31, 2002 of $47,008, $149,706 and $1,842,726, respectively.

We did not earn any revenues during the 2001 fiscal year or 2002 fiscal year to-date.  We ceased operations effective July 31, 2001 due to ongoing losses from operations, our inability to generate any revenue from operations, and a lack of sufficient working capital to sustain operations.  Our auditors' report on our 2001 financial statements contained an explanatory paragraph that states that due to recurring losses and negative cash flows substantial doubt exists as to our ability to continue as a going concern.

During the period ended March 31, 2002, we received loans for working capital totalling Cdn $3,100 from Sedun De Witt Capital Corp.  We had been spending the funds on the maintenance of our business.  There can be no assurances that additional equity or other financing will be available, or available on terms acceptable to us.  During the year ended December 31, 2001, we reduced our operations by terminating a consultant and five employees.  As we were not successful in obtaining additional financing, we further reduced operations and ceased operations, effective July 31, 2001.   However, on April 9, 2002 we recommenced our streaming media business.

Our Financial Statements included in this quarterly report have been prepared without any adjustments that would be necessary if we become unable to continue as a going concern and are therefore required to realize upon our assets and discharge our liabilities in other than the normal course of operations.

Results of Operations

We have included in this quarterly report financial statements for the three months ended March 31, 2002 and 2001 and the period from July 1, 1999 (being the date of inception of our previous business) to March 31, 2002.

Period ended March 31, 2001

The Company incurred a net loss of $149,706 for the period ended March 31, 2001, resulting in a loss per share of $0.01.  This loss reflects operating expenses for the period of $149,706, consisting of $8,058 in consulting fees, $35,941 in depreciation and amortization expenses, $2,053 in marketing expenses, $901 in regulatory filing fees, $13,563 in rent fees, $40,657 in wages and benefits, $17,811 in professional fees, $4,514 in general and administrative expenses, and $26,508 in management fees paid to related parties.

Period ended March 31, 2002

We incurred a net loss of $52,735 for the three month period ended March 31, 2002, resulting in a loss per share of $0.00.  The loss was attributable to operating expenses of $42,563 and interest expense of $10,172.

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During the period we incurred consulting fees of $5,897, $2,173 in depreciation and amortization, $4,748 in rent, $2,071 in filing fees, $18,821 in management fees, $326 in general and administrative expenses and $8,526 in professional fees.

The foregoing expenses reflect the general decrease in expenses that has resulted from the downsizing of our operations, particularly in the form of consulting, marketing, and professional fees, and wages and benefits expenses.  From the date of commencement on our business on July 1, 1999 to March 31, 2002, we incurred operating expenses totalling $1,858,881 consisting of $294,899 in consulting fees, $254,950 in depreciation and amortization expenses, $15,126 in investor and media relations fees, $86,341 in rent, $231,588 in wages and benefits, $174,746 in marketing expenses, $26,935 in regulatory filing fees, $274,646 in professional fees, $74,964 in general and administrative expenses, and $278,848 in management fees paid to related parties.  The consulting fees consisted primarily of fees paid to consultants to develop, activate and maintain our Website and Content Websites, and to search for and screen streaming media programming content on the Internet for inclusion in our Content Websites.

In an effort to cut costs, we reduced staffing levels during the year ended December 31, 2001 from three consultants to one, and from eight employees to zero, thereby reducing our monthly staffing costs from Cdn$65,000 to approximately Cdn$3,000 as ultimately we ceased active business operations during the period from July 31, 2001 to April 9, 2002.

Balance Sheets

Total cash and cash equivalents as at March 31, 2002 and December 31, 2001 were, respectively, $71 and $311.  Working capital as at March 31, 2002 and December 31, 2001 were, respectively, $(526,430) and $(482,909).

The decrease in working capital between December 31, 2001 and March 31, 2002 was attributable to operating expenses of $42,563 and interest of $10,172.  No revenue was generated during the period.

Total share capital as at March 31, 2002 and December 31, 2001 was, respectively, $4,004,956 and $4,004,956.  No share capital transactions occurred during the three month period ended March 31, 2002.

Current Capital Resources and Liquidity

Our capital resources have been limited.  We currently do not, and will not, generate revenue from business operations, and to date have relied on the sale of equity and related party loans for cash required for our operations.  There can be no assurances that any outstanding incentive stock options will be exercised.

As at March 31, 2002, we have received loans for working capital totalling Cdn$321,700 from Sedun De Witt Capital Corp.  These loans are unsecured and evidenced by an interest bearing promissory note at a rate of 1.25% per month executed by us in favour of Sedun De Witt Capital Corp. and payable on demand.

Our working capital or cash flows are not sufficient to fund ongoing operations and commitments.  Our ability to settle our liabilities as they come due and to fund our commitments and ongoing operations is dependant upon our ability to obtain additional financing by way of debt, equity or other means.  There can be no assurances that we can obtain such additional financing on terms reasonably acceptable to us or at all.  The lack of capital may force us to curtail our operating activities and potential investment activities.

We do not currently have any commitments for material capital expenditures over the near or long term, and none are presently contemplated over normal operating requirements.

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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.

Date this 14th day of May, 2002.

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