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

                                  FORM 10-QSB
                                  -----------


(Mark One)
         (X)    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                SECURITIES EXCHANGE ACT OF 1934
                For the quarterly period ended March 31, 2002

                                       OR

         ( )    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                SECURITIES EXCHANGE ACT OF 1934
                For the transition period from  ____________ to ____________

Commission File Number: 0-28847

                           GRAVITAS INTERNATIONAL,INC.
                 ----------------------------------------------
                 (Name of small business issuer in its charter)

                 Florida                              65-0260846
        -------------------------------        -------------------------
        (State or other jurisdiction of        (I.R.S. Empl. Ident. No.)
        incorporation or organization)

       1027 South Rainbow Boulevard, Unit 391,  Las Vegas, Nevada,  89145
       ------------------------------------------------------------------
               (Address of principal executive offices) (Zip Code)

                                 (702) 341-6622
                                 --------------
                           (Issuer's telephone number)

       Securities registered under Section 12(b) of the Exchange Act: NONE
         Securities registered under Section 12(g) of the Exchange Act:

                          Common Stock, $.001 par value
                                (Title of Class)

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


State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date. As of May 5, 2002 the registrant had
issued and outstanding 15,006,303 shares of common stock, par value $.001 per
share (the registrant's only class of voting stock).

Transitional Small Business Disclosure Format (check one); YES ( ) NO (X)


<PAGE>
                         PART I - FINANCIAL INFORMATION


                FORWARD-LOOKING INFORMATION MAY PROVE INACCURATE

This Quarterly Report contains various forward-looking statements and
information, including (but not limited to) under the caption "Management's
Discussion and Analysis of Financial Condition and Results of Operations," that
are based on management's beliefs as well as assumptions made by and information
currently available to management, including statements regarding future
economic performance and financial condition, liquidity and capital resources
and management's plans and objectives. When used in this document, the words
"expect," "anticipate," "estimate," "believe," and similar expressions are
intended to identify forward-looking statements. Such statements are subject to
various risks and uncertainties that could cause actual results to vary
materially from those stated. Should one or more of these risks or uncertainties
materialize or should underlying assumptions prove incorrect actual results may
vary materially from those anticipated, estimated, expected or projected. Some
important factors that could cause actual results or outcomes to differ
materially from those discussed in the forward-looking statements include, but
are not limited to the following: our limited operating history; history of
losses; competition; our ability to manage growth and integration; risks of
technological change; competition for customers; pricing and transportation of
products; marketing relationships with third party suppliers; our ability to
protect our intellectual property rights; economic and political factors; risk
of technological change; market acceptance of our products, our ability to raise
capital, ability to secure licenses, uncertainty regarding infringing
intellectual property rights of others; security risks and the other risks and
uncertainties described under. All such factors are difficult to predict,
contain uncertainties that may materially affect actual results, and are beyond
our control.


<PAGE>
                                                                     Page Number


Table of Contents                                                             1

Condensed Consolidated Balance Sheets at March 31 2002 (Unaudited) and
December 31, 2001                                                             2

Condensed Consolidated Statements of Operations for the Three Months
Ended March 31 2002 and March 31, 2001 (Unaudited)                            3

Condensed Consolidated Statements of Cash Flows for the Three
Months Ended March 31 2002 and March 31, 2001 (Unaudited)                     4

Notes to Unaudited Condensed Consolidated Financial Statements                5


                                        1
<PAGE>
<TABLE>
<CAPTION>
Item 1. Financial Statements.

INDEX TO FINANCIAL STATEMENTS


                             Gravitas International, Inc. and Subsidiary
                                            BALANCE SHEETS


                                                ASSETS

                                                                          March 31,     December 31,
                                                                             2002           2001
                                                                         (unaudited)
                                                                         ------------  --------------
<S>                                                                      <C>           <C>
CURRENT ASSETS
  Cash                                                                   $    11,062   $      38,508
  Accounts receivable - trade                                                 21,975          19,083
  Related party receivable                                                     8,988               -
  Advances to related party                                                   38,846          81,385
  Prepaid expenses and other current assets                                    3,491          21,194
                                                                         ------------  --------------

      Total current assets                                                    84,362         160,170

PROPERTY AND EQUIPMENT, net                                                   81,658          89,311

Capitalized Software Under Development                                        38,418          18,955
                                                                         ------------  --------------

      Total assets                                                       $   204,438   $     268,436
                                                                         ============  ==============

                             LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

CURRENT LIABILITIES
  Accounts payable                                                       $   157,237   $     165,536
  Accrued liabilities                                                         31,445          24,759
  Royalty and license fees payable                                           260,000         270,000
  Related party demand note payable                                          139,927           1,350
                                                                         ------------  --------------

      Total current liabilities                                              588,609         461,645

STOCKHOLDERS' EQUITY (DEFICIT)
    Common stock - $.001 par value; 50,000,000 shares authorized              15,022          15,022
    Common stock subscribed                                                  330,000         330,000
    Additional paid-in capital                                             3,569,461       3,547,644
    Accumulated deficit                                                   (4,298,654)     (4,085,875)
                                                                         ------------  --------------

      Total stockholders' equity (deficit)                                  (384,171)       (193,209)
                                                                         ------------  --------------

      Total liabilities and stockholders' equity (deficit)               $   204,438   $     268,436
                                                                         ============  ==============
</TABLE>

The accompanying notes are an integral part of these statements.


                                        2
<PAGE>
<TABLE>
<CAPTION>
                         Gravitas International, Inc. and Subsidiary
                                   STATEMENTS OF OPERATIONS


                                                                    For the three months ended
                                                                     ------------------------
                                                                      March 31,    March 31,
                                                                        2002         2001
<S>                                                                  <C>          <C>
PRODUCT REVENUES, net                                                $        -   $        -

REVENUE FROM RENTALS, net                                                21,105            -
                                                                     -----------  -----------
                                                                         21,105

COST OF SALES                                                               210            -
                                                                     -----------  -----------

GROSS PROFIT (LOSS) ON SALES                                             20,895

  OPERATING EXPENSES
    General, selling and administrative expenses                        234,333       24,605
    Royalty and license fees                                                  -      123,893
                                                                     -----------  -----------

      Total operating expenses                                          234,333      148,498
                                                                     -----------  -----------

  OPERATING LOSS                                                       (213,438)    (148,498)

  OTHER (INCOME) EXPENSES
    Interest                                                                605        4,455
    Other, net                                                           (1,264)      (3,333)
                                                                     -----------  -----------

      Total other                                                          (659)       1,121
                                                                     -----------  -----------

  NET LOSS                                                            ($212,779)   ($149,619)
                                                                     ===========  ===========

  LOSS PER COMMON SHARE - BASIC AND DILUTED                              ($0.01)      ($0.07)
                                                                     ===========  ===========
</TABLE>

The accompanying notes are an integral part of these statements.


                                        3
<PAGE>
<TABLE>
<CAPTION>
                             Gravitas International, Inc. and Subsidiary
                                  CONDENSED STATEMENTS OF CASH FLOWS
                                              (unaudited)


                                                                           For the three months ended,
                                                                             ------------------------
                                                                              March 31,    March 31,
                                                                                2002         2001
                                                                             -----------  -----------
<S>                                                                          <C>          <C>
 Increase (Decrease) in Cash
 Cash flows from operating activities
   Net loss                                                                   ($212,779)   ($149,619)
   Adjustments to reconcile net loss to
        net cash used in operating activities
    Depreciation                                                                  7,653            -
    Common stock and stock options issued for services                           21,817            -
     Changes in assets and liabilities
       Accounts receivable and related party receivable                         (11,880)           -
       Prepaid expenses and other current assets                                 21,316      (11,492)
       Prepaid royalties                                                              -       24,605
       Accounts and related party payables                                       11,613      (38,438)
       Royalty and license fees payable                                               -      (25,000)
                                                                             -----------  -----------

         Net cash used in operating activities                                 (185,486)    (199,944)
 Cash flows from investing activities
   Note receivable                                                                    -     (500,000)
   Acquisition deposits                                                               -      (31,000)
   Capitalized software                                                          19,463            -
                                                                             -----------  -----------

         Net cash provided by (used) in investing activities                     19,463     (531,000)
 Cash flows from financing activities
   Proceeds from short-term obligations                                               -      600,000
   Proceeds from sale of common stock and stock subscriptions                         -      340,000
   Proceeds from related party debt                                             138,577            -
                                                                             -----------  -----------

         Net cash provided by financing activities                              138,577      940,000
                                                                             -----------  -----------

  Net increase (decrease) in cash and cash equivalents                          (27,446)     209,056

 Cash and cash equivalents at the beginning of the period                        38,508      202,699
                                                                             -----------  -----------

 Cash and cash equivalents at the end of the period                          $   11,062   $  411,755
                                                                             ===========  ===========
 Noncash disclosures:
   Cash paid for interest                                                    $      605   $    4,455
                                                                             ===========  ===========

The accompanying notes are an integral part of these statements.


                                        4
<PAGE>
</TABLE>
                   Gravitas International Inc. and Subsidiary

                     NOTES TO CONDENSED FINANCIAL STATEMENTS


NOTE 1 - FINANCIAL STATEMENTS

The unaudited condensed financial statements of Gravitas International, Inc.
(the Company or Gravitas) have been prepared by the Company pursuant to the
rules and regulations of the Securities and Exchange Commission.  Certain
information and footnote disclosures normally included in financial statements
prepared in accordance with accounting principles generally accepted in the
United States of America have been condensed or omitted pursuant to such rules
and regulations.  The results of operations for interim periods are not
necessarily indicative of the results to be expected for the entire fiscal year
ending December 31, 2002.  The accompanying unaudited condensed financial
statements and related notes should be read in conjunction with the audited
financial statements and the Form 10-KSB of the Company, filed on April 20,
2002.

NOTE 2 - NET LOSS PER SHARE

Basic loss per share is based on the weighted-average number of shares
outstanding during each quarter.  The weighted-average number of common shares
outstanding was 15,028,468 and 2,014,554 for the three months ended March 31,
2002 and 2001, respectively.  Diluted loss per share for all periods presented
equaled basic loss per share due to the antidilutive effect of potentially
dilutive securities.  As of March 31, 2002 and 2001, the Company had 369,672 and
756,051 of potentially dilutive shares that were not included in loss per share
computations due to their antidilutive effect.

NOTE 3 - MANAGEMENT PLANS

The Company is devoting substantially all of its efforts to organizing the
business in order to commence its operations.  The Company has incurred
recurring losses from operations and has a total accumulated deficit of
$4,298,654 as of March 31, 2002.  The continued operation of the
Company will require a commitment of substantial cash.

Over the first quarter of 2002, the Company intensified its efforts to develop
technologies for the photographic world. The technological improvements to the
Company's proprietary software have been completed, and the Company plans to
hold its field trials in June 2002.  Pending their success, the Company foresees
opportunities in future strategic alliances that would allow generating revenues
from licensing and secondary marketing sources. During 2002, the Company intends
to look to identify other acquisitions to further the Company's share value.

However, the rate at which the Company expends it resources is variable, may be
accelerated, and will depend on many factors.  The Company will need to raise
substantial additional capital to fund its operations and may seek such
additional funds through public or private equity or debt financing.  The
Company will attempt to raise between $500,000 and $1,000,000 through a series
of private placements by July 2002, and has already obtained a preliminary
commitment for $500,000.  The Company has no lines of credit available at this
time.  There can be


                                        5
<PAGE>
no assurance that such additional funding will be available on acceptable terms,
if at all.  The Company's continued existence as a going concern is ultimately
dependent upon its ability to secure additional funding for the success of its
future operations.


NOTE 4 - RELATED PARTIES

In January 2001, the Company entered into an agreement with Jupiter Capital
Ventures to reimburse Jupiter Capital Ventures for operating expenses such as
rent communications and business services, which were incurred on behalf of the
Company. Such expenses are billed to the Company on a monthly basis.  Jupiter
Capital Ventures is owned and operated by the Company's former chairman and
chief executive officer.  The Company paid $65,570 and incurred $108,109 in
operating expenses to Jupiter Capital Ventures during the quarter ended March
31, 2002. Jupiter Capital Ventures has also advanced a total of $138,577 as of
March 31, 2002 to fund operational needs of the Company.

NOTE 5 - CONTINGENCIES

The Company is involved in a legal proceeding with a former employee who is
asserting the Company breached his employment agreement.  In the opinion of
management, based upon advice of legal counsel, the ultimate outcome of the
foregoing proceeding will not have a material impact on the Company's financial
statements.

NOTE 6 - STOCK OPTIONS

For the quarter ended March 31, 2002, the expense associated with options
granted and earned by Third-party consultants was $21,817, which is included in
total general and administrative expenses.

Subsequent to March 31, 2002, the Company issued 1,015,360 stock options to
directors, employees, and consultants with an exercise price of $0.50 per share.
These stock options are for future services to be provided over a three-year
period.  The options vest yearly in three equal tranches and expire five years
from date of grant.

NOTE 7 - LICENSE AGREEMENT

In January 2002, the Company placed into an escrow account 50,000 shares of the
Company's common stock as part of a settlement agreement with a third party for
a license agreement that the Company terminated. The shares will remain in
escrow until June 30, 2002, at which point the shares will be turned over to the
third party. This agreement also requires the Company to make five monthly
installment payments of $10,000 starting in March 2002. The March payment was
made timely. These continent shares were not reflected in computations of loss
per share and weighted-average shares outstanding for the three months ended
March 31, 2002


NOTE 8 - NEW AUTHORATIVE ACCOUNTING PRONOUNCEMENTS

In June 2001, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 141 (SFAS 141), Business Combinations. SFAS
141 applies to all business combinations initiated after June 30, 2001. The
Statement also applies to all business combinations accounted for using the
purchase method for which the date of acquisition is July 1, 2001, or later. The
adoption of SFAS 141 did not have an impact on the Company's consolidated
financial statements.

In June 2001, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 142 (SFAS 142), Goodwill and Other Intangible
Assets. The provisions of SFAS 142 are required to be applied starting with
fiscal years beginning after December 15, 2001 with earlier application
permitted for entities with fiscal years beginning after March 15, 2001 provided
that the first interim financial statements have not previously been issued. The
statement is required to be applied at the beginning of the entity's fiscal year
and to be applied to all goodwill and other intangible assets recognized in its
financial statements to that date. The initial application of SFAS 142 did not
have an impact on the Company's consolidated financial statements.

In October 2001, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standard (SFAS) 144, Accounting for the Impairment or
Disposal of Long-Lived Assets. SFAS 144 supersedes SFAS 121, Accounting for the
Impairment of Long-Lived Assets and Long-Lived Assets to Be Disposed Of, and the
accounting and reporting provisions of APB Opinion 30, Reporting the Results of
Operations - Reporting the Effects of Disposal of a Segment of a Business, and
Extraordinary, Unusual and Infrequently Occurring Events and Transactions, for
segments of a business to be disposed of. SFAS 144 is effective for fiscal years
beginning after December 15, 2001. The initial application of SFAS 144 did not
have an impact on the Company's consolidated financial statements.


                                        6
<PAGE>
ITEM 2.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS

The following discussion should be read together with the information contained
in the Consolidated Financial Statements and related Notes included in the
annual report.

Overview

Gravitas International Inc. ("Gravitas" or "Company")is a solutions provider
developing turn-key solutions for imaging companies in the event photography
industry. Gravitas has a suite of products and services that allow marketers,
advertisers, and companies themselves to realize the full potential of the
digital photography. Gravitas has created a way for companies to convert from
the analog world of event photography, to the digital world. Gravitas products
help companies to increase efficiency and reduce the costs associated with
analog photography.

Gravitas International Inc. also has an array of products and services that
allow marketers, advertisers, and companies themselves to create much greater
results from their campaigns, interact with their target markets, and increase
the likelihood of future sales exponentially.

The Company helps clients hear and respond to the needs of their customers by
creating an interaction and dialogue versus speaking with them. Gravitas's
systems are simple. Instead of trying to guess or create something your target
market is looking for, the company allows the target markets to become a part of
the campaign, and to tell us what it is they are looking for. Once the marketers
know what their target market is looking for it is up to the companies to
deliver the products or services.

The Company is focusing energy on strategic alliances and potential acquisitions
of corporations in event photography industry. The focus will be Theme
Park Photography companies, Hotels and Casino photography corporations, and
Cruise Ship Photography companies.

Currently, the Company intends to gather new technologies and people to allow
for the Company's shift into digital communications. The assets and technologies
obtained from Memoremail are expected to be fused with new technologies to
complete the Company's re-alignment into the field of digital communications,
which in turn should provide the company with new sources of revenue, and help
future expansion through the next business phase.

Over the next quarters, the Company intends on devoting its time and efforts
into developing new markets, and revenues from the acquired technologies. These
modifications will begin to provide Gravitas with a sound operational base from
which to build its new business endeavors.


                                        7
<PAGE>
Results of Operations

The Company generated $21,105 of sales from its digital communication business
during the three months ended March 31, 2002 and no sales for the three months
ended March 31, 2001. There can be no assurance as to when, if ever, the Company
will realize significant operating revenues or attain profitability.

Operating expenses were $234,333 and $148,498 for the three months ended March
31, 2002 and 2001, respectively. General and administrative expenses were mainly
comprised of salaries, and consultant charges for the period. This increase is
the result of additional development and technical support necessary for the
growth of the company.

Liquidity and Capital Resources

The primary source of liquidity has historically consisted of sales of equity
securities and debt instruments.

The Company intends to raise additional capital by way of private placements.
These funds are intended to be used to fund day-to-day operations. The Company
has no lines of credit available to it at this time. There is no assurance that
additional capital will be available to the Company when or if required.

Inflation has not had a significant impact on the Company's results of
operations.

Risk Factors and Cautionary Statements

Forward-looking statements in this report are made pursuant to the "safe-harbor"
provisions of the Private Securities Litigation Reform Act of 1995. The Company
wishes to advise readers that actual results may differ substantially from such
forward-looking statements. Forward-looking statements involve risks and
uncertainties that could cause actual results to differ materially from those
expressed in or implied by the statements, including, but not limited to, the
following: Changing economic conditions, interest rate trends, continued
acceptance of the Company's products in the marketplace, competitive factors,
and other risks detailed in the Company's periodic report filings with the
Securities and Exchange Commission.


PART II - OTHER INFORMATION

Item 1.  Legal Proceedings.

As of March 5, 2002, there is currently three known lawsuits or claims made
against the Company.


                                        8
<PAGE>
1. Steven Nickolas v. WTAA International, Inc. (District Court Clark County,
Nevada, action # A425635, commenced October 13, 2000). Steven Nickolas a former
employee of the company filed a complaint alleging that the company failed to
compensate him for performance, and seeks damages of 250,000 common shares. The
Company has filed a defense and counterclaim alleging that Steven Nickolas has
breached the employment and the exclusivity agreements and seeks court ordered
damages.

2. Starbase-1 Coffee Company, Inc. v. WTAA International, Inc. (District court
Clark County, Nevada, action # A413322) in 1999, the Company entered into an
agency agreement with Starbase-1 Coffee Company, Inc. ("Starbase") granting the
Company the exclusive right to the manufacture, distribution and marketing of
bottled water products using licensed images from the Star Trek television
series.  Starbase alleges that the Company has breached the agency agreement and
seeks to terminate the agency agreement and unspecified damages. The Company has
filed a defense and counterclaim alleging that Starbase has breached the agency
agreement by engaging another firm to produce bottled water products bearing the
Star Trek images and seeks a court order requiring Starbase cooperate with the
Company in the manufacture, distribution and marketing of the Star Trek-branded
bottled water products through Canada and the United States.

3. Madech Financial Services Inc. v. Memoremail Corp., Kevin Hayden, and WTAA
International, Inc. (Vancouver, BC Canada, Vancouver Registry, action #S021150)
Madech is asserting they advanced money to MemorEmail that was subject to trust
conditions. There is no schedule for proceedings.


Item 2.  Changes in Securities.

              None.


Item 3.  Defaults Upon Senior Securities

              None.

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

              None

Item 5.  Other Information.


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

         (a)  Index and Exhibits

              None.

         (b)  The following reports on Form 8-K have been filed by the Company
              during the period covered by this report:

              None


                                        9
<PAGE>
                                   SIGNATURES


       In  accordance  with  Section  13 or  15(d)  of  the  Exchange  Act,  the
registrant  caused  this  report to be signed on its  behalf by the  undersigned
thereunto duly authorized.

                                          Gravitas International, Inc.
                                          --------------------------------------
                                          (Registrant)



Date:  March 10, 2002                     By: /s/ Larry Shaben
                                              ----------------------------------
                                              Larry Shaben
                                              Chairman/Director


       In  accordance  with the Exchange Act, this report has been signed by the
following  persons on behalf of the  registrant and in the capacities and on the
dates indicated.


Date:  March 10, 2002                     By: /s/ Vance Campbell
                                              ----------------------------------
                                              Vance Campbell
                                              President and Directors



Date:  March 10, 2002                     By: /s/ Dr. C.J. Weinstein
                                              ----------------------------------
                                              Dr. C.J. Weinstein
                                              Director



Date:  March 10, 2002                     By: /s/ Larry Shaben
                                              ----------------------------------
                                              Larry Shaben
                                              Director and
                                              Chairman of Board of Directors


                                       10
<PAGE>