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

                                  FORM 10-QSB/A
                                  -------------

  (Mark One)
      (X)      QUARTERLY  REPORT  PURSUANT  TO  SECTION  13  OR  15(d) OF THE
               SECURITIES  EXCHANGE  ACT  OF  1934
               For  the  quarterly  period  ended  June 30, 2003
                                                   -------------

                                       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)

              6320 South Sandhill Road, Ste. 9 Las Vegas NV 89120
       ------------------------------------------------------------------
              (Address of principal executive offices) (Zip Code)

                                 1-800-447-2220
                                 --------------
                          (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 [X] NO [ ]

State the number of shares outstanding of each of the issuer's classes of common
equity,  as  of  the latest practicable date. As of June 30, 2003 the registrant
had  issued  and  outstanding  24,252,495  shares  of  common  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.

ITEM  1.  FINANCIAL  STATEMENTS.

INDEX  TO  FINANCIAL  STATEMENTS

                                                                     Page Number

Table  of  Contents

Consolidated Balance Sheets at June 30, 2003 (Unaudited) and
December 31, 2002 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3

Consolidated Statements of Operations for the Six Months
and Three Months Ended June 30, 2003 and June 30, 2002 (Unaudited). . . . . . 4

Consolidated Statements of Cash Flows for the Six
Months Ended June 30, 2003 and June 30, 2002 (Unaudited). . . . . . . . . . . 5

Notes to Unaudited Consolidated Financial Statements  . . . . . . . . . . . . 6



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


<PAGE>
<TABLE>
<CAPTION>
GRAVITAS INTERNATIONAL INC.
CONSOLIDATED BALANCE SHEETS
==========================================================================
                                              (UNAUDITED)
                                                JUNE 30,     December 31,
                                                  2003           2002
                                              ------------  --------------
<S>                                           <C>           <C>
ASSETS

CURRENT
  Cash                                        $         3   $         105
  Accounts receivable                              16,062           1,688
  Prepaid expenses and other current assets         4,200          21,306
--------------------------------------------------------------------------
                                                   20,265          23,099
CAPITAL ASSETS                                    111,889         143,143
CAPITALIZED SOFTWARE COSTS                              -         134,869
--------------------------------------------------------------------------
                                              $   132,154   $     301,111
==========================================================================

LIABILITIES

CURRENT
  Accounts payable                            $   410,530   $     354,193
  Accrued liabilities                             186,240          92,371
  Royalty and license fees payable                135,000         135,000
  Loans payable                                    85,565          19,150
  Related party payable                           160,418         341,280
  Advance from related party                       30,000         360,000
--------------------------------------------------------------------------
                                                1,007,753       1,301,994

STOCKHOLDERS' (DEFICIT)

Common stock                                       24,246          16,482
Additional paid in capital                      6,057,280       4,667,972
Other comprehensive income                       (128,287)        (12,008)
Accumulated deficit                            (6,828,838)     (5,673,329)
--------------------------------------------------------------------------
                                                 (875,599)     (1,000,883)
--------------------------------------------------------------------------
                                              $   132,154   $     301,111
==========================================================================
</TABLE>

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


                                        3
<PAGE>
<TABLE>
<CAPTION>
GRAVITAS INTERNATIONAL INC.
CONSOLIDATED STATEMENTS OF OPERATIONS AND DEFICIT
(UNAUDITED)
=================================================================================================

                                                 THREE MONTHS ENDED           SIX MONTHS ENDED
                                                      JUNE 30,                     JUNE 30,
                                            ------------------------------------------------------
                                                2003          2002          2003          2002
                                            ------------------------------------------------------
<S>                                         <C>           <C>           <C>           <C>
REVENUE
  Product revenue                           $    37,845   $    15,472   $    73,307   $    36,577
     Total revenues                              37,845        15,472        73,307        36,577

COST OF REVENUE                                  20,015         7,788        32,137         7,998
--------------------------------------------------------------------------------------------------

--------------------------------------------------------------------------------------------------
GROSS PROFIT                                     17,830         7,684        41,170        28,579
--------------------------------------------------------------------------------------------------

OPERATING EXPENSES
  General,selling,and administrative            231,967       457,677       455,434       683,238
  Depreciation and amortization                  29,637         7,653        59,273        16,425
--------------------------------------------------------------------------------------------------
                                                261,604       465,330       514,707       699,663
--------------------------------------------------------------------------------------------------
OPERATING LOSS                                 (243,774)     (457,646)     (473,537)     (671,084)

OTHER INCOME (EXPENSES)
  Non cash financing expense                   (571,417)            -      (571,417)            -
  Write off capitalized software               (109,180)            -      (109,180)            -
  Interest                                         (873)          (79)       (2,851)         (684)
  Other, net                                      1,476        (9,094)        1,476         -7830
--------------------------------------------------------------------------------------------------
NET LOSS                                       (923,768)     (466,819)   (1,155,509)     (679,598)

ACCUMMULATED DEFICIT, BEGINNING OF PERIOD    (5,905,070)   (4,298,654)   (5,673,329)   (4,115,875)
COMMON STOCK SHARES SUBSCRIBED                                    -

--------------------------------------------------------------------------------------------------
ACCUMULATED DEFICIT, END OF PERIOD          $(6,828,838)  $(4,765,473)  $(6,828,838)  $(4,795,473)
==================================================================================================

LOSS PER COMMON SHARE -
     BASIC AND DILUTED                      $     (0.05)  $     (0.03)  $     (0.06)  $     (0.04)
                                            ============  ============  ============  ============
</TABLE>

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


                                        4
<PAGE>
<TABLE>
<CAPTION>
GRAVITAS  INTERNATIONAL  INC.
CONSOLIDATED  STATEMENTS  OF  CASH  FLOWS
(UNAUDITED)
============================================================================================================

                                                             Three months ended           Six months  ended
                                                                   June 30,                    June 30,
                                                            ------------------------------------------------
                                                              2003          2002          2003          2002
                                                            ------------------------------------------------

<S>                                                         <C>         <C>         <C>           <C>
OPERATING ACTIVITIES
  Net (loss)                                                $(923,768)  $(466,819)  $(1,155,509)  $(679,598)
  Depreciation and amortization                                29,637       8,772        59,273      16,425
  Common stock and stock options issued for services           21,897     258,359        43,794     280,176
  Non cash financing expense                                  571,417           -       571,417           -
  Write off of capitalized software                           109,180           -       109,180           -
  Changes in assets and liabilities
    Accounts receviable                                       (10,969)     (6,357)      (14,374)    (18,237)
    Prepaid expenses and other current assets                  (1,479)      9,806        17,106      31,122
    Accounts receivable                                        35,406      83,688        56,337      72,075
    Accrued liabilities                                        70,830       9,782        93,869       9,782
    Royalty and license fee payable                                 -     (40,000)            -     (40,000)
    Deferred revenue                                          (11,820)          -             -           -
    Advance from related party                                 30,000           -       120,000           -
    Related partly payable                                    104,276           -       134,669           -
------------------------------------------------------------------------------------------------------------
      Net cash provided by (used in) operating activities      24,607    (142,769)       35,762    (328,255)
------------------------------------------------------------------------------------------------------------

INVESTING ACTIVITIES
   Note receivable                                                  -     (90,752)            -     (90,752)
  Capital assets                                                    -     (13,838)       (2,330)    (13,838)
  Capitalized software costs                                        -     (86,907)            -     (67,444)

------------------------------------------------------------------------------------------------------------
      Net cash used in investing activities                         -    (191,497)       (2,330)   (172,034)
------------------------------------------------------------------------------------------------------------

FINANCING ACTIVITIES
   Proceeds from loans payable                                 24,800           -        66,415           -
   Proceeds form related party debt                                 -     (23,934)            -     114,643
  Proceeds sale of common stock and stock subscriptions             -     100,000        16,330     100,000
  Proceeds from exercise of stock options                           -     250,000             -     250,000

------------------------------------------------------------------------------------------------------------
   NET CASH PROVIDED BY FINANCING ACTIVITIES                   24,800     326,066        82,745     464,643
------------------------------------------------------------------------------------------------------------
Effect of changes in exchange rates on cash                   (49,404)          -      (116,279)          -
------------------------------------------------------------------------------------------------------------
(DECREASE) INCREASE IN CASH                                         3      (8,200)         (102)    (35,646)
CASH, BEGINNING OF PERIOD                                           -      11,062           105      38,508
------------------------------------------------------------------------------------------------------------
CASH END OF PERIOD                                          $       3   $   2,862   $         3   $   2,862
============================================================================================================

SUPPLEMENTAL INFORMATION ON NON-CASH                                -           0
   INVESTING AND FINANCING ACTIVITIES:
<FN>
(i)  During the six months ended June 30, 2003, $765,531 due to related parties was
     settled by the issuance of 7,655,310 common shares of the Company (Note 12)

(ii) Cash paid  for  interest $2852
</TABLE>

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



                                        5
<PAGE>
                          GRAVITAS INTERNATIONAL, INC.

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  June 30, 2003

NOTE  1  -  DESCRIPTION  OF  BUSINESS

Gravitas International, Inc. (the Company) utilizes its imaging technology to
develop software used by professional photographers, live event marketers and
select photography related marketplaces. The Company's software systems and
associated hardware enable customers to quickly capture, archive, search, and
share digital photographs and associated text and audio records.

The Company's plan is to acquire and consolidate photography companies currently
operating in the theme park/attraction, destination resort/casino, cruise ship,
and mass attendance event industries worldwide. The Company's software and
technology solutions enhance the value of existing photography businesses
through more cost effective photograph capture and by adding the additional
revenue associated with internet marketing, product sales, data management, and
e-commerce, and photo archiving.

NOTE 2 - FINANCIAL STATEMENTS

The unaudited consolidated financial statements of the Company included herein,
have been prepared by the Company pursuant to the rules and regulations of the
Securities and Exchange Commission. Accordingly, they do not include all of the
information and footnotes required by accounting principals generally accepted
in the United States for complete financial statements. The unaudited interim
financial statements as of June 30, 2003 and 2002 reflect all adjustments
(consisting of normal recurring adjustments) which, in the opinion of
management, are considered necessary for a fair presentation of its financial
position as of June 30, 2003 and the results of it operations and its cash flows
for the three and six months periods ended June 30, 2003 and 2002.

The Unaudited Statements of Operations for the six months ended June 30, 2003
are not necessarily indicative of results for the full year.

While the Company believes that the disclosures presented are adequate to make
the information not misleading, these financial statements should be read in
conjunction with the financial statements and accompanying notes included in the
Company's Annual Report on Form 10-KSB for the year ended December 31, 2002.

NOTE  3  -  STOCK-BASED  COMPENSATION

The Company has a stock option plan. The Company applies APB Opinion 25,
Accounting for Stock Issued  to  Employees,  and  related  Interpretations in
accounting for its plan.  The following table illustrates the effect on net loss
if  the  Company  had  applied  the  fair  value  recognition provisions of FASB
Statement 123, Accounting for Stock-Based Compensation to its stock option plan.

                            Three Months Ended       Six Months Ended
                                 JUNE 30,                 JUNE 30,
                             2003        2002         2003         2002

Net loss, as reported     ($923,768)  ($466,819)  ($1,155,509)  ($679,598)
Stock based compensation    (16,500)    (11,700)      (33,000)    (23,400)
                          ------------------------------------------------
Pro-forma net loss        ($940,268)  ($478,519)  ($1,188,509)  ($702,998)
==========================================================================

Loss per share
  As reported                ($0.05)     ($0.03)       ($0.06)     ($0.04)
==========================================================================
  Pro forma                  ($0.05)     ($0.03)       ($0.06)     ($0.05)
==========================================================================

NOTE 4 -    LOSS PER COMMON SHARES

Basic loss per share is based on the weighted-average number of shares
outstanding during the period. The weighted-average number of common shares
outstanding was 20,424,840 for the three months ended June 30, 2003, and
15,403,468 for the three months ended June 30, 2002. The weighted-average number
of common shares outstanding was 18,483,796 for the six months ended June 30,
2003, and 15,215,968 for the six months ended June 30, 2002. Diluted loss per
share for all periods presented equaled the basic loss per share due to the
antidilutive effect of potentially dilutive securities. As of June 30, 2003 and
2002, the Company had 6,409,310 and 1,392,027 of potentially dilutive shares
that were not included in loss per share computations due to their antidilutive
effect.



                                        6
<PAGE>
NOTE 5 -  NEW AUTHORITATIVE ACCOUNTING PRONOUNCEMENTS

In November 2002, the Emerging Issues Task Force reached a consensus opinion on
EITF 00-21, Revenue Arrangements with Multiple Deliverables. The consensus
provides that revenue arrangements with multiple deliverables should be divided
into separate units of accounting if certain criteria are met. The consideration
for the arrangement should be allocated to the separate units of accounting
based on their relative fair values, with different provisions if the fair value
of all deliverables are not known or if the fair value is contingent on delivery
of specified items or performance conditions. Applicable revenue recognition
criteria should be considered separately for each separate unit of accounting.
EITF 00-21 is effective for revenue arrangements entered into in fiscal periods
beginning after June 15, 2003. Entities may elect to report the change as a
cumulative effect adjustment in accordance with APB Opinion 20, Accounting
Changes. The Company has not determined the effect of adoption of EITF 00-21 on
its financial statements or the method of adoption it will use.


In May 2003, the FASB issued Statement 149, Amendment of Statement 133 on
Derivative Instruments and Hedging Activities (SFAS 149), which clarifies
various derivatives related issues and provides for more consistent reporting of
derivatives. SFAS 149 is effective for contracts entered into or modified after
June 30, 2003, with some exceptions, and for hedging relationships designated
after June 30, 2003. The Company has not yet determined the impact of this
statement, but anticipated that it will be complying with the provisions of the
statement, which is to be applied prospectively.

In May 2003, FASB issued Statement 150, "Accounting for Certain Financial
Instruments with Characteristics of both Liabilities and Equity". Statement 150
requires that certain financial instruments, which under previous guidance were
accounted for as equity, must now be accounted for as liabilities. Statement 150
is effective for all financial instruments entered into or modified after May
31, 2003. The Company does not anticipate that the adoption of this statement
will have any effect on the Company's financial position, results of operations,
or cash flows.


NOTE 6 - MANAGEMENT PLAN

In March 2003, the board of directors of Gravitas International Inc. appointed a
new President / Chief Executive Officer and Chief Financial Officer, both of
whom have extensive background in the area of mergers and acquisitions and
experience within the entertainment and advertising industry.

Management anticipated primary revenues to be generated from strategic and
profitable acquisitions and domestic and international licensing of the
proprietary technology. The Company had identified a number of acquisition
targets operating in the theme park/attraction, destination, resort/casino,
cruise ship and mass attendance, and live event industries worldwide. The
Company had retained Jupiter Capital Ventures Inc., a related party and major
creditor of the Company, to raise the capital necessary to pursue these targets.

Based on this consolidation plan, revenue estimates are significantly influenced
by the timing and size of completed acquisitions. There can be no assurance that
any acquisition discussions will conclude successfully, until the necessary
capital is raised. Although Jupiter has pursued and is currently pursuing a
number of promising opportunities, management is not able to reliably forecast
the outcome of Jupiter's efforts.

The Company's ability to continue as a going concern is dependent on successful
future operations and obtaining the necessary debt and equity financing for
future acquisition.



                                        7
<PAGE>
NOTE 7 - LOANS PAYABLE

                                                         June 30,  December 31,
                                                           2003        2002
Forbes Investments, Inc., due on demand,
   non-interest bearing,  unsecured                     $  19,150  $     19,150
Carolyne Taylor,  due January 31, 2004,
  11% per annum interest, convertible to
   common stock at $0.30, secured by promissory note    $  21,475             -
America Net Inc., due February 28, 2004,
    non-interest bearing,  unsecured                    $  44,940             -
                                                        -----------------------
                                                        $  85,565  $     19,150
                                                        =======================

NOTE 8 - ADVANCE FROM RELATED PARTY

In January 2001, the Company entered into an agreement with Jupiter Capital
Ventures, Inc. to reimburse Jupiter Capital Ventures, Inc. for operating
expenses such as rent, communications and business services, that were incurred
on behalf of the Company. Jupiter Capital Ventures is owned and operated by the
Company's former chairman and chief executive officer. The Company had an
outstanding balance of $350,864 due to Jupiter Capital Ventures Inc. as of March
31, 2003 ($ 314,961 at December 31, 2002). These funds represented unreimbursed
expenditure incurred on the Company's behalf and unpaid fees for administration.
In April, 2003, $315,531 of the advance was settled through the issuance of
3,155,310 common shares of the company valued at $0.10/share.

In addition, at June 30, 2003 and December 31, 2002, $20,380 and $26,319,
respectively, was due to several individuals related to the Company. These
amounts bear no interest and are due on demand; the Company recorded no imputed
interest on these borrowing.

NOTE 9 - RELATED PARTY PAYABLE

In January 2001, the Company entered into an agreement with Jupiter Capital
Ventures, Inc. to pay a monthly fee of $20,000 for financial advisory services.
At March 31, 2003, $300,000 was due to Jupiter Capital Ventures, Inc. under the
contract for financial advisory services ($ 240,000 at December 31, 2002).
During 2002, the Company entered into a verbal agreement with Jupiter Financial
Services, Inc., another company controlled by a shareholder of Gravitas
International, Inc., that required a $10,000 monthly payment for investor
relationship services. At March 31, 2003, $150,000 was due to Jupiter Financial
Services, Inc. under the contract for investor relationship services ($120,000
at December 31 2002). The agreements between Jupiter Capital Ventures, Inc. and
Jupiter Financial Services, Inc. and the Company were renewed on January 1,
2003. In April, 2003, $450,000 of the combined amounts due was settled through
the issuance of 4,500,000 common shares of the company valued at $0.10/share. As
a condition of the settlement of debt, the Company issued options to purchase
1,500,000 common shares of the Company at an exercise price of $0.00/share; the
fair value of these options has been estimated to be $150,000. As a further
condition of the settlement of debt, the Company issued options to purchase
4,000,000 common shares of the Company at an exercise price of $0.35/share; the
fair value of these options has been estimated to be $421,417.The Company used
the Black-Scholes pricing model to determine the fair value of the options. The
assumptions used to value the options are as follows: risk free interest rate of
2.93%; option life of 5 years; stock volatility of 199%; and no dividends paid
over the expected life. Both options granted have a 5 year term ending April
14th 2008. The fair value of these options has been recorded as a non cash
financing fee. Effective April 1, 2003, the monthly fee for financial advisory
services was reduced to $6,667 and the monthly fee for investor relationship
services was reduced to $3,333. At June 30, 2003, the Company had an outstanding
principal balance of $20,000 due to Jupiter Capital Ventures Inc. and $10,000
due to Jupiter Financial Services, Inc.


                                        8
<PAGE>
NOTE 10 - CONTINGENCIES

The Company is involved in several legal proceedings. In the opinion of
management, based upon advice of legal counsel, the ultimate outcome will not
have a material impact on the Company's financial statements, if any.
Accordingly, no accrual is included in the accompanying financial statements.

The management of the Company has provided their services without compensation
until a financing is completed. At the time such a financing is completed it is
intended that the Board will negotiate a package of cash and stock compensation
commensurate with the time and effort expended since the commencement of their
services.

NOTE 11  - ACCRUED PAYROLL TAXES

The Company's subsidiary did not timely remit its payroll taxes for the year
ended December 31, 2001, to the Canadian government. The Company has negotiated
a repayment plan with the Canadian government. As of June 30, 2003 and December
31 2002, the Company's unpaid accrued payroll taxes was $60,162 and $59,244,
respectively.

NOTE 12 - WRITE-OFF OF CAPITALIZED SOFTWARE

During the quarter ended June 30,2003, the Company determined that it would no
longer pursue individual live event contracts, the primary source of revenue for
the Company to date. The Company does not believe it may be able to produce
future revenues related to this software. As a result management believes that
the capitalized software has been impaired. The Company recorded a write off of
capitalized software of $109,180 during the quarter ended June 30, 2003.

Note 13 - LICENSE OF TECHNOLOGY

The Company has entered into an exclusive worldwide licensing agreement with
Info-Pix Systems Inc., a related party, whereby Info-Pix would attempt to
exploit the proprietary technology.


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

The following discussion and analysis of the results of operations and the
Company's financial position should be read in conjunction with the unaudited
consolidated financial statements and accompanying notes.


                                        9
<PAGE>
OVERVIEW

The Company has been in the process of identifying and discussing strategic
acquisitions to deploy its unique and proprietary digital technology within
several recognized and high volume companies with existing infrastructure and
positive operating histories. The strategy is to overlay the Company's
proprietary and web-enabled systems on these companies, redefining their
day-to-day operations and business models by reducing costs, adding new revenue
streams and improving profits.

The Company will need to raise substantial additional capital to fund this
strategy. The Company is seeking such additional funds through private equity or
debt financing. Jupiter Capital Ventures, the Company's largest shareholder, has
undertaken to lead the fund raising activity. There can be no assurance that
such 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. The Company has no lines of credit available at
this time.

OPERATIONS


For the quarter ended June 30, 2003, the Company had a net loss of $923,768 or
$0.05 per share compared with a loss of $466,819 or $.03 per share for the
quarter ended June 30, 2002. For the six months ended June 30, 2003, the Company
had a net loss of $1,155,509 or $.06 per share compared with a loss of $679,598
or $.04 per share per for the six months ended June 30, 2002. The loss for the
quarter ended June 30, 2003 was comprised primarily of general and
administrative expenses and consulting fees, together with the write off of
proprietary technology in the amount of $109,180 and non cash financing fees of
$571,417.

Revenue for the quarter ended June 30, 2003 was $37,845 compared with $15,472
for the quarter ended June 30, 2002. Revenue for the six months ended June 30,
2003 was $73,307 as compared to $36,577 for the six months ended June 30, 2002.
Revenue throughout the quarter ended June 30, 2003 was comprised of one
corporate event contract.

Cost of sales for the quarter ended June 30, 2003 was $20,015 compared with
$7,788 for the quarter ended June 30, 2002. Cost of sales for the six months
ended June 30, 2003 was $32,137 as compared to $7,998 for the six months ended
June 30, 2002. Cost of sales in 2003 represented primarily production and
creative expenses incurred to fulfill the contracted revenue earned.


                                       10
<PAGE>
General, selling and administrative expense for the quarter ended June 30, 2003
was $231,967 compared with $457,677 for the quarter ended June 30, 2002.
General, selling and administrative expense for the six months ended June 30,
2003 was $455,434 as compared with $683,238 for the six months ended June 30,
2002. Included in general, selling and administrative expense in 2003 was
$45,252 for administrative services, $80,000 for financial advisory services,
and $40,000 for investor relation's services charged by a related party and
$19,396 for professional fees. The reduction in general and administrative
expenses throughout the three months ended June 30th 2003 as compared to the
three months ended June 30th, 2002, resulted from a change in executive
management, as well as a shift in business focus that moved away from operations
and technology development and into licensing and acquisitions of existing
businesses. This shift in business focuses lowered the operational overhead as
well as the overall general administrative expenses. Management expects the
general and administrative expenses to remain relatively consistent from this
point forward.

LIQUIDITY AND CAPITAL RESOURCES

Cash from operations:
Negative cash flow from operations excluding changes in operating assets and
liabilities was $191,637 for the quarter ended June 30, 2003 compared with
$199,688 for the quarter ended June 30, 2002. For the six months ended June 30,
2003 negative cash flow from operations excluding changes in operating assets
and liabilities was $371,845 as compared to $382,997 for the six months ended
June 30, 2003. Components of the negative cash flow from operations in both
years are comparable and are comprised mainly of general and administrative
expense offset by the gross profit on revenues. With the exception of the one
time financing fees and technology write offs the two years are comparable.

INVESTING ACTIVITIES:
Investment in capital assets for the quarter ended June 30, 2003 was $0 compared
with $13,838 in 2002. Investment in capitalized software was $0 during the three
months and six months ended June 30, 2003 since the Company's proprietary
technology attained commercial feasibility in September 2002. Investment in the
capitalized software for the three months ended June 30, 2002 was $86,907 and
for the six months ended June 30, 2002 was $67,444.


FINANCING ACTIVITIES:
During the quarter ended June 30, 2003, the Company borrowed $24,800 in
short-term loans. During the six months ended June 30, 2003 the Company borrowed
$66,415 in short term loans and sold 108,868 common shares for $16,330
($0.15/share). During the quarter ended June 30, 2002, the Company repaid
$23,934 to a related party and raised $350,000 through the issuance of common
stock and exercise of stock options. During the six months ended June 30, 2002
the company borrowed $114,643 from a related party.

In April 2003, Jupiter Capital Ventures, Inc. ("Jupiter") and its principals and
Jupiter Financial Services and its principals agreed to allow Gravitas
International, Inc. to convert the outstanding debts owing to each of the
companies into equity in the Company. The debt consists of a combination of
expenses incurred by Jupiter Capital on behalf of Gravitas, advances loaned to
the Company by Jupiter, and services rendered to the Company as stipulated by
consulting agreements of Jupiter Capital Ventures, Inc., and Jupiter Financial
Services, Inc. and totaled $765,531.


                                       11
<PAGE>
Jupiter and its principals and Jupiter Financial Services and its principals
agreed to convert their debt to common stock of Gravitas at $0.10 per share.
This conversion price was the fair market value at the time of the agreement. As
a condition of the settlement of debt, the Company issued options to purchase
1,500,000 common shares of the Company at an exercise price of $0.00/share; the
fair value of these options has been estimated to be $150,000. As a further
condition of the settlement of debt, the Company issued options to purchase
4,000,000 common shares of the Company at an exercise price of $0.35/share; the
fair value of these options has been estimated to be $421,417. Both options
granted have a 5 year term ending April 14th 2008. The fair value of these
options has been recorded as a non cash financing expense in the amount of
$571,417.

The Board of Directors approved this offer by resolution on April 14, 2003.

Cash resources and liquidity:

The Company had a working capital deficit of $987,488 at June 30, 2003 compared
with $1,278,895 at December 31, 2002. The reduction in the working capital
deficit was primarily due to the settlement of debt relating to amounts payable
to a related party and an advance from a related party. The debt was settled
through the issuance of common stock .These financial statements do not reflect
adjustments in the carrying value of the assets and liabilities, income
statements items and balance sheet classifications that would be necessary if
the going concern assumption were not appropriate.

Working capital requirements and funds required to consummate certain targeted
acquisitions in order to carry out the Company's expansion business plan are
estimated to be in excess of $3,500,000. The Company's ability to continue as a
going concern is dependent on its ability to obtain debt or equity financing for
its working capital and investing requirements.

Management is in discussions with Jupiter Capital Ventures Inc., a related party
and major creditor to the Company, on raising the capital necessary to fulfill
on the business objectives of acquisition and consolidation. As of September
2003, Jupiter Capital Ventures Inc. has reported that it is continuing
negotiations with a number of third party investment groups to fund the first
two acquisitions that the Company has identified. While there can be no
assurance that such discussions will conclude successfully, management believes
it will be successful in raising the necessary capital.


Risks and Uncertainties:
The digital photography industry is becoming more competitive in all its phases.
The Company competes with many other companies who have greater financial
resources and experience. The demand for the Company's services is dependent on
the financial health of the retail sector and cannot be controlled. There is no
certainty that the monies spent on research and development will result in
commercially viable products or services.

The Company has limited financial resources, no sources of operating cash flow
and no assurances that sufficient funding, including adequate financing, will be
available to conduct further research and development or the consummation of
certain acquisitions. Failure to obtain additional financing could result in the
demise of the business.


                                       12
<PAGE>
Outlook:
In March 2003, the board of directors of Gravitas International Inc. welcomed
Robin Lecky as the new President and Chief Executive Officer and Edward Shapero
as the new Chief Financial Officer. Robin Lecky and Edward Shapero have
extensive background in the area of mergers and acquisitions as well as a number
of influential contacts within the entertainment and advertising industry. They
join Vance Campbell, Chief Operating Officer and Director.

The Company has identified a number of acquisition targets focused on the
consolidation of leading photography companies currently operating in the theme
park/attraction, destination, resort/casino, cruise ship and mass attendance
event industries worldwide. The Company has developed proprietary software and
technology solutions that enhance the value of existing photography businesses
by adding the additional revenue associated with internet marketing, product
sales, data management, and e-commerce.

Gravitas provides a digital imaging solution to a number of guest or
visitor-based industry sectors that typically operate with legacy/analog or
photo-only digital systems. Gravitas has captured strategic ground positioning
the company, via acquisition, to deploy its unique and proprietary digital
technology within several recognized and high volume companies with existing
infrastructure and positive operating histories. Gravitas will overlay its
proprietary and web-enabled systems on these companies, redefining their
day-to-day operations and business models by reducing costs, adding new revenue
streams and improving profits.

Gravitas' marketing and growth strategy the execution through strategic
Acquisitions that will greatly expand the Company's brand and the deployment of
its unique technology and solution. Additionally, and in conjunction with a
widely recognized Strategic Partner, the company is developing a unique
photo/email/database business and operational model for the public institution
market (aquaria, zoos, science centers and artistic/educational attractions).
Marketing and growth opportunities will also be generated through selected
licensing agreements. Where appropriate, email postcards, digital images,
fulfillment prints and equipment will feature "Powered-by-Gravitas" Gravitas
branding.

Primary revenues will be derived from strategic and profit acquisitions and
domestic and international licensing of the Gravitas solution. Secondary
revenues will be derived from database management, third party marketing
opportunities (email sponsorship), royalties from third-party sale of
merchandise, e-commerce fulfillment and creative fees.

Based on Gravitas' consolidation business and growth model, revenue estimates
are significantly influenced by the timing and size of completed acquisitions.
Subject to the Company's ability to obtain debt or equity financing in the next
45 days, the company expects to complete the acquisition of one US-based company
currently operating in the targeted industries outlined previously in the
current fiscal year.

ITEM 3.   CONTROLS AND PROCEDURES


(a) Evaluation of disclosure controls and procedures. We maintain controls and
procedures designed to ensure that information required to be disclosed in the
reports that we file or submit under the Securities Exchange Act of 1934 is
recorded, processed, summarized and reported within the time periods specified
in the rules and forms of the Securities and Exchange Commission. In connection
with their audit of the Company's financial statements as of and for the year
ended December 31,2002 Grant Thornton LLP (GT) advised the Company that it
identified certain deficiencies in the Company's internal control procedures
that GT considered to be material weakness under standards established by the
American Institute of Certified Public Accountants.


(b) Changes in internal controls. There were no significant changes in our
internal controls or in other factors that could significantly affect these
controls subsequent to the date of the evaluation of those controls by the chief
executive officer and principal financial officer.


                                       13
<PAGE>
                          PART II - OTHER INFORMATION

ITEM  1.  LEGAL  PROCEEDINGS.

As of August 19, 2003, there are currently 5 known material lawsuits or claims
made against the Company.

1. Steven Nickolas vs. 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. In December 2002, an offer of settlement was made by Nickolas for
$75,000. The Company rejected his offer and countered for $5,000. The case is
still pending and is scheduled to go to court in September of 2003.

2. Sony Consumer Products Ltd vs. WTAA International, Inc. This claim was based
upon unfulfilled contracts remaining from the bottled water operations. The
claim was negotiated and settled out of court for $ 30,000. As of March 31,
2003, the remaining balance owing was $15,000. The balance owing is anticipated
to be paid off by September of 2003.

3. Universal Studios Licensing Inc. vs. WTAA International Inc. This was based
upon unfulfilled contracts remaining from the bottled water operations. The
claim was negotiated and settled out of court for $ 50,000 and 50,000 shares. A
share adjustment formula was included if the stock price was below $ 0.28per
share. As of December 31, 2002, the remaining balance owing to Universal is
50,000 shares, due to the Company's stock price falling below $ 0.28 per share.
The balance owing is anticipated to be paid off by September of 2003.

4. Madech Financial Services Inc. vs. 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. Madech Financial Services Inc.
has attempted to establish settlement talks with Gravitas International Inc.,
however, upon the advice of legal council Gravitas has been advised to take the
claims to court. It is the opinion of Gravitas' counsel that the suit is
frivolous.

5. Evergreen Building Ltd. vs. Memoremail Corp et al. Evergreen Building Ltd.
was the landlord of MemorEmail Corp., and enforced a personal claim against
Kevin Hayden when Gravitas International Inc., exercised its security agreement
and acquired the assets of Memoremail Corp. for the funds it had invested. As a
part of the employment agreement between Kevin Hayden and Gravitas Digital
Communications Inc., Gravitas agreed to take responsibility for the claim. The
claim has since been settled for a total of $ 25,323. As of August 19, 2003, the
Company has a balance due of $5,000.


                                       14
<PAGE>
ITEM 2. CHANGES IN SECURITIES.

In January 2003, the Company issued 108,868 commons shares for $16,330
($0.15/share).


In April 2003, Jupiter Capital Ventures, Inc. ("Jupiter") and its principals and
Jupiter Financial Services and its principals agreed to allow Gravitas
International, Inc. to convert the outstanding debts owing to each of the
companies into equity in the Company. Consequently, an agreement entered into
between Jupiter Capital, Inc. (Jupiter Capital) and Gravitas International, Inc.
(Gravitas) and an agreement entered into between Jupiter Financial Services,
Inc. and Gravitas International, Inc., effective April 14, 2003 states that
Jupiter Capital and its principals, combined with Jupiter Financial Services and
its principals are owed $ 765,531. The debt consists of a combination of
expenses incurred by Jupiter Capital on behalf of Gravitas, advances loaned to
the Company by Jupiter, and services rendered to the Company as stipulated by
consulting agreements of Jupiter Capital Ventures, Inc., and Jupiter Financial
Services, Inc.

Jupiter and its principals and Jupiter Financial Services and its principals
agreed to convert their debt to common stock of Gravitas at $0.10 per share.
This conversion price was arrived at as the fair market value at the time of the
agreement. As a condition of the settlement of debt, the company issued options
to purchase 1,500,000 common shares of the company at an exercise price of
$0.00/share; the fair value of these options has been estimated to be $150,000.
As a further condition of the settlement of debt, the company issued options to
purchase 4,000,000 common shares of the company at an exercise price of
$0.35/share; the fair value of these options has been estimated to be $421,417.
Both options granted have a 5 year term ending April 14th 2008. The fair value
of these options has been recorded as a non cash financing expense in the amount
of $571,417.


ITEM  3.  DEFAULTS  UPON  SENIOR  SECURITIES

           None.

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

           None.

ITEM  5.  OTHER  INFORMATION.

           None.

ITEM  6.  EXHIBITS  AND  REPORTS  ON  FORM  8-K.

     (a)  Index  and  Exhibits

31.1      Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant
          to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2      Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant
          to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1      Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant
          to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2      Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant
          to Section 906 of the Sarbanes-Oxley Act of 2002.


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

           None


                                       15
<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: Oct 2nd 2003
                                             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: Oct 2nd 2003
                                            By:  /s/  Robin Lecky
                                                 ------------------------
                                                 Robin Lecky
                                                 CEO, President and Director


      Date: Oct 2nd 2003
                                            By:  /s/  Edward Shapero
                                                 ------------------------
                                                 Edward Shapero
                                                 CFO and Director


      Date: Oct 2nd 2003
                                            By:  /s/  Vance Campbell
                                                 ------------------------
                                                 Vance Campbell
                                                 COO, and Director


      Date: Oct 2nd 2003
                                            By:  /s/  Dr. C.J. Weinstein
                                                 ------------------------
                                                 Dr.  C.J.  Weinstein
                                                 Director


      Date: Oct 2nd 2003
                                            By:  /s/  Larry  Shaben
                                                 ------------------------
                                                 Larry  Shaben
                                                 Director and
                                                 Chairman of
                                                 Board of Directors



                                       16
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