SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-KSB
(Mark One)

[X]  ANNUAL REPORT  PURSUANT TO SECTION 13 OR 15(d) OF THE  SECURITIES  EXCHANGE
     ACT OF 1934

For the Fiscal Year Ended December 31, 2002

                                       OR

[ ]  TRANSITION  REPORT  PURSUANT  TO  SECTION  13 OR  15(d)  OF THE  SECURITIES
     EXCHANGE ACT OF 1934

Commission File No. 0-27609

                         RECONSTRUCTION DATA GROUP, INC.
                 ----------------------------------------------
                 (Name of Small Business Issuer in its charter)

                California                                        22-3755993
        ------------------------                             -------------------
        (State of incorporation)                                (IRS Employer
                                                             Identification No.)

    11650 Iberia Place, Suite 201
           San Diego, CA                                           92128
---------------------------------------                            --------
(Address of Principal Executive Office)                            Zip Code


Registrant's telephone number, including Area Code: (858) 618-1085
                                                    --------------

Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: None

Check 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 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 [ ]

Check if disclosure of delinquent filers in response to Item 405 of Regulation
S-B is not contained in this form, and no disclosure will be contained, to the
best of the Registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-KSB or any
amendment to this Form 10-KSB. [X]

The Company's revenues for the most recent fiscal year were $ 100,006
                                                             -------------
The  aggregate  market value of the voting stock held by  non-affiliates  of the
Company on March 26, 2003, was $.001

As of March 26, 2003 the Company had 3,651,500 issued and outstanding  shares of
common stock.

<PAGE>


ITEM 1. DESCRIPTION OF BUSINESS

Reconstruction  Data Group,  Inc. was incorporated in the State of California as
Rocker & Spike  Entertainment,  Inc. on September 27, 2000.  Until  December 31,
2000,  operations consisted of organizational  matters, the sale of no par value
common  stock,  and the search for an operating  company with which to perform a
merger or acquisition.  Effective January 1, 2001, Rocker & Spike Entertainment,
Inc.   purchased   the  assets  and  web  domain  of   Accident   Reconstruction
Communications  Network,  a  sole  proprietorship,  from  the  sole  proprietor.
Following  the  acquisition,  the  company  changed its name from Rocker & Spike
Entertainment, Inc. to Reconstruction Data Group, Inc. effective March 19, 2001.

The  ARC  Network  (Accident   Reconstruction   Communications   Network)  is  a
professional  organization  dedicated to providing  research,  communication and
marketing  exposure  to  the  accident   reconstruction   industry  through  its
comprehensive web site and training seminars.
The ARC Network began as a sole proprietorship founded by Mr. Scott B. Baker. In
September of 1998,  the ARC Network web site was activated  online.  In March of
1999,  memberships  to the ARC  Network  began being  accepted.  From March 1999
through August 2001, Mr. Baker worked  part-time  building and promoting the ARC
Network,   attending   conferences  and  distributing  direct  mail  to  promote
membership;  and, evaluating business models and building the foundation for the
ARC Network as a primary business. In August of 2001, Mr. Baker began working on
the ARC Network  full-time;  attending  conferences,  working on automating  and
improving  services and  facilities,  and  developing  the  structure for online
learning.

Services

The ARC  Network  provides  a web site  business  model  that  introduces  a new
professional  organization concept to accident  reconstruction.  The ARC Network
web site on the Internet is dedicated to providing useful information  regarding
all aspects of the industry.  New information and research  resources are posted
to the network on a timely basis  providing  new and fresh content to all users,
free of charge.

Access to the services  offered by The ARC Network is currently  available  only
over the Internet.

The  services  currently  offered  by The ARC  Network  include  the  following:

Membership/Expert Directory:

Individual  accident  reconstruction  experts  join The ARC Network to take full
advantage of the benefits  offered.  Each member is listed in The ARC  Network's
global expert directory.  Attorneys, insurance companies and government entities
use the  directory  to find  experts  that best fit their case.  The ARC Network
offers  unique  membership  plans to capture the type of exposure each member is
looking for.  These plans range from a simple text  listing to a customized  web
site and marketing package.  All members of The ARC Network have to be qualified
in their field to be included in the expert directory.  The ARC Network will not
compromise  the quality or integrity of its content or its members.  Memberships
will  continue  to grow  because  there are always  new  experts  entering  this
industry.

                                        2
<PAGE>

Members of the ARC Network  receive  the  following  benefits:

-    Listing in the Expert Directory

-    Discounts on seminars and crash tests

-    Discount on advertising within the ARC Network

-    Discounts on web design services

-    Free  technical  support The ARC Network is currently  experiencing  an 85%
     renewal rate of its members. Out of a total of 451 members only 70 have not
     renewed over the last four years as of March 25, 2003.

Participating Organizations:

Non-profit accident reconstruction organizations currently dominate the exchange
of  information  in  the  industry.   The  ARC  Network  will  work  with  these
organizations  to help build  their  presence  on the  Internet  through the ARC
Network.  This in turn allows the ARC Network to gain  credibility  and exposure
while building a user database and increasing use of our services.

By joining The ARC Network,  organizations can focus on their core competency of
building membership, planning and facilitating meetings and events, thus leaving
The ARC Network to support their organization and reduce overhead costs. This is
achieved by placing  their  organization  in The ARC Network as a  "stand-alone"
site. Once integrated with The ARC Network,  we will facilitate  distribution of
organization newsletters, event notices, and current communications.  In return,
the participating  organization will promote The ARC Network to their membership
base.  Approximately 22 non-profit  accident  reconstruction  organizations have
been identified by management  that directly  relate to the industry.  There are
numerous  other  organizations  in  related  fields  that The ARC  Network  will
approach  in  the  future  regarding  partnership  opportunities.  Organizations
include the fields of engineering, medicine, forensics and law.

Newsletter:

Each  month The ARC  Network  electronically  distributes  a  newsletter  to its
database of users. The purpose of the newsletter is to provide information about
the  Industry  and in return  generate  web  traffic,  increase  membership  and
increase advertising revenue.

The newsletter is currently  sent to over 8100  individuals,  organizations  and
companies  each  month.  The  database  is  permission-based.   Individuals  and
companies that have  requested to receive the newsletter  populate the database.
It is first sent  electronically  via email, and then posted to the web site for
future  reference.  This  provides  The ARC Network  with a database of targeted
users and also a monthly opportunity to turn users into members.  The newsletter
contains space for advertising and sponsorship.

Specialty Listing:

Companies  interested  in promoting  their product or service to the industry of
accident  reconstruction can join The ARC Network on a yearly basis. A specialty
listing  consists  of the  company's  logo,  link to their  web site and a brief
description of the company's product(s) or service(s) offering.  The option also
exists to enhance the listing with a Web page further  describing  their product
or service.  Management believes there are thousands of potential companies that
can benefit by listing their product or service in our directory.

                                        3
<PAGE>

Advertising:

Reconstruction  Data Group,  Inc.  directly sells banner  advertisements  on its
Internet  site.  Banner ads appear on every page of The ARC  Network  except for
member  pages  and  participating  organization  pages.  In  addition  to banner
advertising, The ARC Network offers a variety of other options to market to this
industry,  each at  different  cost  levels.  A few of our  advertising  methods
include directory listings and email promotion. The management of Reconstruction
Data  Group,  Inc.  believes  we  will be able to  place  advertising  and  sell
advertising  on our site because of the amount of traffic we will generate as an
established premier web site for this industry.

Web Site Design:

Individuals or companies who are not interested in a simple text listing in The
ARC  Network  and  want to have  their  own web site or want to  redesign  their
existing  web site,  may  contract  with The ARC  Network for  professional  web
development.  We provide a  cost-effective  solution to building and promoting a
professional web presence.

Crash Tests and Seminars:

A number of  organizations  in the industry  hold  seminars and crash tests that
serve as  continuing  education  for accident  reconstruction  experts.  The ARC
Network attends various  seminars and crash tests as a vendor to promote the web
site and  membership.  The ARC Network will also collect the data  presented and
post it to the ARC Network web site.

The ARC  Network  will host its own crash  test  approximately  one (1) time per
year.  The  crash  test  will be  accompanied  by  three  (3)  days  of  speaker
presentations   from  industry  experts.   It  will  be  marketed  as  a  "Crash
Conference".

As The ARC  Network  grows we will work with other  industry  leaders to provide
high quality  seminars and crash tests that will be useful learning  experiences
for those who attend.  It will also provide The ARC Network with the opportunity
to build a crash test  database  that can be packaged and sold in both  document
and video form.

Bookstore:

The ARC  Network  works with  Amazon.com  by  participating  in their  affiliate
program to provide the industry  with a one-stop  section for every book that is
associated  with the industry.  A visitor can directly  place orders on-line and
the book will be shipped within a few days (depending on availability)  directly
to the specified shipping address. In addition to accident reconstruction books,
customers  can also order  anything  available  at  Amazon.com  including a wide
variety of other books, music, videos, DVDs and electronics.

Amazon.com  is  responsible  for  all  customer   service,   including   payment
processing,  ordering, shipping order status reports and returns. Reconstruction
Data  Group,  Inc.  receives a 5 to 15  percent  commission  on all book  sales.
Reconstruction  Data  Group,  Inc.'s  participation  in  Amazon.com's  affiliate
program is a  relationship  of mutual  benefit,  and  involves  no  contract  or
material liabilities related to such participation. As the ARC Network grows, we
will  continually  evaluate  this  relationship  and determine if it is the best
revenue source.

                                        4
<PAGE>

Communication and Research:

For those who are simply visiting the site for information and research, The ARC
Network  provides an enormous  amount of information  free of charge.  It is the
intent to be the leader in fresh content specific to the industry. In turn, this
will  generate  higher  traffic for  advertising  and provide a  non-threatening
introduction to the site. It will also serve to convert visitors to members.

Communication and research areas found in the site include:
Daily industry news feeds
Current and future events
Discussion forum
Extensive topical research directory
Internet resources

Continuing Education:

The ARC Network is currently working to establish  relationships with well-known
accredited colleges and universities to further penetrate the industry and build
awareness  and  credibility  to our site.

The ARC Network hosts a section that provides  visitors with enough  information
to locate  classes of interest,  and directs  users to the school or  university
that hosts the class.  The  current  relationship  the ARC Network has with each
school or  university is of mutual  benefit;  where ARC Network  recommends  and
directs  prospective  attendees to the class,  and the school or  university  is
requested to hand out ARC Network material and recommend us as a resource.

As The ARC Network  grows,  an online  education  portal will be built  allowing
users to take classes directly online.  This service will allow professionals to
enhance  their  education  from the  convenience  of their  home,  resulting  in
substantial  savings of both cost and time compared to physically  attending the
same classes.

Continuing ARC Network web site improvements:

The ARC Network web site is  functional  and  available  for users and  members,
providing a valuable resource for accident reconstruction information, research,
and industry  contacts.  The ARC Network is also  continually  being updated and
improved.  New research  sections are continually being added, with an objective
of adding one new section each month.  Short-term improvements (continual basis)
include  improving the content and  organization.  Long-term  improvements  (4th
Quarter 2003) include the implementation of Sisters and Clones Database,  Online
Calculations Solver, and an improved Vehicle Crush Stiffness Database.

Marketing

The services of the ARC Network are provided on a continual basis. Currently the
web site and direct marketing  drives sales. All services are implemented  using
Internet and computer technologies.  All services relate directly to advertising
for  the  accident  reconstructionist  or  party  advertising  to  the  accident
reconstructionist.  All services, other than crash tests, of the ARC Network are
performed after receiving full payment.


                                        5
<PAGE>

Crash tests require the use of an accredited  facility and personnel trained and
authorized to perform the tests.  A number of available  facilities are owned or
used by vehicle manufacturers,  insurance institutes, colleges and universities.
The ARC Network  will  negotiate  and rely on  arrangements  made with these and
other accredited crash test  facilities.  An up front  expenditure of capital is
required  for the crash tests,  for renting the  facility  where the crash tests
will be performed and for marketing  costs.  All money should be recouped before
the crash test is performed.  Crash tests are pre-booked and prepaid, and can be
cancelled  prior  to  expenditure  if a  minimum  paid  attendance  level is not
reached.

Seminars will be performed as a complement  to the crash tests,  for the purpose
of reviewing and  analyzing  data and results.  Attendee's  cost for these crash
test related seminars may be included as a crash test package offering or may be
charged  separately.  The  nature of the test to be  performed,  the  benefit of
review and analysis,  and optional seminar  attendance as a consideration to the
consumer will be considerations as to determining actual pricing structure.

Seminars may be conducted to complement crash tests,  and will  predominantly be
scheduled as individual  events for training and continuing  education.  The ARC
Network will negotiate and select accredited speakers at various levels of cost.
Speakers will be available at the cost of travel and lodging,  where visibility,
notoriety  and  publicity  are the  speaker's  objectives.  Where  training  and
experience are required to insure credibility of the seminar, speaker or teacher
selection will be more limited and costs  increased.  The ARC Network intends to
conduct  seminars  requiring  a varying  level of  speaker  qualifications  and,
therefore will price seminars at varying levels.

The ARC Network held its first Crash Conference in Seattle, Washington on August
19-21,  2002.  It was  profitable.  The Crash Test was held at  Bremerton  Motor
Sports  Park  with the  assistance  of the  Seattle  Police  Department  and the
Conference  was held at the Radisson at SEA-TAC.  The next Crash  Conference  is
reserved and scheduled in Las Vegas,  Nevada on June 9-12,  2003. The Crash Test
will be performed at the Las Vegas Motor  Speedway  with the  assistance  of the
North Las Vegas Police  Department and the Conference will be held at the Palace
Station  Hotel &  Casino.  As of March 25,  2003 we have  completed  the  direct
marketing initiative and have begun receiving attendee registrations.

There are currently no suppliers that are material to the ARC Network  business.
ARC Network does have  arrangements  with  Amazon.com  for a percentage  of book
sales,  and Pro Specialty for various  merchandise (ARC Network lapel pins, logo
shirts,  and  freebies  for  trade  shows).  None of these  suppliers  represent
significant   income  for  the  ARC  Network;   these   supplies  are  basically
supplementary and require little to no maintenance.

The Industry

The ARC Network  conducts  business  in the  professional  services  industry of
accident  reconstruction  and  traffic  investigation.   Professionals  in  this
industry  are  referred  to  as  "accident  reconstruction  experts"  and  their
objective is to determine how, but not why, an accident occurred,  utilizing all
available   information.   The  ARC  Network  focuses  on  automotive,   trucks,
motorcycles,  pedestrian  and bicycle  accidents;  however,  boating,  aviation,
snowmobile and railway accidents are also covered.

The industry works primarily with attorneys,  insurance companies and government
entities.  They retain the services of accident reconstruction experts to aid in
the  litigation  of  their  cases.  Accident  reconstruction  is  truly  a niche

                                        6
<PAGE>

industry.  The industry is growing and comprised of educated  professionals with
discretionary  income. In addition,  it is virtually  recession proof because it
deals  with  humans,  their  interaction  with  motor  vehicles  and the need to
litigate.

The ability to combine  the  industry  with  Internet  technologies  is the real
strength of The ARC Network's business strategy.  Internet  technologies  enable
The ARC Network to expand and grow the  industry of accident  reconstruction  to
new heights.

The accident  reconstruction  industry has just recently  begun its migration to
the  Internet.  Experts  all over the world are  learning  how to  research  and
communicate,   via  the   Internet,   to  other   Reconstructionists.   Accident
reconstruction   experts  have  a  need  to  use  the  Internet  to   streamline
productivity in their everyday business. The Internet will allow them to be more
efficient.

Demographics

The users of The ARC Network include, but are not limited to, the following:
Accident reconstruction experts
Accident investigators
Engineers
Police Officers (traffic)
Attorneys
Insurance claim adjusters
Transportation Services
Medical/Chiropractic
Government entities
Any business targeting the above group

The typical user has the following characteristics:
Male
Age 30-60
College educated
Income of $50,000+
Computer literate

The   organizations   that  participate  with  The  ARC  Network  are  nonprofit
professional   groups  that  are  industry  specific  and  include:   California
Association   of  Accident   Reconstruction   Specialists,   Forensic   Accident
Reconstructionists   of   Oregon,    International   Association   of   Accident
Reconstruction  Specialists,  The National Association of Professional  Accident
Reconstruction  Specialists,  Inc.,  National  Association  of Traffic  Accident
Reconstructionists  and  Investigators,  New  York  Statewide  Traffic  Accident
Reconstruction Society, Society of Accident Reconstruction Specialists, Michigan
Association  of  Technical  Accident  Investigators,   Illinois  Association  of
Technical Accident Investigators,  Australasian and South Pacific Association of
Collision   Investigators,   Texas   Association   of  Accident   Reconstruction
Specialists and Washington Association of Technical Accident Investigators.

The Internet allows The ARC Network's customer base to be worldwide.  Currently,
The ARC Network is concentrating its marketing  efforts on attracting  customers
located in the United  States and  Canada;  however,  the reach is global and we
currently have international members.

                                        7
<PAGE>

Market Size/Trends

The  total  market  size  is  continually   growing.   The  number  of  accident
reconstruction  experts  continues to grow as traffic police  officers leave the
force to embark on private  careers in  accident  reconstruction.  The number of
personal  injury  attorneys is increasing with the population and the continuous
need for this type of legal representation.

Reconstruction  Data Group  management  estimates  that the total  population of
accident reconstructionists in the United States is 10,000. It is also estimated
that there are  approximately  24,000 police  departments  in the United States.
Other targeted users are estimated in the hundreds of thousands.

As the number of  professionals  in the industry  grows,  there  becomes an even
greater need for a portal web site for the  industry.  In  addition,  there is a
complimentary  increase in number of products and services  available.  Products
and services,  including  publications,  software,  seminars and crash tests are
being  introduced  and  conducted  with more  frequency  than at any time in the
history of this industry.

Accrediting  Standards/Licensing

In 1985, the National Highway Traffic Safety Administration  provided a grant to
develop national  guidelines for the standardization of training in the field of
traffic accident  reconstruction.  A task force of accident  reconstructionists,
engineers, police officers,  educators and attorneys developed a report entitled
Minimum  Training for Police Traffic  Accident  Reconstructionsists.  The report
addressed   certification  of  individuals  in  the  field  and  recommended  "a
certification   board  be  formed"  to  accredit   accident   investigators  and
reconstructionsists.    Five   years   later,   twelve   professional   accident
reconstruction  associations  with worldwide  representation  met to explore the
possibility of forming a recognized accrediation program open to both police and
civilian  reconstructionists.  The Accreditation Commission for Traffic Accident
Reconstruction (ACTAR) was the result of that professional coalition.

ACTAR exists for the benefit of the accident  investigation  and  reconstruction
community,  and is  represented  by  membership  of  professional  participating
organizations.  The  commission  is  neither  controlled  nor  governed  by  any
governmental  body or  agency.  Its goals  include  the  recognition  of minimum
standards  for  accident  reconstruction,  as well as an  ongoing  review of the
latest  technologies and trends in the profession to update and/or improve these
minimum standards.  Participation in the accreditation program is voluntary, and
requires proper training and experience to  successfully  achieve  accreditation
through the completion of an examination,  as well as continuing education units
to maintain accreditation.

Police officer training standards and accreditation for accident  investigations
and  reconstruction may vary by individual  states,  counties,  and communities.
Training and  accreditation  may be through each individual  agency,  or through
professional and educational organizations.

Whether  police  or  civilian  accident  reconstructionists,  accreditation  may
provide  the  professional   with  some  additional  level  of  acceptance  when
interacting with the legal and scientific  community.  Accreditation  encourages
the integrity,  consistency and  professionalism of the accident  reconstruction
industry.

Reconstruction  Data Group,  Inc.  will  recognize and comply with those minimum
standards established for the accident reconstruction industry; as pertaining to
services offered, training  recommendations,  seminars, crash test performances,
and online research  education  facilities.  Reconstruction  Data Group, Inc. is
aware  of no  existing  or  intended  licensing  requirements  for the  accident
reconstructionist professional.


<PAGE>

                                        8
Competition

The ARC Network  represents a new business  model for this  industry.  There are
few, if any, direct  competitors.  The two businesses that The ARC Network views
as  its  direct   competition   have  web  sites,   but  are  not   professional
organizations.  These businesses are described in more detail below.  Businesses
viewed as indirect competitors,  such as non-profit professional  organizations,
are expected to become  integrated  as part of The ARC Network in some  fashion.
This creates new synergistic relationships in place of actual competition.

Traffic Accident Reconstruction Origin (TARO)

The Traffic Accident Reconstruction Origin (TARO, www.tarorigin.com) was created
in August 1996 and was the  first-to-market  with a content driven web site. The
Traffic Accident Reconstruction Origin's objective is to encourage communication
between individuals practicing in the field of accident reconstruction,  provide
a forum for the exchange of ideas and techniques, and offer its contents free of
charge to anyone that wants the information. The Traffic Accident Reconstruction
Origin draws its operating budget solely from advertising.  The Traffic Accident
Reconstruction Origin web site features a newsroom,  technical articles, product
information,  jobs and training information,  accident reconstruction exercises,
an organization directory,  personal advertising, and classified advertisements.
The Traffic  Accident  Reconstruction  Origin  markets  banner  advertising  and
professional profiles.

The Traffic  Accident  Reconstruction  Origin web site is an excellent source of
information  for  the  accident  investigator  or   reconstructionist.   Neither
memberships nor memberships  advantages are offered, no newsletter is published,
web site updates are  performed  quarterly,  and all  resources and services are
specifically  related  to the web site  (i.e.,  no  crash  tests  conducted,  no
training  seminars  conducted).  The Traffic  Accident  Reconstruction  Origin's
operating  budget  is  currently  intended  for the  acquisition,  support,  and
maintenance of information, and support of the web site.

Accident Investigation and Reconstruction Center (AIRC)

The Accident  Investigation and Reconstruction Center (AIRC,  www.aiexperts.com)
was  created  in July 1999.  The AIRC web site is an  information  resource  for
accident  investigators  and  reconstructionists;  featuring a newsroom,  forum,
product   listings,   job  classifieds,   training  events,  a  directory,   and
advertisements.  The Accident  Investigation and Reconstruction  Center web site
emphasis and promotes  software  products,  either  proprietary or other company
provided.

The Accident  Investigation and Reconstruction Center markets banner advertising
and web page design.  AIRC also  promotes an Accident  Reconstruction  Web Ring,
which is convenient for  investigators  and  reconstructions  wishing to list or
visit other industry related web sites. The current Accident  Reconstruction Web
Ring, owned and promoted by AIRC, is comprised of more than 100 industry-related
web sites.

The  Accident  Investigation  and  Reconstruction  Center is web site  oriented;
producing no external  publication,  and  conducting  no external  events (e.g.,
crash tests or training seminars).

                                        9
<PAGE>

Pricing

Currently the ARC Network is offering its services at a rate to induce interest,
build content and traffic.  Once  established and operating at full capacity the
ARC Network will be able to charge  higher  prices.  The ARC  Network's  pricing
strategy will not only cover costs and make a profit, but will help to establish
us as an industry leader. Once established within the industry,  The ARC Network
will be able to charge premium prices as well as affordable alternatives.

Comparative   prices  are  taken  from  direct   competitors,   industry-related
companies,  and Internet web sites offering comparable services.  Narratives are
provided to explain the ARC Network provided services as well as the comparative
services and prices structure presented.

The ARC Network charges the following for its services:

Membership
Individual

Basic             Simple text listing                 $49 per year
--------------------------------------------------------------------------------
Gold              Includes brief career resume        $149 per year with a
                                                      $25 setup fee
--------------------------------------------------------------------------------
Platinum          Web page package                    $249 per year with a
Organizations                                         $50 setup fee
--------------------------------------------------------------------------------
Basic             Simple text listing                 $50 per year
--------------------------------------------------------------------------------
Advanced          Web page and marketing package      $399 per year with a
                                                      $50 setup fee
--------------------------------------------------------------------------------
Educator                                              $350 per year with a
                                                      $50 setup fee
--------------------------------------------------------------------------------
Police                                                $175 per year with a
                                                      $50 setup fee
--------------------------------------------------------------------------------

Comparative individual membership rates include:

$16 per year for a student/undergraduate
--------------------------------------------------------------------------------
$35 per year for a basic membership
--------------------------------------------------------------------------------
$100 per year and up for a professional profile (career resume)
--------------------------------------------------------------------------------
$200 per year and up for a web page package
--------------------------------------------------------------------------------

Comparative corporate membership rates include:

$35 to $50 for a simple text listing
--------------------------------------------------------------------------------
$200 and up for a web page and marketing package

Membership  rates can vary  based upon the  visibility  and  credibility  of the
company,  membership advantages and discounts,  and the extent and complexity of
the professional profile or web page and marketing package.

Advertising
Banner                   Size: 468 pixels by 60 pixels         $200 per quarter
--------------------------------------------------------------------------------
                                       10
<PAGE>


Comparative banner advertising is available at rates of $25 - $55 per month. The
Traffic  Accident  Reconstruction  Origin  TARO)  web site  updates  advertising
quarterly and charges $50 per quarter.  Accident  Investigators  Resource Center
(AIRC) offer  comparable size banner  advertising at $25 per month.  Advertising
rates will vary depending upon web site  popularity,  and membership  advantages
and discounts. The ARC Network advertising rate shown does not include discounts
which may be available to members.

Newsletter
Product or service
  review               1/2 page review, e-mail, and links        $150 per issue
--------------------------------------------------------------------------------

No comparable  service from direct competitors is currently  available.  Product
and  service  information  at  comparable  web  sites is  found  to be  entirely
promotional.  ARC Network will offer an independent  and critical  review of the
product or  service,  provide a 1/2 page review in the  newsletter,  and include
e-mail and web site linkage information.

Specialty Listing
Enhanced listing (web page)                     $250 per year with $25 setup fee
--------------------------------------------------------------------------------

Specialty  listings are provided for  companies  interested  in promoting  their
product to the industry.  Listings may be comprised of the company's logo, brief
description of product and services,  and appropriate  e-mails and/or  linkages.
Comparable  profiles  found ranged from $50 - $99 per year.  Comparable web page
listings were found  beginning at $102 per year and increasing  with content and
complexity.

Web Site Design

$65 per  hour or a flat  rate by  project  (No  charge  as part of a  membership
package or specialty project)
--------------------------------------------------------------------------------

Web  site  design  is  a  common  service  offered  across  the  Internet.  With
consideration for those specifics as related to an individual industry, web site
design at a rate of $65 per hour is  relatively  standard,  as well as flat rate
negotiations for individual projects.  ARC Network expects web site design to be
performed as a part of membership or specialty  packages,  and not as separately
billed hourly or project tasks.

Crash Tests

$449 - 599 per person                                              100 attendees

Crash test  attendees  may find costs  varying  from $175 per person to $695 per
person; the variance may be dependent upon the organization conducting the crash
test,  the purpose of the crash test,  the number of attendees,  and whether the
crash test includes any accompanying  analysis or training seminar.  Crash tests
performed  by an  organization  that  owns a  qualified  facility  and  uses the
facility's  trained personnel may be significantly less costly then a crash test
performed  by an  organization  that must rent a qualified  facility and trained

                                       11
<PAGE>

personnel.  Cost  justification for a renting  organization must be found in the
purpose of the crash test, the number of attendees, and an accompanying analysis
or training seminar. The costs of training seminars may vary significantly, with
comparable  rates  found at $75 per person to $395 per  person.  Cost per person
includes dependencies upon the subject matter, speaker, number of attendees, and
length of the seminar.

RENEWAL RATE:
Approximately  85%.  Out of a total of 451 members only 70 have not renewed over
the last four years.

MEMBERSHIP
Recurring revenue. from membership: approximately $30,788

ADVERTISING
Recurring revenue from advertising: approximately $10,590

WEB SITE HOSTING & MAINTENANCE
Recurring revenue from hosting and maintenance: approximately $1,615

SERVICES
Non-recurring and billed at $65 per hour
a.) Web Research
b.) AutoCAD diagramming
c.) Web Site Design
Revenue from these services is variable and should not be considered recurring.

CRASH TESTS and SEMINARS

The ARC Network held its first Crash Conference in Seattle, Washington on August
19-21,  2002.  It was  profitable.  The Crash Test was held at  Bremerton  Motor
Sports  Park  with the  assistance  of the  Seattle  Police  Department  and the
Conference  was held at the Radisson at SEA-TAC.  The next Crash  Conference  is
reserved and scheduled in Las Vegas,  Nevada on June 9-12,  2003. The Crash Test
will be performed at the Las Vegas Motor  Speedway  with the  assistance  of the
North Las Vegas Police  Department and the Conference will be held at the Palace
Station  Hotel &  Casino.  As of March 25,  2003 we have  completed  the  direct
marketing initiative and have begun receiving attendee registrations.

Summary of Membership, Services Volume as of March 1, 2003

MEMBERS:                  USERS:
----------------          ------------------------------------------------------
Individual: 302           For the most recent month, approximately 84,331 unique
Organization: 12          user sessions representing 859,162web site inquiries.
Corporate: 4
Educator: 4
Police: 40

NEWSLETTERS:

46 monthly newsletters have been produced to date since starting in March 1999.
Newsletter distribution list is currently at 8,150

Marketing  Strategy

Our target market is accident reconstruction experts,  investigators,  engineers
and police  officers.  Once we have built a strong  foundation of these users we
will then  begin  campaigns  directed  at  attorneys,  insurance  companies  and
government entities.

The following is a list of current marketing  campaigns:

Search Engines:  35% of membership  revenue is directly related to search engine
relevance. As part of the marketing plan, it is critical that The ARC Network is
located in the top 10 (at  minimum) in all major  search  engines.

Trade Shows:  Trade shows have proven to be an excellent  method to humanize the
web site and promote  membership.  Each trade show is analyzed and researched to
qualify  for  our  participation.  The  goal of this  marketing  campaign  is to
increase  membership  in  the  ARC  Network,   expose  potential  users  to  our
organization and build awareness and brand recognition.

Permission-based Email:  Permission-based email has also proven to be one of the
best and most  cost-effective  ways to drive  traffic  to the  site.  25% of all
membership  revenue  has been tied  directly  to email  efforts.  These  efforts
include an online, subscription-based newsletter and an email event notification
service.

Direct  Mail:  Direct mail has proven to be very  effective.  We have a response
rate  of   approximately   3.6%  and  a  return  on  investment  of  over  350%.
Partnerships:  Although we have not developed a way to effectively  measure this
type of marketing, we believe it to be very important.  This involves partnering
with  industry  leaders  in  cross-promotion.   For  example,  SAE  (Society  of
Automotive  Engineers)  will  hand  out our  brochures  at  their  seminars  and
conferences if we help them promote it on The ARC Network. In reality, this is a
double win for the ARC Network because SAE is providing us with valuable content
for the Events Calendar and are also promoting our site at their event.  The ARC
Network  believes a successful  marketing  plan  utilizes both  traditional  and
non-traditional  campaigns,  as well as a mixture of  Internet  advertising  and
media advertising. As the ARC Network grows, we will add additional campaigns to
meet our objectives.  The initial  marketing efforts for members and advertisers
are directed at the United States and Canada.  These efforts will be extended to
other countries depending on web site usage and demand. Scott Baker, the founder
of ARC Network,  performs all  marketing for the ARC Network using proven models
for Internet marketing.  Mr. Baker holds a Marketing degree from San Diego State
University,  was the Internet marketing strategist for MicroAge,  Inc. a Fortune
500  computer  company,  and  was  the  Chief  Marketing  Officer  for  1st  Net
Technologies, Inc.

Patents, Copyrights and Intellectual Property, Research and Development

Reconstruction  Data Group,  Inc. does not depend and is not expected to depend,
upon  patents,   copyrights,  trade  secrets,  know-how,  or  other  proprietary
information.  Reconstruction  Data  Group,  Inc.  has  expended  no amounts  for
research and development in the last fiscal year.

                                       13
<PAGE>


Employees

                           Current Number               Number of Employees
Type of Employee           of Employees                 Within Next 12 Months
----------------           ------------                 ---------------------

Administrative                   1                            3
Operations                       1                            2
Clerical                         0                            1

TOTAL                            2                            6

NOTE: The current employees are the officers of Reconstruction Data Group, Inc.

Present employees: 2
Scott Baker: Founder/President
Tonya Baker: Executive Assistant - handles new memberships and office
management.

Scott Baker is a full time employee of  Reconstruction  Data Group,  Inc. and is
assisted  part-time,  as necessary,  by Tonya Baker. Scott Baker and Tonya Baker
are husband and wife.

Scott Baker  manages the ARC  Network.  He also  founded and  developed  The ARC
Network.   Mr.  Baker  has  relevant  business   experience  and  background  to
effectively  manage  and  operate  the  business.  As  The  ARC  Network  grows,
additional employees will be added in anticipation of need.

Labor

The labor  force  required  for The ARC  Network  to expand and grow to the next
level and beyond is as follows:
Sales Representatives  Webmaster - and designer

Administrative  None of Reconstruction  Data Group, Inc.'s employees are subject
to collective bargaining agreements.

Reconstruction  Data Group,  Inc.  does not have and does not intend to have any
supplemental benefits or incentive agreements with any of its employees.

The ARC Network will analyze its needs before incurring the expenses  associated
with  each  salaried,  full-time  employee.  Some  work  will be  outsourced  to
independent   contractors  to  limit  the  overhead  attributable  to  full-time
employees.

ITEM 2. DESCRIPTION OF PROPERTIES

Reconstruction  Data Group,  Inc.  currently  operates  from  office  facilities
located at 11650 Iberia Place,  Suite 201, San Diego,  California 92128.  Office
facilities are acquired  through a standard office lease for  approximately  750
square feet of usable  office  space;  leased at a rate of  $1313.00  per month,
commenced June 2001 and ending May 2003.

The company does not intend to acquire  additional  properties  in the immediate
future.

                                       14
<PAGE>

ITEM 3. LEGAL  PROCEEDINGS.  Reconstruction  Data Group, Inc., is not a party to
        any legal proceedings.


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

        Not Applicable


ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

COMMON STOCK

The  Company's  common stock is listed for trading on the OTCBB under the symbol
RDGI. However as of March 26, 2003, no bids, offers or trades have occurred.

     As of March 26, 2003, there were  approximately 75 beneficial owners of the
Company's common stock.

     The Company is authorized to issue  50,000,000  shares of common stock (the
"Common Stock").  Holders of Common Stock are entitled to cast one vote for each
share held of record of all matters presented to shareholders. Cumulative voting
is not allowed, which allows the holders of a majority of the outstanding Common
Stock to elect all directors.

     Holders of Common Stock are  entitled to receive  such  dividends as may be
declared  by the  Board of  Directors  out of funds  legally  available  for the
payment of dividends and, in the event of liquidation,  to share pro rata in any
distribution of the Company's  assets after payment of liabilities.  The Company
has never declared a dividend and it is not  anticipated  that dividends will be
paid in the foreseeable future.

     Holders  of Common  Stock do not have  preemptive  rights to  subscribe  to
additional shares issued by the Company. All of the outstanding shares of Common
Stock are fully paid and non-assessable.


ITEM 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS

Results of Operations - Period From December 31, 2001 to December 31, 2002

REVENUES:  The  Company  had  revenues of $100,006 in the past fiscal year ended
December 31, 2002 as compared to $15,945 for the fiscal year ended  December 31,
2001. Revenue has increased because of increased  marketing effort, a successful
crash conference, and wider recognition of our organization. We are still in the
start-up phase and are experiencing very high growth.

EXPENSES:  During the year ending December 31, 2002, the Company incurred direct
expenses  of  $172,778  compared to $237,126  for the  previous  year.  Expenses
decreased  because  we  have  completed  a  majority  of the  development  costs
associated with the web site and reorganizing the company.

These  expenses  were  primarily  compensation  of $60,252,  costs of seminar of
$31,291,  general administrative expense of $27,837, rent of $15,887 and $14,139
of depreciation and amortization.

                                       15
<PAGE>

The Company  incurred a loss of $72,772 for the fiscal year ended  December  31,
2002 as compared to a loss of $221,181  for the fiscal year ended  December  31,
2001.  The  largest  elements  of the loss in fiscal  2001 was a $120,000  asset
impairment charge and a charge of $17,767 for contributed services.

Cash on hand at December 31, 2002 was $11,920 and the Company recognizes it does
not have  sufficient  funds to conduct  ifs  affairs.  It fully  intends to seek
financing by way of loans and private placements.

Liquidity And Capital Resources

The Company has financed its  development to date by way of sale of common stock
and with loans from a  shareholders  of the Company.  The Company  currently has
total debts of $45,493, including $12,000 in current trade debt.

During  2002,  the Company  sold  541,500  shares of common stock and has raised
total  capital of  approximately  $54,150  and  incurred  offering  expenses  of
$31,325. The remainder of funds was used for working capital.

The Company is aware that it will require  additional capital during the current
fiscal year to assist in the  development  of its  property.  It intends to seek
additional capital by private placement, loans or a combination of both.

Reconstruction  Data  Group,  Inc.'s  losses from  operations  are the result of
formation and organizational  costs,  salaries paid to officers and a write-down
in assets  related to the  acquisition  of the ARC Network.  The  formation  and
organizational  and  acquisition   losses  are  considered   non-recurring  and,
therefore,  the  implementation  of specific steps to remedy these causes is not
appropriate or necessary.

The primary issue related to expected continued losses is the president's salary
of $6,000  per  month  which  began in July of 2001.  The  president  has and is
currently  devoting full time  attention to  implementing  the current  business
plan.  The intent is to develop  sufficient  revenues to sustain  this salary so
full time attention can be maintained.  Sufficient sales are currently not being
generated from the ARC network  operations to maintain the president's  intended
salary and cash reserves are not  sufficient  to maintain this salary level.  If
sales cannot be increased to a level that can provide some salary, Mr. Baker may
have to withdraw  to part time  status.  Reconstruction  Data  Group,  Inc.  may
utilize  up to a  maximum  of  $36,000  of the  offering  proceeds  towards  the
presidents salary.

Cash  Compensation  during the  twelve-month  period ended December 31, 2002 was
$60,252.

Debt  financing  was  utilized to continue the  development  of the business and
provide   compensation  to  the  officers   during  this  initial   development.
Reconstruction  Data Group, Inc. has incurred the following  promissory notes as
of the date of this  prospectus:  Note payable to a Mr. Haywood,  interest at 12
percent,  principal and interest due on November 6, 2003,  unsecured for $30,000
Note payable to a Mr. Reno,  interest at 12 percent,  principal and interest due
on  November  6, 2003,  unsecured  for $25,000  Note  payable to Mr.  Chatfield,
interest at 12 percent,  principal and interest due on July 29, 2004,  unsecured
for $10,000

Accrued interest expense on the notes totaled $10,250 as of December 31,2002.

                                       16
<PAGE>

These  notes are due within the next 12 months and are  significant  obligations
related to the  current  level of  revenues.  Revenues  will need to continue to
develop in order to meet these obligations when they come due. As of the date of
this report the company has not incurred any additional debt financing.

Currently  a crash test and  seminar  is  scheduled  for June 9-12,  2003 in Las
Vegas,  Nevada.  Sufficient   pre-registrations,   donations  of  equipment  and
sponsorships  for this test have been  received.  No  significant  demands  cash
reserves are expected and no additional debt is expected related to this event.

Membership retention for the Arc Network has been high among the small following
it  currently  enjoys.  Should the  offering  fail to generate  any proceeds the
officers  would likely have to continue  operations on a part time basis without
compensation  in order to achieve a  positive  cash flow from  operations.  This
would  likely  significantly  retard  the rate of growth of the  operations  and
revenue.

Reconstruction  Data Group,  Inc. is a  development  stage  company with limited
operations,  negative cash flows, and operational losses to date. Reconstruction
Data Group's management  believes the implementation and success of its business
plan will correct cash flow and operational losses. However, Reconstruction Data
Group, Inc. has not been able to establish  significant revenues to date and has
no  historical  basis to assure  sufficient  revenues  will be  generated by the
planned efforts.

Operational  results for the past 12 months indicate slow revenue growth but are
not sufficient to fully implement the business plan or maintain  intended levels
of compensation to officers.

The  management of  Reconstruction  Data Group,  Inc. is aware of no significant
changes in the  underlying  economics of the Accident  Reconstruction  industry,
which will have an impact  upon  Reconstruction  Data Group,  Inc.'s  operations
within the next 12 months.

Controls and procedures

The Company  maintains  disclosure  controls and procedures that are designed to
ensure that information  required to be disclosed in the Company's  Exchange Act
reports is recorded, processed,  summarized and reported within the time periods
specified in the SEC's rules and forms, and that such information is accumulated
and  communicated  to the Company's  management,  including its Chief  Executive
Officer and Chief Financial Officer,  as appropriate,  to allow timely decisions
regarding  required  disclosure  based closely on the  definition of "disclosure
controls and  procedures"  in Rule  13a-14(c).  In designing and  evaluating the
disclosure controls and procedures,  management recognized that any controls and
procedures,  no  matter  how  well  designed  and  operated,  can  provide  only
reasonable assurance of achieving the desired control objectives, and management
necessarily  was required to apply its judgment in evaluating  the  cost-benefit
relationship of possible controls and procedures.

Within 90 days prior to the date of this  report,  the  Company  carried  out an
evaluation,  under the supervision and with the  participation  of the Company's
management,  including the Company's Chief  Executive  Officer and the Company's
Chief Financial Officer, of the effectiveness of the design and operation of the
Company's  disclosure  controls  and  procedures.  Based on the  foregoing,  the
Company's Chief Executive Officer and Chief Financial Officer concluded that the
Company's disclosure controls and procedures were effective.

There have been no significant  changes in the Company's internal controls or in
other factors that could  significantly  affect the internal controls subsequent
to the date the Company completed its evaluation.

                                       17
<PAGE>

ITEM 7. FINANCIAL STATEMENTS

         See the financial statements attached to this report.

                                       18
<PAGE>

                         RECONSTRUCTION DATA GROUP, INC.
                          Index to Financial Statements
                                                                         Page
                                                                         ----

Independent auditors' report ..........................................   F-2

Balance Sheet at December 31, 2002 ....................................   F-3

Statements of Operations for the years ended December 31, 2002 and 2001   F-4

Statement of Changes in Shareholders' Deficit, for the years ended
     December 31, 2002 and 2001 .......................................   F-5

Statements of Cash Flows for the years ended December 31, 2002 and 2001   F-6

Notes to Financial Statements .........................................   F-7


<PAGE>


To the Board of Directors and Shareholders:
Reconstruction Data Group, Inc.

                          INDEPENDENT AUDITORS' REPORT

We have audited the  accompanying  balance sheet of  Reconstruction  Data Group,
Inc. as of December 31, 2002, and the related statements of operations,  changes
in  shareholders'  deficit and cash flows for the years ended  December 31, 2002
and 2001,.  These financial  statements are the  responsibility of the Company's
management.  Our  responsibility  is to express  an  opinion on these  financial
statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the  United  States of  America.  Those  standards  require  that we plan and
perform the audit to obtain  reasonable  assurance  about  whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audits  provide  a
reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects, the financial position of Reconstruction Data Group, Inc.
as of December 31, 2002,  and the results of its  operations  and its cash flows
for the years ended  December 31, 2002 and 2001 in  conformity  with  accounting
principles generally accepted in the United States of America.

The accompanying  financial  statements have been prepared  assuming the Company
will  continue  as a going  concern.  As  discussed  in Note 1 to the  financial
statements,  the Company has a working  capital deficit at December 31, 2002 and
has incurred  operating  losses for the years ended  December 31, 2002 and 2001,
which  raises a  substantial  doubt  about its  ability to  continue  as a going
concern.  Management's  plans in regard to these  matters are also  described in
Note 1. The  financial  statements  do not  include any  adjustments  that might
result from the outcome of this uncertainty.



/s/ Cordovano and Harvey, P.C.Rw
--------------------------------
Cordovano and Harvey, P.C.
Denver, Colorado
February 21, 2003

<PAGE>



                         RECONSTRUCTION DATA GROUP, INC.
                                  Balance Sheet

                                December 31, 2002

 Assets
Current assets:
    Cash ........................................................    $  11,920
                                                                     ---------
                  Total current assets ..........................       11,920

    Furniture, equipment and web site domain, net of
       accumulated depreciation and amortization (Note 3)               19,934
    Deposit .....................................................        1,313
                                                                     ---------

                                                                     $  33,167
                                                                     =========

                  Liabilities and Shareholders' Deficit
Current liabilities:
    Accounts payable and accrued liabilities ....................    $  11,994
    Current maturities on notes payable (Note 4) ................       55,000
    Accrued interest expense (Note 4) ...........................        9,452
    Unearned membership and advertising income ..................       16,368
                                                                     ---------
                  Total current liabilities .....................       92,814

Long-term debt:
    Notes payable, less current maturities (Note 4) .............        5,000
                                                                     ---------
                  Total liabilities .............................       97,814
                                                                     ---------

Commitments (Note 8) ............................................         --

Shareholders' deficit (Note 5):
    Common stock, no par value;  50,000,000 shares
       authorized, 3,651,500 shares issued and outstanding             323,825
    Additional paid-in capital ..................................       19,167
    Retained deficit ............................................     (407,639)
                                                                     ---------

                  Total shareholders' deficit ...................      (64,647)
                                                                     ---------

                                                                     $  33,167
                                                                     =========

                 See accompanying notes to financial statements

                                       F-3


<PAGE>


                         RECONSTRUCTION DATA GROUP, INC.
                            Statements of Operations


                                                  For The Years Ended
                                                     December 31,
                                              --------------------------
                                                 2002           2001
                                              -----------    -----------
Revenue:
    Memberships ...........................   $    20,850    $    11,484
    Advertising income ....................        21,735          1,455
    Consulting services ...................        20,024          1,580
    Seminar ...............................        31,521           --
    Other income ..........................         5,876          1,426
                                              -----------    -----------
                   Total revenue ..........       100,006         15,945
                                              -----------    -----------

Expenses:
    Compensation ..........................        60,252         40,321
    Contributed services (Note 2) .........          --           17,767
    Rent ..................................        15,887          9,191
    Contributed rent (Note 2) .............          --              800
    Professional services and consulting ..        15,797         18,492
    Costs of seminar ......................        31,291           --
    Other general and administrative ......        27,837         15,413
    Depreciation and amortization .........        14,139         12,265
    Asset impairment charge (Note 7) ......          --          120,000
    Interest ..............................         7,575          2,877
                                              -----------    -----------
                   Total expenses .........       172,778        237,126
                                              -----------    -----------

                   Loss before income taxes       (72,772)      (221,181)

Income tax provision (Note 6) .............          --             --
                                              -----------    -----------

                   Net loss ...............   $   (72,772)   $  (221,181)
                                              ===========    ===========

Basic and diluted loss per share ..........   $     (0.02)   $     (0.07)
                                              ===========    ===========

Basic and diluted weighted average
    common shares outstanding .............     3,195,321      3,110,000
                                              ===========    ===========


                See accompanying notes to financial statements

                                       F-4
<PAGE>

<TABLE>
                         RECONSTRUCTION DATA GROUP, INC.
                  Statement of Changes in Shareholders' Deficit
<CAPTION>


                                                        Common Stock         Additional
                                                   -----------------------    Paid-In       Retained
                                                     Shares       Amount      Capital       Deficit        Total
                                                   ----------   ----------   ----------    ----------    ----------
<S>                                                <C>          <C>          <C>           <C>           <C>
Balance at December 31, 2000 ...............   *    1,610,000   $  151,000   $      600    $ (113,686)   $   37,914

Common stock issued to acquire The ARC
    Network ($.10/share) (Note 7) ..........   *    1,500,000      150,000         --            --         150,000
Services contributed by the Company's
    officers (Note 2) ......................             --           --         17,767          --          17,767
Office space contributed by the Company's
    president (Note 2) .....................             --           --            800          --             800
Net loss ...................................             --           --           --        (221,181)     (221,181)
                                                   ----------   ----------   ----------    ----------    ----------

Balance at December 31, 2001 ...............   *    3,110,000      301,000       19,167      (334,867)      (14,700)

Common stock sold to investors ($.10/share),
    less $31,325 of offering costs (Note 5)    *      541,500       22,825         --            --          22,825

Net loss ...................................             --           --           --         (72,772)      (72,772)
                                                   ----------   ----------   ----------    ----------    ----------

Balance at December 31, 2002 ...............        3,651,500   $  323,825   $   19,167    $ (407,639)   $  (64,647)
                                                   ==========   ==========   ==========    ==========    ==========
</TABLE>


  *  Restated for 10:1 common stock split (see Note 5)

                See accompanying notes to financial statements

                                       F-5

<PAGE>

                         RECONSTRUCTION DATA GROUP, INC.
                            Statements of Cash Flows

                                                         For The Years Ended
                                                             December 31,
                                                        ----------------------
                                                          2002         2001
                                                        ---------    ---------
Cash flows from operating activities:
    Net loss ........................................   $ (72,772)   $(221,181)
    Adjustments to reconcile net loss to net cash
      used by operating activities:
         Depreciation and amortization ..............      14,139       12,265
         Office space contributed by the Company's
           president (Note 2) .......................        --            800
         Services contributed by officers (Note 2) ..        --         17,767
         Asset impairment charge ....................        --        120,000
         Changes in operating assets and liabilities:
              Receivables and prepaid expenses ......          97       (1,410)
              Accounts payable, accrued liabilities
                and unearned income .................       4,090       29,724
                                                        ---------    ---------
                   Net cash used in
                     operating activities ...........     (54,446)     (42,035)
                                                        ---------    ---------

Cash flows from investing activities:
    Purchases of furniture and equipment ............      (2,876)     (13,462)
                                                        ---------    ---------
                   Net cash used in
                     investing activities ...........      (2,876)     (13,462)
                                                        ---------    ---------

Cash flows from financing activities:
    Proceeds from the sale of common stock ..........      54,150         --
    Proceeds from the issuance of debt...............      10,000       55,000
    Principal debt payments .........................      (5,000)        --
    Payments for deferred offering costs ............        --        (31,325)
                                                        ---------    ---------
                   Net cash provided by
                     financing activities ...........      59,150       23,675
                                                        ---------    ---------

                     Net change in cash .............       1,828      (31,822)

Cash, beginning of period ...........................      10,092       41,914
                                                        ---------    ---------

Cash, end of period .................................   $  11,920    $  10,092
                                                        =========    =========

Supplemental disclosure of cash flow information:
    Income taxes ....................................   $    --      $    --
                                                        =========    =========
    Interes .........................................   $    --      $    --
                                                        =========    =========

Non-cash investing and financing transactions:
    Web site domain acquired for stock through
      purchase of ARC Network (Note 7) ..............   $    --      $ (30,000)
                                                        =========    =========

                See accompanying notes to financial statements

                                       F-6
<PAGE>

                         RECONSTRUCTION DATA GROUP, INC.
                          Notes to Financial Statements


(1)  Nature of Organization and Summary of Significant Accounting Policies

Nature of Organization

Reconstruction Data Group, Inc. (the "Company") was incorporated in the state of
California  on  September  27, 2000 as Rocker & Spike  Entertainment,  Inc.  The
Company  provides  resources  to the  accident  reconstruction  industry via its
Internet web domain.

Effective  January 1, 2001,  the Company  purchased the assets and web domain of
ARC, from the sole proprietor in exchange for 1,500,000  (post-split)  shares of
the  Company's  no par value common stock (see Note 7). The Company and the sole
proprietor were unrelated prior to the  acquisition.  Following the acquisition,
the  Company  changed  its name  from  Rocker  & Spike  Entertainment,  Inc.  to
Reconstruction Data Group, Inc.

Management  changed  the manner in which it  presents  the  Company's  operating
results and cash flows during the year ended  December 31, 2002.  Management  no
longer  considers  the Company in the  development  stage as defined by the FASB
Statement of Standards No. 7,  "Accounting  and Reporting by  Development  Stage
Enterprises".   As  a  result,   cumulative  operating  results  and  cash  flow
information is no longer presented in the financial statements. This change does
not affect the Company's operating results or financial position.

The  accompanying  financial  statements  have been  prepared on a going concern
basis,  which  contemplates  the  realization of assets and the  satisfaction of
liabilities  in the  normal  course of  business.  As shown in the  accompanying
financial statements,  the Company has a working capital deficit at December 31,
2002,  and had incurred  operating  losses for the years ended December 31, 2002
and 2001.  These  factors,  among others,  raise a  substantial  doubt about the
ability of the Company to continue as a going concern for  reasonable  period of
time.

The  financial  statements  do  not  include  any  adjustments  relating  to the
recoverability  and classification of liabilities that might be necessary should
the Company be unable to continue as a going concern. The Company's continuation
as a going  concern is dependent  upon its ability to generate  sufficient  cash
flow to meet  its  obligations  on a  timely  basis  and  ultimately  to  attain
profitability.  The Company's  management  anticipates using operating revenues,
conducting debt financings,  and/or  conducting  additional  equity offerings to
help fund the Company's operations.  There is no assurance that the Company will
be   successful  in  its  efforts  to  raise   additional   proceeds  or  attain
profitability.  The  financial  statements do not include any  adjustments  that
might result from the outcome of this uncertainty.

Summary of significant accounting policies:

Use of estimates

The  preparation  of the  financial  statements  in  conformity  with  generally
accepted  accounting  principles  requires  management  to  make  estimates  and
assumptions  that  affect  the  reported  amounts of  assets,  liabilities,  and
disclosure of  contingent  assets and  liabilities  at the date of the financial
statements  and reported  amounts of revenues and expenses  during the reporting
period. Actual results could differ from those estimates.

The  Company's  web domain and the related  amortization  charges  are  material
estimates in the accompanying  financial  statements.  It is reasonably possible
that estimates of the web domain's carrying value could change in the near term,
and that change could be material to the financial statements.

                                       F-7
<PAGE>


                         RECONSTRUCTION DATA GROUP, INC.
                          Notes to Financial Statements

Cash and cash equivalents

The Company considers all short-term, highly liquid investments with an original
maturity  date of three  months  or less to be cash  equivalents.  Cash and cash
equivalents are stated at cost, which  approximates  fair value. The Company had
no cash equivalents at December 31, 2002.

Furniture, equipment and depreciation

Furniture  and  equipment  are  stated  at cost less  accumulated  depreciation.
Depreciation  is provided  using the  straight-line  method  over the  estimated
useful  lives of the  assets,  which is  estimated  to range from three to seven
years.  Expenditures  for repairs and  maintenance  are charged to expense  when
incurred.  Expenditures  for major  renewals and  betterments,  which extend the
useful  lives of existing  equipment,  are  capitalized  and  depreciated.  Upon
retirement  or  disposition  of  property  and  equipment,  the cost and related
accumulated depreciation are removed from the accounts and any resulting gain or
loss is recognized in the statements of operations.

Web domain development costs and amortization

The  Company  capitalizes  internal  and  external  costs  incurred  to  develop
internal-use  computer  software  during the  application  development  stage in
accordance  with  Statement of Position 98-1 ("SOP 98-1"),  "Accounting  for the
Costs of Computer Software Developed or Obtained for Internal Use".

In addition,  the Company  adopted the Emerging Issues Task Force Issue No. 00-2
("EITF 00-2"),  "Accounting for Web Site Development  Costs". EITF 00-2 requires
the  implementation of SOP 98-1 when software is used by a vendor in providing a
service to a customer  but the  customer  does not acquire  the  software or the
right to use it.

Capitalized  web-site  development costs are amortized over an estimated life of
three years  commencing  on the date the software is ready for its intended use.
Amortization  of the web-site  development  costs  commenced on January 1, 2001.
Amortization  expense totaled $10,000 and $10,000,  respectively,  for the years
ended December 31, 2002 and 2001.

Impairment of long-lived assets

The Company  evaluates  the carrying  value of its  long-lived  assets under the
provisions  of SFAS No.  144,  Accounting  for the  Impairment  or  Disposal  of
Long-Lived Assets.  Statement No. 144 requires  impairment losses to be recorded
on long-lived  assets used in  operations  when  indicators  of  impairment  are
present and the  undiscounted  future cash flows  estimated  to be  generated by
those  assets are less than the  assets'  carrying  amount.  If such  assets are
impaired, the impairment to be recognized is measured by the amount by which the
carrying amount of the assets exceeds the fair value of the assets. Assets to be
disposed of are reported at the lower of the carrying value or fair value,  less
costs to sell.

Loss per share

The  Company  reports  loss per  share  using a dual  presentation  of basic and
diluted loss per share. Basic loss per share excludes the impact of common stock
equivalents.  Diluted loss per share utilizes the average market price per share
when applying the treasury stock method in determining common stock equivalents.
At December 31, 2002, there were no variances between the basic and diluted loss
per share as there were no potentially dilutive securities outstanding.

                                       F-8
<PAGE>

                         RECONSTRUCTION DATA GROUP, INC.
                          Notes to Financial Statements


Revenue recognition

The Company's  revenues are reported in accordance  with Securities and Exchange
Commission Staff Accounting Bulletin No. 101, "Revenue Recognition." The Company
recognizes  revenue only after its service has been performed and collectibility
of its fee is reasonably assured.

The  Company  recognizes   membership  fees  ratably  over  the  period  of  the
membership.  Fees  received in advance are  reflected as unearned  income in the
accompanying financial statements.

The Company  recognizes  advertising income after its service has been performed
and  collectibility  of its  fee is  reasonably  assured.  The  Company  did not
recognize  any  revenues or  expenses  in  connection  with  advertising  barter
transactions for the periods presented.

Income taxes

Income taxes are provided  for the tax effects of  transactions  reported in the
financial  statements  and consist of taxes  currently due plus  deferred  taxes
related  primarily to differences  between the recorded book basis and tax basis
of assets and liabilities  for financial and income tax reporting.  The deferred
tax assets and liabilities represent the future tax return consequences of those
differences,  which will  either be taxable  or  deductible  when the assets and
liabilities  are recovered or settled.  Deferred  taxes are also  recognized for
operating  losses that are  available to offset  future  taxable  income and tax
credits that are available to offset future federal income taxes.

Fair value of financial instruments

SFAS 107,  "Disclosure  About Fair  Value of  Financial  Instruments,"  requires
certain  disclosures  regarding  the fair value of  financial  instruments.  The
Company has determined,  based on available  market  information and appropriate
valuation   methodologies,   the  fair  value  of  its   financial   instruments
approximates carrying value. The carrying amounts of cash, receivables,  current
liabilities,  and notes  payable  approximate  fair value due to the  short-term
maturity of the instruments.

(2)      Related Party Transactions

The Company's  president  provided office space to the Company at no charge from
January 1, 2001 through April 30, 2001.  The office space was valued at $200 per
month. The contributed  office space is included in the  accompanying  financial
statements as contributed rent expense with a corresponding credit to additional
paid-in capital. The Company entered into an operating lease for office space in
May 2001 (see Note 8).

Certain  officers  of the  Company  provided  services  such as  administration,
accounting and management, at no charge during the year ended December 31, 2001.
The value of those services is included in the accompanying financial statements
as contributed  services.  The Company recognized  contributed services totaling
$-0- and $17,767, respectively, for the years ended December 31, 2002 and 2001.

(3)  Furniture, Equipment and Web Domain

Furniture,  equipment and web domain  consisted of the following at December 31,
2002:

                                       F-9
<PAGE>

                         RECONSTRUCTION DATA GROUP, INC.
                          Notes to Financial Statements


        Computer equipment and software......................  $ 13,272
        Web domain...........................................    30,000
        Office furniture and equipment.......................     2,847
        Trade show equipment.................................       219
                                                               --------
                                                                 46,338
        Less: accumulated depreciation and amortization......   (26,404)
                                                               --------
                                                               $ 19,934
                                                               ========

(4)  Notes Payable

Notes payable consisted of the following promissory notes at December 31, 2002:

Note payable to an individual, interest at 12 percent,
  principal and interest due on November 6, 2003,
  unsecured......................................................    $ 30,000
Note payable to an individual, interest at 12 percent,
  principal and interest due on November 6, 2003,
  unsecured......................................................      25,000
Note payable to an individual, interest at 12 percent,
  principal and interest due on July 29, 2004,
  unsecured......................................................       5,000
                                                                     ---------
                                                                       60,000
Less: current maturities.........................................     (55,000)
                                                                     ---------
                                                                      $ 5,000
                                                                     =========

Interest  expense on the notes  totaled  $7,575  and $2,877 for the years  ended
December 31, 2002 and 2001.

(5)  Shareholders' Deficit

During 2001, the Company filed a registration  statement with the Securities and
Exchange  Commission  ("SEC") on Form SB-1.  The SEC declared  the  registration
statement  effective on June 28, 2002.  During  August and September  2002,  the
Company  sold 541,500  (post-split)  shares of its no par value common stock for
net proceeds of $22,825, after deducting offering costs of $31,325.

On October 9, 2002, the Company's  Board of directors  declared a 10 for 1 split
of the  Company's  common  stock.  The stock split was  effective on October 10,
2002.  Common share balances included in the accompanying  financial  statements
reflect the 10 for 1 stock split.


(6)  Income Taxes

A reconciliation of the U.S.  statutory federal income tax rate to the effective
tax rate follows:

                                      F-10
<PAGE>

                         RECONSTRUCTION DATA GROUP, INC.
                          Notes to Financial Statements

                                                      For the Years Ended
                                                           December 31,
                                                      ---------------------
                                                        2002       2001
                                                      ---------   ---------

U.S. statutory federal rate........................     17.24%      29.06%
State income tax rate,
   net of federal benefit..........................      7.32%       6.27%
Contributed rent and services......................      0.00%      -3.22%
Net operating loss for which no
   tax benefit is currently available..............    -24.56%     -32.11%
                                                      ---------   ---------
                                                         0.00%       0.00%
                                                      =========   =========

At December 31, 2002,  deferred taxes  consisted of a net tax asset of $116,121,
due to operating loss carryforwards of $368,630, which was fully allowed for, in
the valuation  allowance of $116,121.  The valuation  allowance  offsets the net
deferred tax asset for which there is no  assurance  of recovery.  The change in
the valuation  allowance for the years ended  December 31, 2002 and 2001 totaled
$17,361 and $65,308,  respectively.  The net operating loss carryforward expires
through the year 2022.

The valuation  allowance will be evaluated at the end of each year,  considering
positive  and  negative  evidence  about  whether the deferred tax asset will be
realized.  At that time,  the  allowance  will either be  increased  or reduced;
reduction could result in the complete  elimination of the allowance if positive
evidence  indicates  that the  value of the  deferred  tax  assets  is no longer
impaired and the allowance is no longer required.

Should the Company undergo an ownership  change as defined in Section 382 of the
Internal  Revenue  Code,  the Company's  tax net  operating  loss  carryforwards
generated prior to the ownership change will be subject to an annual  limitation
which could reduce or defer the utilization of these losses.

(7)  Acquisition

On January 1, 2001, the Company issued 1,500,000  (post-split)  shares of its no
par value common stock to the sole  proprietor of ARC in exchange for all of the
assets,  rights,  and interests of ARC, including its web domain. The book value
of ARC's net assets as of the date of the acquisition  totaled $3,544. The Board
of Directors considered  contemporaneous  equity transactions and other analysis
to determine the fair value of the transaction based on the common stock issued.
The Board  valued  the  transaction  at $1.00 per  share  ($150,000)  based on a
contemporaneous  private stock offering. The entire purchase price was allocated
to the web domain and no goodwill was recognized.

Subsequently,  due to an economic downturn in the Internet industry, the Company
evaluated  the  recoverability  of the web  domain.  While  the web  domain  has
generated revenues and profits in the past, the recorded value of the web domain
exceeded  its  estimated  fair value  based on similar  web sites.  Accordingly,
during the year ended December 31, 2001, the Company adjusted the carrying value
of the  web  domain  to its  estimated  fair  value  of  approximately  $30,000,
resulting in a non-cash asset impairment loss of $120,000 ($.39 per share).  The
estimated  fair value was based on the market  value of similar web sites at the
time of the write-down.

(8)  Commitment

Office lease

The Company  entered  into an operating  lease for office  space  located in San
Diego,  California in May 2001. The lease commenced June 1, 2001 and expires May
31, 2003.  Future  minimum lease  payments  under the office lease for the years
ended December 31 are as follows:

                                      F-11
<PAGE>


                         RECONSTRUCTION DATA GROUP, INC.
                          Notes to Financial Statements

December 31,
------------
      2003....................................$ 6,565
                                              =======


                                      F-12
<PAGE>

ITEM 8. CHANGES  IN  AND  DISAGREEMENTS  WITH  ACCOUNTANTS  ON  ACCOUNTING  AND
        FINANCIAL DISCLOSURE

         Not applicable.

ITEM 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS, COMPLIANCE
        WITH SECTION 16(A) OF THE EXCHANGE ACT

Name                   Age         Position
----                   ---         --------

Scott B. Baker         34          Chief Executive Officer, President, Director

Directors  are  elected at each  annual  general  meeting  and serve until their
successors  have been elected.  Officers are appointed by the board of directors
and serve at the pleasure of the board.

Scott Baker comes to Reconstruction Data Group with an accident  reconstruction,
marketing,  e-commerce,  sales and strong  entrepreneurial  background,  and has
served as  Founder,  CEO,  Senior  Vice  President  of an  internet  design  and
eMarketing  company off-and-on since October 1995. He has held business analyst,
relationship  management,  and  strategic  marketing  positions in a Fortune 500
computer  company.  Mr.  Baker  started  his career in the  industry of accident
reconstruction. After a couple years training and self-study he became an expert
witness in  collision  analysis.  From there he began  studying the Internet and
built one of the first Internet shopping malls and developed a national Internet
consulting  home-based  business (1st Net Technologies).  Mr. Baker's experience
has provided him an extensive  knowledge of Internet  commerce,  marketing,  and
business  development as well as a solid  background in accident  reconstruction
and  investigation.  Mr. Baker holds a Bachelor of Science Degree from San Diego
State University, San Diego, California, 1992.

Mr. Baker has held the following positions during the past five years:

1st Net  Technologies.  Sr.  VP/CMO June 2000 - July 2001.  Responsible  for the
day-to-day  operations of 1st Net,  strategic  planning and  development and all
e-business related matters.

MicroAge,  Inc. Sr. Business Analyst/ Internet  Marketing  Strategist May 1997 -
June 2000

1st Net Technologies, LLC. Founder/CEO October 1995 - May 1997

Ayres Group. Accident Reconstructionist January 1991 - November 1995

                                       19
<PAGE>



ITEM 10. EXECUTIVE COMPENSATION

The  following  table  discloses  all  compensation  received  by the  Company's
President (the Company's Chief Executive  Officer) during the three years ending
December 31, 2002.  During this three-year  period no executive officer received
annual salary and bonus payments from the Company in excess of $100,000.
<TABLE>
<CAPTION>

                           SUMMARY COMPENSATION TABLE

                                                           Long Term Compensation
                                                           -------------------------

                                   Annual Compensation        Awards       Payouts
                                 ------------------------- ------------- -----------
                                                 Other                     All
                                                Annual      Securities    Other
  Name and Principle                             Comp-      Underlying    Comp-
       Position                    Salary      ensation      Options      ensation
                          Year       ($)          ($)          (#)         ($)
------------------------ ------- ------------ ------------ ------------ ----------
<S>                      <C>     <C>          <C>          <C>          <C>
  Scott Baker            2002    54,360          0            0             0
  President/CEO
----------------------------------------------------------------------------------
  Scott Baker            2001    38,821          0            0             0
  President/CEO
----------------------------------------------------------------------------------
</TABLE>


Mr. Scott Baker is currently a full time employee of  Reconstruction  Data Group
with an  intended  salary of  $6,000  per  month.  Currently  revenues  and cash
reserves are not sufficient to maintain this level of salary.  Mr. Baker may not
be able to continue on a full time basis unless revenues continue to develop.

The Company has not granted any stock  options to its officer and  director  and
does not have any stock option or other compensation plan.


ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.

     The following  table shows the  ownership of the Company's  common stock by
the  Company's  officers and directors and by those persons known by the Company
to be the beneficial  owners of more than 5% of the Company's common stock as of
March 26, 2003. Unless otherwise indicated all shares are owned of record.

Name and Address                  # of Shares Held      % of Class Owned

Scott B. Baker                      1,500,000                 41.1%
11650 Iberia Place, Suite 201
San Diego, CA 92128

Officers and Directors
As a Group (1 persons)              1,500,000                 41.1%

     There are no arrangements known to the Company which may result in a change
in control of the Company.

                                       20
<PAGE>

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

On January 1, 2001, the Reconstruction Data Group, Inc. issued 150,000 shares of
its no par value common stock to Scott B. Baker,  the sole  proprietor of ARC in
exchange for all of the assets,  rights, and interests of ARC, including its web
domain.


ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K

(a) Exhibits

The following  Exhibits are filed as part of this report pursuant to Item 601 of
Regulation S-B:

3.1  (1)    -- Articles of Incorporation and Bylaws
10.1 (1)    -- Rocker & Spike Entertainment ARC Acquisition Agreement
10.2 (1)    -- Promissory Note of J. Chatfield, dated January 20, 2002
10.3 (1)    -- Promissory Note of T. Haywood, dated June 19, 2001
10.4 (1)    -- Promissory Note of M. Reno, dated September 6, 2001
10.5 (1)    -- ARC Network BASIC Membership Application Form
99.1        -- Sarbanes Oxley Act Section 906 Certification

(1)  Incorporated by reference from Form SB-1 registration  statement SEC File #
     333-64122 effective June 28, 2002

(b) The Company  did not file any reports on Form 8-K during the quarter  ending
December 31, 2002.

                                       21
<PAGE>


                                   SIGNATURES


     In accordance  with Section 13 or 15(a) of the Exchange Act, the Registrant
has caused this Report to be signed on its behalf by the undersigned,  thereunto
duly authorized on the 26th day of March, 2003.

                                      RECONSTRUCTION DATA GROUP, INC


                                      /s/ Scott B. Baker
                                      ------------------------------------------
                                      Scott B. Baker, President, Chief
                                      Executive Officer, Chief Financial Officer

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

Signature                                   Title                     Date
---------                                   -----                     ----

/s/ Scott B. Baker
------------------
Scott B. Baker                            Director                March 26, 2003




<PAGE>


  CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER AND PRINCIPAL FINANCIAL OFFICER
       REGARDING FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS

I, Scott B. Baker, certify that:

1.   I have read this annual report on Form 10-KSB of Reconstruction Data Group,
     Inc.

2.   Based on my knowledge,  the report does not contain any untrue statement of
     a material  fact or omit to state a  material  fact  necessary  to make the
     statements made, in light of the circumstances  under which such statements
     were made, not misleading with respect to the period covered by the report.

3.   Based on my  knowledge,  the  financial  statements,  and  other  financial
     information included in the report, fairly present in all material respects
     the financial condition, results of operations and cash flows of the issuer
     as of, and for, the periods presented in the report;

4.   I

     (a)  am responsible for  establishing and maintaining  internal  disclosure
          controls and procedures for the company;
     (b)  have designed such  disclosure  controls and procedures to ensure that
          material  information  relating  to the company is made known to me by
          others within the company, particularly during the period in which the
          periodic reports are being prepared;
     (c)  have evaluated the effectiveness of the issuer's  disclosure  controls
          and procedures as of a date within 90 days prior to the report; and
     (d)  have presented in the report my conclusions about the effectiveness of
          their disclosure  controls and procedures based on my evaluation as of
          that date;

5.   I have  disclosed,  based on our most recent  evaluation  to the  company's
     auditors  and the audit  committee  of the board of  directors  (or persons
     fulfilling the equivalent function):

     (a)  all  significant  deficiencies  in the design or operation of internal
          controls which could adversely affect the company's ability to record,
          process,  summarize, and report financial data and have identified for
          the company's  auditors any material  weaknesses in internal controls;
          and

     (b)  any fraud, whether or not material,  that involves management or other
          employees  who  have a  significant  role  in the  company's  internal
          controls; and

6.   I have  indicated  in the  report  whether  or not there  were  significant
     changes in internal  controls or in other factors that could  significantly
     affect  internal  controls  subsequent  to the  date of  their  evaluation,
     including any corrective  actions with regard to  significant  deficiencies
     and material weaknesses.


       /s/ Scott B. Baker
       ---------------------------------
BY:    Scott B. Baker, President and CEO         State of California
       (Principal Executive Officer and          County of San Diego
       Principal Financial Officer)
                                                 Subscribed and sworn to
                                                 before me this 28th
                                                 day of March 2003




                                                 /s/ Gregg Miller
                                                 -------------------------------
DATE:  March 28, 2003                            Gregg Miller
                                                 Commission #:  1281377
                                                 Notary Public, California,
                                                 San Diego County

                                        My Commission Expires: November 18, 2004