U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  FORM 10-QSB/A

   QUARTERLY REPORT SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

                      For the quarter ended March 31, 2004

                          Commission File No. 000-26213

                             ARC COMMUNICATIONS INC.

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

           A New Jersey Corporation                   22-3201557
        (State or other jurisdiction of            (I.R.S. Employer
         incorporation or organization)           Identification No.)


         401 Hackensack Avenue, 3rd Floor, Hackensack, New Jersey 07601
                    (Address of principal executive offices)

                                 (201) 525-1777
                          (Issuer's telephone number)

                              788 Shrewsbury Avenue
                         Tinton Falls, New Jersey 07724
                 (Former address of principal executive offices)

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

The number of shares outstanding of the Issuer's common stock as of May 14, 2004
was 34,126,110.

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                             ARC COMMUNICATIONS INC.

                                      INDEX

                          PART I. FINANCIAL INFORMATION

Item 3. Controls and Procedures .............................................. 1

Item 6. Exhibits and Reports on Form 8-K ..................................... 1

Signature .................................................................... 1

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EXPLANATORY NOTE

      This Form 10-QSB/A amends Part I, Item 3 and Part II, Item 6 of the Form
10-QSB of Arc Communications Inc. filed with the Securities and Exchange
Commission on May 17, 2004.

ITEM 3. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures.

      As of the end of the period covered by this report, the Company's
management, with the participation of the Company's chief executive officer and
chief financial officer, evaluated the effectiveness of the Company's disclosure
controls and procedures (as such term is defined in Rule 13a-15(e) under the
Securities Exchange Act of 1934, as amended (the "Exchange Act")). Based on such
evaluation, the Company's chief executive officer and chief financial officer
have concluded that, as of the end of the period covered by this report, the
Company's disclosure controls and procedures are effective to ensure that the
information required to be disclosed by the Company in the reports that it files
or submits under the Exchange Act is recorded, processed, summarized and
reported, within the time periods specified in the Commission's rules and forms,
and that the Company's disclosure controls and procedures are designed to ensure
that the information required to be disclosed by the Company in the reports that
it files or submits under the Exchange Act is accumulated and communicated to
the Company's management, including the Company's chief executive officer and
principal financial officer, as appropriate to allow timely decisions regarding
required disclosure.

Internal Control Over Financial Reporting.

      There have not been any changes in the Company's internal control over
financial reporting (as such term is defined in Rule 13a-15(f) under the
Exchange Act) during the last fiscal quarter to which this report relates that
have materially affected, or are reasonably likely to materially affect, the
Company's internal control over financial reporting.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

(a) Exhibits.

99.1  Agreement between ARC Communications Inc., RoomLinX, Inc. and Wellfleet
      Partners dated May 17, 2004

                                   SIGNATURES

      In accordance with requirements of the Exchange Act, the Issuer caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

Date: May 28, 2004

ARC COMMUNICATIONS INC.

By: /s/ Aaron Dobrinsky
------------------------
Aaron Dobrinsky
Chief Executive Officer

                                       1
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                                  END OF FILING