UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                  FORM 10-KSB/A
                                (AMENDMENT NO. 2)

 ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

                   For the fiscal year ended December 31, 2002
                        Commission file number 333-45678

                               SEQUIAM CORPORATION
                 (Name of small business issuer in its charter)

                   California                                  33-0875030
(State or other jurisdiction of incorporation)               (IRS Employer
                                                           Identification No.)

                  300 SUNPORT LANE, ORLANDO, FLORIDA             32809
             (Address of principal executive offices)          (Zip Code)

                    Issuers telephone number  (407) 541-0773

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

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

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

Check  if there is no 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  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]

Issuer's  revenues  for  its  most  recent  fiscal  year:  $358,470.

The  aggregate  market  value  of  the Common Stock held by nonaffiliates of the
Registrant  as  of  March  7, 2003, was approximately $36,469,000 based upon the
closing price of the Registrant's Common Stock on such date.

There  were  36,107,747  shares of Common Stock outstanding as of March 7, 2003.

Documents incorporated by reference.

Transitional  Small  Business  Disclosure  Format (Check one): Yes     ; No   X
                                                                   ----     ----


<PAGE>
                              SEQUIAM CORPORATION
                                 Form 10-KSB/A
                               (Amendment No. 2)

                               EXPLANATORY NOTE

We  hereby  amend  the cover page of our Form 10-KSB for the annual period ended
December  31,  2002,  to  correct  an  error  in the report of our status of the
registration  of  our  stock under the Securities and Exchange Act of 1934.  Our
common  stock  has not been registered under Section 12(g) of the Securities and
Exchange  Act  of  1934,  and  we  have  corrected our cover page accordingly.

We  also  hereby amend our 10-KSB for the annual period ended December 31, 2002,
in  response  to  comments received from the Securities and Exchange Commission,
dated  May  23,  2003.  These  amendments  are  summarized  as  follows:

1.     Item  7  Financial  Statements.  We  amend  our financial  statements and
       ------------------------------
notes  to  financial  statements.  The complete copy of Item 7 of our 10-KSB, as
amended,  is  included  in  this  report.

2.     Item  1,  Description  of  Business.  We  amend  our  description  of our
       -----------------------------------
business  in  Item  I,  to  provide  more detail.  A complete copy of Item 1, as
amended,  is  included  in  this  report.

3.     Item  5, Market for Common  Equity and Related  Stockholder  Matters.  We
       --------------------------------------------------------------------
amend  Item  5  to add a detailed description of our sale of equities during the
period  covered  by  the  report. Only the additional information being added to
Item  5  is  included  in  this  report.

4.     Item 6, Management's Discussion and Analysis.  We amend  our management's
       --------------------------------------------
discussion  and  analysis  of  our  financial  statements  as they relate to our
revenue,  operating  and  other  expenses,  liquidity and capital resources, net
losses  and  our amended financial statements.  A complete copy of Item 6 of our
10-KSB,  as  amended,  is  included  in  this  report.

5.     Item  9,  Directors,  Executive Officers, Promoters  and Control Persons;
       --------  ---------------------------------------------------------------
Compliance  With  Section  16(a)  of  the  Exchange Act.  We amend Item 9 to add
-------------------------------------------------------
information about James Rooney, President of Sequiam Software, Inc. and to add a
disclosure  about the lack of an independent director on our Board of Directors.
Only  the  additional information about Mr. Rooney and the additional disclosure
is  included  in  this  report.

6.     Item  10,  Executive Compensation.  We  amend our discussion of executive
       ---------------------------------
compensation  to  include  information about, James Rooney, President of Sequiam
Software,  Inc.,  information about the source of other compensation paid to our
executives,  and  a  disclosure  about  the lack of independent directors on our
Board  of  Directors.  A  complete copy of Item 10 of our 10-KSB, as amended, is
included  in  this  report.

7.     Item  11, Security Ownership of Certain  Beneficial Owners and Management
       -------------------------------------------------------------------------
and Related Stockholder Matters. We amend our chart showing beneficial ownership
-------------------------------
of  our  managers  by adding James Rooney, President of Sequiam Software, Inc. A
complete  copy  of  Item  11,  as  amended,  is  included  in  this  report.

8.     Item  12,  Certain Relationships and Related Transactions.  We  amend our
       ---------------------------------------------------------
discussion  of  certain  relationships  and  related  transactions  by  adding
information  as  it  relates  to the interests of Nicholas H. VandenBrekel, Mark
Mroczkowski  and  James  Rooney in our acquisitions of Sequiam , Inc. and Brekel
Group,  Inc.  Only  the  additional  information  of Item 12 is included in this
report.

9.     Item  13, Exhibits.  We  amend our exhibits to add the agreement with the
       ------------------
World  Olympian  Association  as  Exhibit  10.8.

ITEM  1.     DESCRIPTION  OF  BUSINESS

Our  Background.  We  were  incorporated  in California on September 21, 1999 as
---------------
Wedge Net Experts, Inc.  On or about May 1, 2002, we changed our name to Sequiam
Corporation.  We  also  changed  our  symbol  from  "WNXP"  to  "SQUM".


                                        1
<PAGE>
Our Business.
------------

GENERAL

Through  our  wholly-owned  subsidiaries,  Sequiam  Software,  Inc.  and Sequiam
Communications,  Inc.,  we  develop, market, and support a portfolio of Internet
and print enterprise-wide software products. We make software that enables users
to  remotely  access,  save,  retrieve,  and share electronic files and to print
documents  directly  to  printers at remote locations via the Internet.  We also
develop  custom  software,  databases  and  websites  for businesses.  We are an
Internet  service  provider  ("ISP").  We  provide  Internet access and web site
hosting  for  our  customers  who  require  those  services.

DEVELOPMENT OF THE BUSINESS

Three  principal shareholders, Nicholas VandenBrekel, Mark Mroczkowski and James
Rooney,  formed  Sequiam  Software, Inc. (formerly Sequiam, Inc.) on January 23,
2001,  to  research,  develop, produce and market a document management software
product.  From  its inception until April 1, 2002, Sequiam Software, Inc.'s sole
business activity was the development of its software product, Sequiam DMS.


ACQUISITION OF BREKEL GROUP, INC.

From  July  19, 2002 through December 16, 2002, we acquired 99.38% of the issued
and outstanding common stock of Brekel Group, Inc. ("Brekel"). Sequiam Software,
Inc. and Brekel were entities under common control.

We  acquired  Brekel  for  its  expertise  in  digital  on-demand publishing and
printing and the innovations that it brings to our document management, Internet
remote print and print on-demand software applications.  We also acquired Brekel
for  its  contract with the World Olympians Association ("WOA") and its Internet
and  ExtraNet  expertise  and  product development gained from that project (see
below).  On  November  14,  2002,  we  changed  Brekel's  name  to  Sequiam
Communications, Inc. to better represent its role within our company.

ACQUISITION OF THE ASSETS OF W.M.W. COMMUNICATIONS, INC.

Effective  November  1,  2002,  we  acquired  all  of  the  assets  of  W.M.W.
Communication,  Inc.,  doing  business  as Access Orlando. We have accounted for
this  as  an acquisition of the business of W.M.W. Communications, Inc. ("WMW").
The  major  assets of WMW were the software products Internet Remote Print (IRP)
and  Internet  Remote Print Duplicator ("IRPlicator"). IRP is a software product
that  allows  computer  users to print remotely to any printer via the Internet.
IRP is highly complementary to DMS, and we are in the process of integrating the
two  products.  Like  Sequiam,  WMW was engaged in software development, website
development,  Internet hosting and collocation services, and is also an Internet
service  provider  (ISP).  Through  our  new  Internet  hosting  and collocation
services,  we  host  third-party web content on either our server located at our
office,  or  on  the  third  party's  server  which  is  located  at our office.

PRODUCTS

     Sequiam Software, Inc.
     ----------------------

Sequiam Software, Inc. ("Software") is focused on the following products:

     Sequiam DMS

The  Document  management  software (DMS) allows users to file, store, retrieve,
print  and share document files from remote locations using the Internet.  Tools
within  Sequiam  DMS  allow  users  to  manipulate,  proof, manage, organize and
publish digital content whether it's a work in process or a finished project. In
addition,  Sequiam  DMS  provides  multiple  methods of access to secure private
storage  that  is  accessible  from  the  public.  The  Sequiam  server  can  be
implemented  as  either  a  customer-deployed  and managed system or as a system
that's  completely  managed  by  Sequiam.  DMS is currently being redesigned for
integration  with  IRP  and IRPlicator.  We have no client installations of this
product  outside  of  our  own.


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<PAGE>
     Sequiam IRP

The  Internet  Remote  Print  (IRP)  software  enables  users  to  print or copy
documents  from  their computer or scanner to printers at remote sites using the
Internet  with  a  simple  "point  and click" procedure.  The software is highly
complex in its construction but very simple to use. Computer users are currently
able  to  point  and  click  to  print this document to their desktop or network
printer.  IRP allows computer users to point and click to print this document to
a  printer at a remote location such as a corporate high-speed print facility, a
commercial printer, at another office, a hotel, a convention center, or anywhere
else  with  a  printer.  Large  organizations can realize significant savings by
using  IRP  to  move  print  tasks  away from high unit cost inkjet and LaserJet
desktop  printers  to  centralized high volume low cost print devices or even to
commercial  print  shops.

IRP  allows the user to manage incoming print jobs and provides for easy account
reporting.  Since  the  IRP  driver  is Windows compatible, it works with any MS
Office  or  other  Windows  program  just  like  any  other printer on a Windows
95/98/NT/2000/XP  computer.

Internet  Remote  Print's  documents  use standard PostScript.  This enables any
document  submitted  to  the server to be sent to any compatible print or output
device.  Documents may be sorted and grouped by features in the Java based Print
Manager  to  allow  maximum  efficiency  when  printing.  Raw  print data may be
extracted  from  a  printed  document  for  import  into  existing applications.

     Sequiam IRPlicator

Internet  Remote  Print  Duplicator  ("IRPlicator") is a software system used to
scan documents from a variety of scanning devices and send the scanned documents
to  the  IRP  Document Manager.  The IRPlicator software runs on any Windows 95,
98, NT, 2000 or XP based PC computer.  The IRPlicator software interfaces to the
scanning device through the commonly used Twain or ISIS software interface.  The
IRPlicator software may use the scanning device's User Interface (UI) or in most
cases  will  allow  operation  of the scanning device without the use of the UI.
The IRPlicator software's output is the scanned image data in compatible Level 2
Postscript.  The  data  is  a black and white or gray scale image compressed and
encoded  into  the  postscript  data.  The  output  postscript contains no other
formatting  commands other than the data itself to allow for commands to be sent
to  the  output  device independent of, and not in conflict with, the postscript
data.

There  are currently 2 versions of the IRPlicator. IRPlicator Print Shop Version
uses  a  custom  print spooler to send document data to the IRP Document Manager
simultaneously  while  other  documents  are  continuously  being  scanned. This
high-volume  approach  is  designed for the busy print shop. The IRP Remote Copy
software  is usually located at a remote location along with the remote scanning
device(s).  Documents  scanned  using  this  version  of  IRPlicator  are  sent
immediately after scanning from the remote location to the IRP Document Manager.

There  are presently four users of the IRP and IRPlicator software products, and
they  include  two  large  state  universities in Florida and Louisiana, and two
large  school  districts  in Florida.  We have recognized no revenues from those
sales,  as they were all made prior to our acquisition of the software.  In each
of  these  cases, the software was deployed together with a dedicated server and
backup  systems  for  the  installation.  Since  acquisition, we have focused on
making  improvements to the product and creating another version of the software
that  is  deployed  entirely  through  the Internet.  It is designed for smaller
users  who  do  not  have  sufficient  volume  to  require  on  site  servers.

To  date, users of the system have realized dramatic print cost savings.  In the
example  of  the school districts, print volumes of as much as 10,000,000 images
per  month  in  over 100 schools and administrative offices have been redirected
from  desktop  printers  to  the District's central print facility at an average
savings of $0.045 per image or $450,000 per month.  In one such school district,
demand exceeded the print facility's capacity such that they were again required
to use the IRP software to outsource the overflow to a commercial print company.


                                        3
<PAGE>
Each  of  the  four  installations  was  sold at an average price of $40,000 per
system  with  annual  support  provided  at  $5,000 per year. We expect to begin
receiving  annual  support  revenue  from these prior installations in the first
quarter  of  2003.  Pricing  for  the  Internet product will be based upon usage
charges  as  yet  undetermined.  Targeted customers are large organizations with
in-house  print  facilities  and commercial digital printers who wish to use the
technology  to  drive  more  customer  business  to  their  facility.

Since the acquisition of WMW Communications, we have focused on refining the IRP
and  IRPlicator  software products including the development of an Internet only
enabled  version  that does not require an on-site server installation.  We have
also  focused  on integrating Sequiam DMS into the IRP products by incorporating
both software programs into one product working together.  This is being done by
integrating the document management aspects of Sequiam DMS into the unique print
capabilities  of  our  IRP  products.  Additionally,  we  have  allowed  Danka
Corporation  to  extensively  test  the  product and we have expended additional
effort  to  incorporate  certain changes suggested by them.  We are now actively
marketing  the  product  to  potential  value added resellers using our existing
resources.  We  will  expand  our sales and marketing efforts using the proceeds
from  the  sale  of securities to La Jolla Cove Investors, Inc. and if possible,
other  sources  of  equity  capital  we  are  currently  seeking.

     Access Orlando

We  provide  Internet access and web hosting services to more than 700 customers
in  the  Central  Florida  area  using  the  Access  Orlando  trade  name.

     Sequiam Software

We  also  provide  high-end  web  development  and  custom software and database
development  to  medium  sized  businesses,  local  governments  and  non-profit
organizations  under  the  Sequiam  Software  brand name.  Currently, our custom
software  is  focused  on  information  management.

Sequiam Communications, Inc.
----------------------------

Through  Sequiam Communications, Inc. ("Communications"), formerly Brekel Group,
Inc.,  we  focus  on  the  following web development  products  and  services:

One  service we provide is the development of the Internet site and Extranet for
the  World  Olympian  Association  (WOA)  under its Sequiam Sports brand name in
connection  with  a  contract  entered into on December 5, 2001.  IOC President,
Juan  Antonio  Samaranch,  created the World Olympians Association following the
Centennial  Olympic Congress, Congress of Unity, held in Paris in 1994. It is an
independent, global organization representing all Olympians. The WOA was founded
to  involve  the  nearly 100,000 Olympians around the world in the activities of
the  Olympic Movement. The WOA is the Fourth Pillar of the Olympic Community and
is  supported by the IOC Athletes' Advisory Commission.  A copy of our agreement
with  the  WOA  is  included  as  an  exhibit  to  this  report.

The scope of Extranet is intended to encompass the full digital media program of
the  WOA,  including  the  delivery  of  editorial  content,  on-line membership
services,  support  of  WOA sponsor/partner programs and electronic commerce. In
connection  with  that  contract,  Sequiam  Sports is currently implementing the
worldwide  database  for  the  Official  Website  of  the  Community  of Olympic
Athletes.  Under  the  terms  of  Communication's contract with the WOA, Sequiam
Sports  is developing the Extranet at its own cost and expense, and will receive
35%  of  all  sponsorship revenues in addition to 35% of any merchandizing sales
prices  less  fixed costs. The WOA, in turn, has committed to provide support in
integrating  Sequiam  Sports'  relationship within the Olympic family, including
the  International  Olympic Committee (IOC), various national Olympic committees
(NOCs),  official  sponsors  of the Olympic Games, the IOC and the NOCs, and the
WOA  membership.  As  those  relationships  develop,  we  expect  to invest more
resources  into  the  development  of  Internet solutions for these entities. We
expect  to  earn a 35% share of the merchandising and sponsorship income derived
from  the  website.  The responsibility for revenue is with the WOA because they
must provide the products to be sold on the website and follow-up on sponsorship
opportunities. The WOA has not been effective at revenue generation and to date,
we  have  not  generated any revenue. Regardless, we continue to provide website
development  and  hosting  services  to  the  WOA  because  we  believe that our
association  with the Olympics will be beneficial to future business and because
we  believe  in the Olympic ideals. In addition, Internet services to publishers
and  printers is an integral part of our information management business, and we
believe  our  relationship  with  the  WOA will generate new business for us. We
expect  to  continue  to  incur  expenses related to the development and ongoing
maintenance  of  Extranet  through  the  duration  of  the  contract.


                                        4
<PAGE>
As  an  extension  of  the  WOA  Extranet project, we formed a limited liability
company  with  Pachyderm  Press  ("Pachyderm"),  the  Publisher  of  the  "World
Olympian"  magazine,  in  January  2003.  The  name  of  the company is Olympian
Publications,  LLC.  Beginning  in  February  2003,  Olympian  Publications, LLC
started  publishing  the magazine. Pachyderm will provide all editorial content,
and  we  will contribute all sales, marketing and administrative services to the
joint  venture.  Each member owns 50% and profits are split evenly. We expect to
eventually  generate  revenue  by  receiving  50%  of  the net earnings from the
magazine  subscriptions  and advertising revenue. All magazine content is shared
with the WOA website. Like our website services for the WOA, Pachyderm Press has
the responsibility for generating revenue for the joint venture because it is in
charge of generating and maintaining subscriptions and advertising contracts. To
date,  Pachyderm Press has not been effective at generating revenue, and to date
we  have  not  received any revenue. Regardless, we continue to assist Pachyderm
Press  with content and other business services for the same reasons we continue
to  provide  services  to  the  WOA.

Brekel's  FirstPublish  brand  represented a niche in short-run publications. It
offered  professional and aspiring authors of books and screenplays a web-based,
cost-effective  alternative to traditional "vanity press." FirstPublish provided
several turnkey publishing services in an affordable package of bundled services
that  enable  authors  to  produce  a finished book. Prior to our acquisition of
Brekel, Brekel had ceased actively marketing this product in order to devote its
efforts  and  resources  more fully to its opportunities with the WOA. We are in
discussions  with  another publisher who is interested in acquiring this product
and  the  trademark  from  us.

We  ceased  our  Communications' print on-demand manufacturing operation that we
had  conducted  under  the  trade  name  QuestPrint  prior to our acquisition of
Brekel.

More  information  about  our  products  and  services, as well as copies of our
reports  and  registration  statements  recently  filed  with the Securities and
Exchange  Commission,  may  be  obtained  from  our  web  site  located  at
www.sequiam.com.

MARKET FOR OUR PRODUCTS AND SERVICES

We have had no sales from our primary software products. Sales to date have been
from  secondary  services such as our Internet Service Provider, web development
and custom software development. We presently have no material contracts to sell
our  primary  software  products. Our estimate of the market for our products is
based  upon  market  research  done  by us, and market estimates of the software
product  given  to  us  by  Danka  Corporation.

Our  management  believes that the market for our products and services includes
small,  medium  and  large corporations across all industry segments, non-profit
and  governmental entities.  Regardless of size, all organizations are concerned
with  improving  performance  in  the  management  of  their  documents.

We are targeting our sales primarily to leading suppliers in aerospace, banking,
financial  services,  healthcare, hospitality, insurance, manufacturing, mining,
education,  the  public  sector,  telecommunications,  and  transportation.

DISTRIBUTION OF OUR PRODUCTS AND SERVICES

Sequiam  products  and  services  are  just now coming to market after a lengthy
development  period  and, to date, have been sold direct from Sequiam and, prior
to  its acquisition, WMW. We intend to sell our software products through "Value
Added  Resellers,"  distributors  and  marketing  alliances.

Value  Added  Resellers (VARs) - Our VARs are and will be software companies and
------------------------------
print  equipment  manufacturers and distributors with industry applications that
sell  our  software  products  in conjunction with their own products. Some VARs
will private-label Sequiam products. Danka Corporation, our one current VAR, was
offering  Sequiam  products to a variety of industries, including manufacturing,
distribution,  warehouse  logistics,  healthcare,  insurance,  mining,
power/utilities,  and human resources. They have temporarily ceased offering the
products  until  they  have  completed  product testing, as more fully discussed
below. Under the typical agreement between a VAR and Sequiam, we expect to grant
to  the  VAR  a non-exclusive license to sell the software products specified in
the  agreement,  and the VAR will grant sublicenses for the use of such software
to  users  of  the  VAR's  applications.  The  license fees a VAR pays to us are
discounted  from the license fee charged by the VAR for the use of our software.


                                        5
<PAGE>
We  have  no  written  agreements  with  any VAR to date.  Danka Corporation has
performed  as  a VAR in the first four installations of the IRP products.  Danka
has  conducted  extensive  testing  of  our  IRP  products  to  qualify them for
inclusion  in  its catalog and as a requisite for entering into a VAR agreement.
They  completed testing satisfactorily and we are now in the process of creating
a VAR agreement with them.  Danka was recently awarded a contract with the State
of  Florida  for an equipment and software package that included the IRP system.
We  will  require  a  VAR  agreement  with  Danka  before  we deliver under that
contract.

Through  the  fiscal  year  2002, all revenues received by W.M.W. Communications
through  Danka  as a VAR were prior to our acquisition of the assets from W.M.W.
Communications,  Inc.

Distributors  -  Sequiam  distributors  are  and  will  be  companies  that sell
------------
technology  into  geographic  regions  where  Sequiam  has no physical presence.
Currently,  we  have  one  distributor  in India selling in India and the Middle
East.  We  intend to grant to distributors the non-exclusive license to sell the
software  products  specified  in the distributor agreement, and the distributor
will  grant  a  sublicenses for the use of such software. The fees a distributor
will  pay  will  be  discounted from our standard license fee for the use of our
software. To date, no revenues have been received from the distributor in India.

Alliance Partners - Sequiam's "Alliance Partners" will be companies that provide
-----------------
both  technology  and  management  consulting  and  implementation services, but
typically  will  not  actually  sell  software.  Alliance Partners who recommend
Sequiam  products  as  a  service  to  their clients, should often provide great
influence  on  sales.  Alliance  Partners  will  not  maintain  a  financial
relationship  with  Sequiam  because  they will not receive fees in exchange for
their  recommendations.  The  Partners  will  benefit  from such recommendations
because  Sequiam  will,  if  the  occasion  arises,  refer management consulting
services  to  them.  We  have  no  alliance  partners  at  this  time.

Sequiam Associate Partners - We will contract with individuals and organizations
--------------------------
that  act as independent contractors working in a self-determined territory on a
commission-only  basis.  Targeted  candidates  will  bring  with  them  a strong
background in Sequiam's key markets. Based on their background, these candidates
can  leverage  prior  market experience and business relationships, which should
allow  them  to  identify,  qualify  and  penetrate key accounts for the sale of
Sequiam's  solutions.  We  have  no  associate  partners  at  this  time.

We  launched  our  web site  (www.sequiam.com) in 2001 to provide customer leads
and  to  promote  our  products and services over the Internet.  Our web site is
also  used  to  provide  current  customers with information on new products and
services,  product training dates and company-sponsored seminars.  Historically,
approximately  100%  of  our  annual  revenues have been received through direct
sales  efforts.  We  plan  to  expand  those  efforts through other distribution
channels  in  2003.  We currently provide our annual report and our periodic SEC
filings  on  our  web  site.

COMPETITION

We  are  unaware  of  competitors  whose  products  perform all of the functions
performed  by  Sequiam's  software  products.  We  compete  in  the  market  for
integrated  document  management  and  Internet remote print software with other
software companies whose products are used to image, print and manage documents.
Our  management  believes that our products are competitive due to features such
as  ease of deployment, low overhead and administration, ease of use, integrated
application  suite,  and  appeal  to  broad  user  requirements.

Our  competition  with  web  site  development,  web  site  hosting and document
management  business  focus, is from a variety of small to medium-sized industry
"specialists"  and  "generalists."  The  aerospace,  entertainment  and  imaging
industries  have  created  a  number  of specialized development and application
management  companies  that  focus  on  "niche"  markets.

Our  sales  and  marketing  plan  is  to  grow  more as a "generalist" provider,
crossing-over  a  variety  of  markets  while providing customized solutions for
front  &  back-end  development  and  managed  hosting  services.  Our front-end
services  involve developing and maintaining content viewed by the public on the
Internet.  Our  back-end  services  involve  developing and maintaining data and
software  that  supports  the "front-end" information viewed by the public.  Our
managed  hosting  services  involve hosting website either on our server or on a
customer's server stored at our office.  Competitors in this "space" are largely
small  to  mid-sized  (6  to  20  staff)  companies  including;  Sales  &


                                        6
<PAGE>
Marketing  Technologies,  Xenedev  Development  Services,  Web-Solvers,  Digital
Planet,  Bridgemore  Technologies  and  Atlantic.net.  Additionally,  dozens  of
cottage-industry  development  companies  consume a small amount of the market's
development  and  hosting  demand.

None  of  our competitors are pervasive within the marketplace.  In fact, former
and  larger  competitors  such  as Hydrogen Media, In-Hanse, MPI.net and Datapex
have  undergone  varying  levels of downsizing if not bankruptcy within the last
two  years.  The  demise  of these outfits can be largely attributed to customer
service,  sales  deployment  and  profitability  issues.  Our  growth  plan  and
business  operations  are  different  from  these  former  large competitors and
current  smaller  ones  because  we  are  committed and dedicated to the Central
Florida  market.

OUR CUSTOMERS

The  following  four  institutional  customers  have  licensed  Sequiam Software
products:  Louisiana  State University, Florida State University, Volusia County
Schools  and  Seminole  County Schools. Our custom software clients are National
In-Store  and IBM (in association with KnowledgeMax). Our custom web development
customers  are  the  World Olympian Association and the Daytona Beach Convention
and  Visitors  Bureau.  We  provide Internet access and web hosting services for
over  700  customers.  In  the  past,  several  of  our  customers  have ordered
additional software and services, occurring within a non-predictable time frame,
that is, from a few months of the original order up to a year or more after that
order.  The  additional  orders  typically  have  been either custom programming
projects  or the purchase of new products as these become available. No customer
accounted  for  more  than  10%  of  our  revenues  during  2002.

INTELLECTUAL PROPERTY

We  have  not sought patent protection for any of our products due to the length
of the patent application procedure and the necessity to continually develop and
improve  our  software  products.

We  registered  "Sequiam"  (as trademark) and "FirstPublish" (as trademark) with
the  U.S. Patent and Trademark Office, but those registrations were subsequently
abandoned.  We  are  not  aware of any subsequent registration of those marks by
other  companies.  We  are  considering  reviving  those  applications.

Contracts  under  which  we  license the use and/or sale of our products include
confidentiality  clauses  to  protect  as  trade  secrets  our  products and any
information  in  connection  with  them.

Despite  these precautions, it may be possible for unauthorized third parties to
copy  certain  portions of our products or to obtain and use information that we
regard  as proprietary.  There can be no assurance that our efforts will provide
meaningful  protection  for  our  proprietary  technology  against  others  who
independently  develop  or otherwise acquire substantially equivalent techniques
or  gain  access  to,  misappropriate,  or  disclose our proprietary technology.

SOFTWARE DEVELOPMENT ACTIVITIES

In  2001,  we  incurred  a  total  amount  of  $80,234  on  software development
activities,  and  in  2002, a total of $339,705.  None of these costs were borne
directly by any customer. We expect to continue to maintain our current level of
investment  in  developmental  activities  consistent  with the fiscal year 2002
expense.

OUR EMPLOYEES

As  of  December 31, 2002, we employed 22 people.  Two of these employees worked
in  sales  and marketing; twelve provided professional services such as training
and  general  product  assistance; three worked in product development; and five
provided  general  administrative  services.  Nineteen  employees  are  working
full-time,  and  three  are  part-time employees providing technical support and
help  lines.  No employees are represented by a labor union, and we consider our
relations  with  employees  to  be  good.


                                        7
<PAGE>
DEPENDENCE ON KEY MANAGEMENT PERSONNEL

We  believe  that our continued success depends to a significant extent upon the
efforts  and  abilities  of  its  senior management.  In particular, the loss of
Nicholas  VandenBrekel,  our  President  and  Chief  Executive  Officer,  Mark
Mroczkowski,  our  Senior  Vice  President  and Chief Financial Officer, or Alan
McGinn,  the  Chief  Technology  Officer of Sequiam Software, Inc., could have a
material  adverse  effect  on  our  business.

ITEM 5  MARKET  FOR  COMMON  EQUITY  AND  RELATED  STOCKHOLDER  MATTERS

We hereby add the following to Item 5 of our 10-KSB filed on March 28, 2003:

Common  Stock.  On  January 6, 2003, we sold 7,000 shares of common stock to Lee
-------------
Harrison  Corbin,  an  accredited  investor, and 3,000 shares of common stock to
Yvette  Latner,  an accredited investor, at a purchase price of $1.00 per share,
for  total  proceeds of $10,000.  In connection with such sales we relied on the
exemption  from  registration  provided by Section 4(2) of the Securities Act of
1933  and  Rule  506.  This  offer  was  made  exclusively to Mr. Corbin and Ms.
Latner.  Based upon information provided to us by Mr. Corbin, we determined that
Mr. Corbin was an attorney-in-fact for a trustee of a trust with total assets in
excess  of  $5,000,000,  not  formed  for  the specific purpose of acquiring the
securities  offered,  and  Mr. Corbin was a sophisticated person, represented by
legal  counsel,  who  directed  the purchase on behalf of the trust.  Based upon
information  provided  to  us  by  Ms.  Latner,  we  determined  that she was an
accredited  investor  because  she  has  a net worth of $1,000,000 or more or an
annual  income  of $200,000 or more.  Prior to closing the transaction with each
purchaser,  we  supplied  information  to such purchaser in compliance with Rule
502(b).  We  did  not  publish  any  advertisement,  article,  notice  or  other
communication intended for public distribution regarding our intent to make this
offering.  Mr. Corbin and Ms. Latner represented in writing that the shares were
being  acquired  for  investment  purposes  only  and  not  for  resale, and, in
addition,  the certificates representing the shares bear a restrictive legend in
accordance with Rule 144.  There were no underwriters, and this offer was closed
upon  the  sale  to  Mr.  Corbin  and  Ms.  Latner.

Common  Stock.  On  February  6, 2003, we sold an aggregate of 266,667 shares of
-------------
our  common  stock to one accredited investor, Mr. Walter H. Sullivan, III, at a
price of $0.75 per share, for proceeds of $200,000, less a commission of $20,000
paid  to Cane Consulting, for net proceeds of $180,000.  In connection with this
transaction,  we  issued  a  warrant to purchase an additional 600,000 shares of
common  stock at a purchase price of $1.50 per share for a period of four years.
In  connection  with  such  sales  we  relied on the exemption from registration
provided  by  Section  4(2)  of  the Securities Act of 1933 and Rule 506.   This
offer  was made exclusively to Mr. Sullivan.  Based upon information provided to
us  by Mr. Sullivan, we determined that he was an accredited investor because he
has  a  net  worth of $1,000,00 or more or an annual income of $200,000 or more.
Mr.  Sullivan  represented  in  writing  that the shares were being acquired for
investment  purposes only and not for resale, and, in addition, the certificates
representing  the  shares bear a restrictive legend in accordance with Rule 144.
Prior  to  closing  the  transaction, we supplied information to Mr. Sullivan in
compliance  with  Rule  502(b).  We  had  a prior business relationship with Mr.
Sullivan.  We  did  not  publish  any  advertisement,  article,  notice or other
communication intended for public distribution regarding our intent to make this
offering.  Mr.  Sullivan  represented  in  writing  that  the  shares were being
acquired  for investment purposes only and not for resale, and, in addition, the
certificates representing the securities bear a restrictive legend in accordance
with  Rule  144.  There were no underwriters, and the offer was closed upon sale
of  the  stock  to  Mr.  Sullivan.  The  offer to Mr. Sullivan was substantially
different  from  the  offer  made  to  Mr.  Corbin and Ms. Latner because of the
difference  in price and because we offered as part of the sale a warrant for an
additional  600,000  shares  of  common  stock.

Common Stock.  On February 28, 2003, we issued 318,471 shares of common stock to
------------
W.M.W.  Communications,  Inc.  ("WMW"),  as  partial  consideration  for  the
acquisition  of  its  business  pursuant  to  the  Asset Purchase Agreement.  In
connection with such sale, we relied on the exemption from registration provided
by  Section  4(2) of the Securities Act of 1933 and Rule 506.  This was a unique
offer  made  exclusively  to WMW for the sole purpose of acquiring the assets of
WMW.  Based  upon  information  provided  to us by WMW, we determined that there
were  three  equity  owners  of  WMW,  and  none of those owners were accredited
investors.  Prior  to closing the transaction, we supplied information to WMW in
compliance with Rule 502(b).  We had a prior business relationship with WMW, and
we  did  not  publish  any advertisement, article, notice or other communication
intended  for  public  distribution  regarding our intent to make this offering.
WMW  represented  in  writing that the shares were being acquired for investment
purposes  only  and  not  for  resale,  and,  in  addition,  the  certificates
representing  the  shares bear a restrictive legend in accordance with Rule 144.
There  were  no  underwriters,  and  the  offer  was  closed  upon  closing  the
acquisition  of  the  assets  from  WMW  on  February  28,  2003.


                                        8
<PAGE>
Common  Stock.  On February 28, 2003, we issued 50,000 shares of common stock to
-------------
Mr.  John  Leder  for services rendered pursuant to a Consulting Agreement dated
November  25,  2002.  If available, we are obligated to register the sale of the
50,000  shares  of common stock using Form S-8, and we intend to do so within 14
days  of  the effective date of this registration statement.  In connection with
such sale, we relied on the exemption from registration provided by Section 4(2)
of  the  Securities Act of 1933 and Rule 506.  This was a unique offer made only
to  Mr.  Leder for the sole purpose of obtaining the unique personal services of
Mr.  Leder.  Because  this was an isolated offer made to only one person, we did
not  determine  if Mr. Leder was an accredited investor.  Prior to executing the
consulting  services  agreement,  we  supplied  information  to  Mr.  Leder  in
compliance  with  Rule  502(b).   We did not publish any advertisement, article,
notice  or  other  communication  intended for public distribution regarding our
intent  to make this offering.  Mr. Leder represented in writing that the shares
were  being  acquired  for  investment purposes only and not for resale, and, in
addition,  the certificates representing the shares bear a restrictive legend in
accordance  with  Rule 144.  There were no underwriters, and no commissions were
paid  in  connection  with this offering.  The offer was closed upon signing the
agreement  with  Mr.  Leder.

Debenture  and Warrant.  We entered into a Securities Purchase Agreement with La
----------------------
Jolla  Cove  Investors,  Inc. (the "Investor"), dated March 5, 2003, pursuant to
which  we  issued  to  the Investor an 8% Convertible Debenture in the principal
amount  of  $300,000, and a Warrant to Purchase Common Stock for the purchase of
2,000,000  million  shares  of  common  stock.  To  date,  we have received only
$150,000  of the total principal amount of $300,000 to be disbursed to us by the
Investor.  The  Investor is obligated to disburse the remaining principal amount
of  $150,000  upon  effectiveness  of  a  registration  statement to be filed to
register the sale of the underlying common stock to be issued upon conversion of
the debenture and the exercise of the warrant.  In connection with such sale, we
relied  on  the  exemption  from  registration  provided  by Section 4(2) of the
Securities  Act  of  1933  and  Rule 506.  We did not publish any advertisement,
article,  notice  or  other  communication  intended  for  public  distribution
regarding  our intent to make this offering.  Based upon information provided to
us  by the Investor, we determined that it was an accredited investor because it
had  net  assets  in  excess  of  $5,000,000.  Prior  to completing the sale, we
supplied  information  to  the  Investor  in  compliance  with Rule 502(b).  The
Investor  represented  in  writing  that  the  shares  were  being  acquired for
investment  purposes only and not for resale, and, in addition, the certificates
representing  the  securities  bear a restrictive legend in accordance with Rule
144.  There  were  no  underwriters,  and no commissions were paid in connection
with  this offering.  The offer was closed upon closing the transaction with the
Investor.

We  are  obligated  to  register  the  sale of the underlying common stock to be
issued  upon  conversion of the debenture and the exercise of the warrant.  Upon
the  effective  date  of  the  registration,  we will receive the balance of the
principal  amount  of  the  debenture, $150,000, provided the Market Rate of our
stock  at  that  time  is  $0.10  or  greater.

The  total number of shares of common stock to be issued to the Investor depends
upon  the  market  price of stock at the time the debenture is converted.  Under
the  terms  of  the  debenture,  the conversion price is the lesser of $0.50 per
share  or  80%  of market value ("Discount Multiplier"), but the company has the
option  of  prepaying  any  portion  of the debenture prior to conversion if the
conversion  price  is  equal  to or less than $0.50.  The Investor may convert a
maximum  of  10%  of  the  principal  into  our  common  stock during any month.

The  Investor  also  received a warrant to purchase up to 10 times the number of
shares  of  our  common  stock  issued  upon  conversion of the debenture, at an
exercise  price  of the lesser of 80% of market value or $1.50 per share, but in
no  event  less  than  $0.50.  This  warrant  could raise up to an additional $9
million  for  our  company  if exercised.  As of the date of filing this report,
Investor  had  not  converted any portion of the debenture, and no shares of our
common  stock  have  been  issued.  Following  the effectiveness of registration
statement,  we  have  the right to cause the Investor to convert up to 5% of the
debenture  and  exercise  the related warrants (10 times the number of shares of
common  stock),  per  month.

We  have  agreed  not  to pay any accrued salaries or shareholder loans that are
presently  outstanding  until  after  the Convertible Debenture is paid in full,
except  to  the  extent  that any such accrued salaries or shareholder loans are
used  to  perform  obligations  under  the  Put  and Call Agreement between Nick
VandenBrekel,  Mark  Mroczkowski and the Investor, or unless we can pay them out
of  the  proceeds  of  any  additional  financing  we  might  obtain.


                                        9
<PAGE>
ITEM  6.     MANAGEMENT'S  DISCUSSION  AND  ANALYSIS

Year Ended December 31, 2002 compared to Year Ended December 31, 2001.
----------------------------------------------------------------------

Our  financial  statements include revenue from Sequiam, Inc. during 2001 (prior
to  our  acquisition  of  Sequiam,  Inc.)  because  for accounting purposes, our
acquisition  of  Sequiam,  Inc.  was  treated  as  a recapitalization of Sequiam
Corporation.  Our financial statements do not include revenue from Brekel Group,
Inc.,  prior  to our acquisition of Brekel Group, Inc. on July 19, 2002, because
we  acquired  the  assets and not the business of Brekel.  We determined that we
acquired  the assets and not the business because all of Brekel' operations were
ceased  prior  to  the  acquisition.

REVENUES

We  derive  or  plan  to derive our revenues from four sources: (i) the sale and
licensing  of  our  software products; (ii) consulting, custom software services
and  web  development  services; (iii) maintenance agreements in connection with
the  sale  and  licensing of software products; and (iv) Internet access and web
hosting  services. We have not yet generated revenue from the sale and licensing
of  our  software products. Software license revenue will be recognized when all
of  the  following  criteria  have  been  met:  (a) there is an executed license
agreement,  software  has been delivered to the customer, (b) the license fee is
fixed  and  payable within twelve months, (c) collection is deemed probable, and
(d)  product  returns  are deemed reasonably estimable. Maintenance revenues are
recognized ratably over the term of the maintenance contract, typically 12 to 36
months.  Custom  software  services  are  long-term  in nature, and revenues are
recognized  based  on  the  percentage  of  completion  method  with progress to
completion  measured  upon  labor  hours  incurred. Web development services are
typically  performed  over  a  period ranging from a few days to a few weeks and
revenue  is  recognized  upon  completion  of  the  project.  Consulting service
revenues  are  recognized  when  services  are  performed.  Internet  access and
web-hosting  services  are recognized over the period the services are provided,
typically month-to-month. Total revenue increased to $358,470 for the year ended
December  31,  2002  from  $-0-  for  the  year  ended  December  31,  2001.

Software and license fee revenues were unchanged at $-0- for both 2001 and 2002.
During  fiscal  year 2001 and 2002, Sequiam DMS was still under development, and
we  did  not acquire Access Orlando and its IRP and IRPlicator software products
until  November  2002.  We  expect to begin generating revenues from the sale of
our  DMS  and  IRP  software  products  in  the  second  quarter  of  2003.

Other  sales  for  2002  included  consulting,  custom software services and web
development  services  totaling  $205,000;  maintenance agreements in connection
with the sale and licensing of software products, sold by WMW prior to Sequiam's
purchase of the software on November 1, 2002, of $5,200; and Internet access and
web-hosting  services  totaling  $148,270.  All  of  the  foregoing  were  100%
increases  over 2001 revenues of $-0-, and most of the revenue was earned in the
second  and  fourth quarters as a result of our business and product development
efforts  expended  in  the  prior  quarters.

We  observe that large organizations are becoming more interested in warehousing
documents  for  ease  of access by its many users.  As such, we believe that our
DMS  product  is  viable.  However  we  have also observed a number of competing
products  by  companies  with  greater  resources  than  ours.  Our  competitors
typically  add  the  document  management  feature into a complimentary suite of
software  products.  As a result, we do not see great market for our Sequiam DMS
as  a  stand  alone product, and in response, we are integrating it into our IRP
product  line.

We  also observe that many large organizations are beginning to analyze the cost
of  their  own printing equipment. The $0.05 to $0.08 cost per page of their own
equipment  can  be far in excess of the $0.01 to $0.02 achievable on high volume
digital  machines  either  owned  in-house  or outsourced. The resistance of our
potential customers to implement changes has been both a lack of convenience due
to a lack of direct connectivity and as a result, poor turnaround times. Our IRP
software  allows  users to print directly to remote printers thereby solving the
connectivity  problem  and  allowing large organizations to realize savings that
run into many thousands of dollars per month. We think that trend will continue,
and  as  a  result, more competitors will enter the market. We presently have no
direct  competition  for  this  product.

To  date,  users  of  our  IRP  system  sold  prior to our acquisition of W.M.W.
Communications have realized dramatic print cost savings.  In the example of the
two  school  district clients, print volumes of as much as 10,000,000 images per
month  in  over 100 schools and administrative offices have been redirected from
desktop  printers to the District's central print facility at an average savings
of  $0.045  per image or $450,000 per month.  In one such school district demand
exceeded the print facility's capacity such that they were again required to use
the  IRP  software  to  outsource  the  overflow  to a commercial print company.


                                        10
<PAGE>
Each  of  the  four  installations  was  sold prior to our acquisition of W.M.W.
Communications  at  an  average  price of $40,000 per system with annual support
provided  at  $5,000  per  year.  Pricing for the Internet product will be based
upon  usage  charges  as  yet  undetermined.  Targeted  customers  are  large
organizations with in-house print facilities and commercial digital printers who
wish  to  use  the technology to drive more customer business to their facility.

The  trend in Internet access is towards broadband access.  Dial up service will
eventually  become  obsolete.  As  a  result, we have seen the revenues from our
Access Orlando brand steadily decline.  We plan to sell that business to any one
of  several large Internet access providers.  We acquired that business from WMW
Communications, but we do not consider it to be a part of our long term business
plan.  We  expect  to  concentrate  on  software,  database  and web development
products.

We  have  an agreement with Pachyderm Press, the publisher of the World Olympian
Magazine,  to  share revenues and expenses of publication and to share with them
content  from our website production. Pachyderm has an agreement with the WOA to
Publish  the  magazine,  and  we  have  an  agreement  to publish and host their
website.  We  expect  to  earn  a 35% share of the merchandising and sponsorship
income  derived  from  the website and 50% of the net earnings from the magazine
subscriptions  and  advertising  revenue.  In  the  case  of  the  website,  the
responsibility  for  revenue  generation  is with the WOA and in the case of the
magazine,  the  responsibility  for  revenue generation is with Pachyderm Press.
Neither  the WOA or Pachyderm Press has been effective at revenue generation and
to date, we have not received any revenues from these agreements. Regardless, we
continue  to provide website development and hosting services to the WOA, and we
continue  to assist Pachyderm Press with content and other business services. We
continue  to perform our duties because we believe that our association with the
Olympics  will  be  beneficial  to future business and because we believe in the
Olympic  ideals.  Publishing  is  not  a  part of our overall business plan, but
Internet  services  to  publishers  and  printers  is  an  integral  part of our
information  management  business  segment.


OPERATING  EXPENSES

Operating  expenses  increased  by  $754,988  (103%), from $729,496 for the year
ended  December  31,  2001  to  $1,484,484 for the year ended December 31, 2002.
This  increase  is  explained  below.

Selling,  general  and  administrative  expenses  increased $544,974 (106%) from
$511,969  in  2001  to $1,056,943 in 2002. We increased our selling and overhead
expenditures  such  as  salaries,  wages  and  benefits  for  administrative and
marketing  personnel,  computer  maintenance and supplies, professional services
such  as legal and accounting fees, and corporate travel expenses as a result of
expanding  our  operations,  our  merger  with  Sequiam  Corporation  and  our
acquisitions  of Brekel Group and Access Orlando. We also increased expenditures
for  marketing  including  advertising,  production  of marketing materials, and
participation  in  trade  show activities as we completed the development of our
software  products  and  introduced  web  development,  web hosting and Internet
access  services.

Software and web development costs increased $88,992 (43%) from $205,831 in 2001
to $294,823 in 2002, due to the expansion of the development staff from three in
2001  to  twelve  in  2002.  This  expansion  of  staff was needed to expand our
products  and  services  and to keep pace with new industry developments and the
continued  need  to  improve features and functionality of the Sequiam products.

We  have grown from 2 employees at December 31, 2001 to 22 at December 31, 2002,
largely  as  a  result  of  the  acquisition  of  Brekel  Group,  Inc.  and  WMW
Communications.  The addition of the employees has negatively impacted liquidity
and  cash  flow  for the year ended December 31 2002. We can further expect that
payroll  will  be  a  burden  through  much  of  2003 as we attempt to raise the
additional  capital  necessary to get our products to market. The payroll burden
will  diminish  dramatically  after  we  establish  a regular sales cycle of the
software  products because our ongoing support costs will be minimal compared to
our  development  costs.  We expect to distribute our products through VAR's and
other resellers. As a result, we do not expect to increase personnel and related
expenses  as  we  go  to  market  with  our  software.


                                       11
<PAGE>
DEPRECIATION  EXPENSE

Depreciation  expense increased by $121,022, from $11,696 in 2001 to $132,718 in
2002,  as  a  result  of depreciation on assets acquired from Brekel.  We see no
upward  trend  in this cost as we have the infrastructure needed to carry on our
business.


INTEREST  EXPENSE

Interest  expense  increased by $20,549, from $1,192 in 2001 to $21,741 in 2002,
as a result of an increase in loans from shareholders and a note payable related
to leasehold improvements acquired from Brekel Group in July 2002. We see only a
slight  upward trend in our interest expense as a result of the debenture issued
to  La  Jolla  Cove Investors, Inc. We expect to raise additional equity capital
through  the  sale  of common stock as opposed to convertible debt securities or
traditional  loans.  However,  the  debenture issued to La Jolla Cove Investors,
Inc.,  may not be converted to equity until we have accrued significant interest
expense.  We  intend  to  pay  the interest expense as opposed to converting the
interest  accrued  to  equity.  As  a  result,  we  may experience an additional
increase in our interest expenses during the remainder of 2003 and into 2004.

NET  LOSSES

Sequiam Corporation incurred net losses of $1,158,732 and $730,688 for the years
ended  December  31, 2002 and 2001, respectively.  We expect to incur additional
net losses throughout 2003 as we introduce our products to the marketplace.

LIQUIDITY  AND  CAPITAL  RESOURCES

Cash and cash equivalents increased to $85,922 as of December 31, 2002 from $-0-
as  of December 31, 2001. Net cash used in operating activities was $278,211 for
the  year ended December 31, 2002, as a result of the net loss during the period
of $1,158,732 and decreases in accrued expenses of $189,768, which was partially
offset  by  increases  in  accounts  payable  and  accrued  shareholder salaries
totaling  $702,782  and non-cash expenses and losses totaling $297,484. Net cash
provided  by  investing  activities  was $29,098 for the year ended December 31,
2002, primarily due to proceeds from the sale of equipment of $103,351 offset by
software development costs of $51,705 for the Sequiam DMS product.

Net  cash  provided  by  financing  activities  was  $335,035 for the year ended
December  31,  2002.  Proceeds from shareholder loans accounted for $669,500 and
were  offset  by repayments of shareholder loans of $321,000.  Sequiam Software,
Inc.  also  collected  a  stock subscription receivable in the amount of $2,000.
During  the  year ended December 31, 2002, we repaid $14,465 of an existing note
payable.  Additionally,  we  repurchased  one million shares of its common stock
for  $1,000  under  the  terms  of  the  Brekel  acquisition  agreement.

Current  liabilities  of  $2,649,813  exceed  current  assets  of  $304,143  by
$2,345,670. Of that amount, $1,650,242 or 62.2% is owed to shareholders as loans
and accrued but unpaid salaries under employment agreements. The officers of the
company  are  dedicated  to its business plan and will place no undue demands on
its  working capital. They expect payment from future cash flows, equity capital
infusions  or  possible  equity  capital  conversions.  Also included in current
liabilities, is $288,457 due to WMW Communications for its acquisition, of which
$150,000 was paid in the form of common stock. WMW has indicated its willingness
to  wait  for  the  remaining $138,457 of payment until cash flow allows, but we
have not reached any formal agreement to defer payment. Also included in current
liabilities  is  $711,114 of accounts payable and accrued expense, most of which
accrue  to  Brekel  Group,  Inc.  and  are  the  subject  of  continued  workout
arrangements.  Approximately  $200,000  of  accounts  payable are active current
liabilities  that  are  provided  for with over $300,000 in current assets which
yields  an  average  of  $100,000  in  positive  working  capital.


                                       12
<PAGE>
Effective  July  1,  2001,  the  Brekel Group, Inc., prior to its acquisition by
Sequiam, entered into a lease agreement to rent approximately 60,000 square feet
of  combined  office and manufacturing space through June 30, 2011.  As a result
of the determination to cease Brekel's print and publishing operations prior our
acquisition  of  Brekel,  effective  July  1,  2002,  we  entered  into  a lease
forbearance agreement for 10,000 square feet of the same space for the remaining
term  of  the  lease. Pursuant to the lease agreement, we make monthly base rent
payments  including  common  area  maintenance  charges  of  $9,633, with annual
increases  of  approximately 3% per year beginning in July 2004.  As part of the
lease  forbearance  agreement,  we  executed  a  note payable to the landlord to
reimburse  them  for  lost  rents on the 50,000 square feet relinquished to them
through  June 30, 2004; less rents and principal payments received from us; less
75% of any rents received from replacement tenants; plus any leasing commissions
or  tenant  build  out  costs  required  for replacement tenants.  The note also
includes  amounts  previously  owed  by  Brekel  to  the  landlord  for  tenant
improvements.  The  outstanding balance on the note of $1,291,092 as of December
31,  2002  represents  $893,112  of  deferred  rent  and  $397,980  of  tenant
improvements.  Payments  on  the note commence July 1, 2004 through June 1, 2010
with  interest at 6%.  Variables that could impact the amount due under the note
related  to deferred rent include changes in estimated rents to be received from
replacement  tenants,  estimated  leasing commissions and estimated tenant build
out  costs  required  for  replacement  tenants.

Rental  expense for the year ended December 31, 2002 was $93,558 and $27,069 for
the period from inception through December 31, 2001.  The minimum future rentals
required under the lease and the maturities of the long-term note payable are as
follows:

<TABLE>
<CAPTION>
Year                                                  Rentals   Maturities
----                                                  -------   ----------
<S>                                                  <C>       <C>
2003                                                 $115,600  $         0
2004                                                  117,334       96,429
2005                                                  120,854      188,341
2006                                                  124,480      199,957
2007                                                  128,214      212,384
Thereafter                                            339,169      593,981
                                                     --------  -----------
                                                     $945,651  $ 1,291,092
                                                     ========  ===========
</TABLE>

During  the  year  ended December 31, 2002, we incurred a net loss of $1,158,732
and  used $278,211 of cash in operating activities.  As of December 31, 2002, we
had  an  accumulated  deficit  of  $1,911,653,  total  stockholders'  deficit of
$1,833,625,  and  negative  working  capital  of  $2,345,670.

On  February 6, 2003, we sold an aggregate of 266,667 shares of our common stock
to one accredited investor, Mr. Walter H. Sullivan, III, at a price of $0.75 per
share,  for  proceeds  of  $200,000,  less  a commission of $20,000 paid to Cane
Consulting,  for  net proceeds of $180,000. In connection with this transaction,


                                       11
<PAGE>
we  issued a warrant to purchase an additional 600,000 shares of common stock at
a  purchase price of $1.50 per share for a period of four years. On February 28,
2003,  we  issued  318,471 shares of common stock to W.M.W. Communications, Inc.
("WMW"),  as  consideration  for the acquisition of its business pursuant to the
Asset  Purchase  Agreement which reduced our obligation to WMW by $150,000.

We  entered  into  a Securities Purchase Agreement with La Jolla Cove Investors,
Inc.  (the  "Investor"), dated March 5, 2003, pursuant to which we issued to the
Investor  an 8% Convertible Debenture in the principal amount of $300,000, and a
Warrant to Purchase Common Stock for the purchase of 2,000,000 million shares of
common  stock.  To  date,  we have received only $150,000 of the total principal
amount  of  $300,000  to  be  disbursed  to  us by the Investor. The Investor is
obligated  to  disburse  the  remaining  principal  amount  of  $150,000  upon
effectiveness  of  a  registration statement to be filed to register the sale of
the  underlying  common  stock to be issued upon conversion of the debenture and
the  exercise  of  the  warrant.

We  have  agreed  not  to pay any accrued salaries or shareholder loans that are
presently  outstanding  until  after  the Convertible Debenture is paid in full,
except  to  the  extent  that any such accrued salaries or shareholder loans are
used  to  perform  obligations  under  the  Put  and Call Agreement between Nick
VandenBrekel,  Mark  Mroczkowski and the Investor, or unless we can pay them out
of the proceeds of any additional financing we might obtain.


                                       13
<PAGE>
Under  the terms of the debenture, warrant and related documents, the conversion
price  is  the  lesser  of  $0.50  per  share  or 80% of market value ("Discount
Multiplier"),  but  the  company  has the option of prepaying any portion of the
debenture  prior  to conversion if the conversion price is equal to or less than
$0.50.  The  Investor  may  convert  a  maximum of 10% of the principal into our
common  stock  during  any  month.

The  Investor  also  received  warrants to purchase up to 10 times the number of
shares  of  our  common  stock  issued  upon  conversion of the debenture, at an
exercise  price  of the lesser of 80% of market value or $1.50 per share, but in
no  event  less  than  $0.50.  These warrants could raise up to an additional $9
million  for  the  company  if  exercised. As of the date of filing this report,
Investor  had  not  converted any portion of the debenture, and no shares of our
common  stock have been issued. The total number of shares of common stock to be
issued  to  the  Investor depends upon the market price of stock at the time the
debenture  is  converted. Following the effectiveness of registration statement,
we have the right to cause the Investor to convert up to 5% of the debenture and
exercise  the  related warrants (10 times the number of shares of common stock),
per  month.

We  will  need  minimal additional capital of approximately $500,000 to continue
operations  during  the next twelve months without significant new product sales
given  that  our  monthly  cash  requirements  currently exceed cash provided by
operations  by  approximately  $40,000 per month.  Our management is undertaking
several  initiatives  to  address  our  liquidity, including the following:  (1)
continued  efforts  to  increase  our  revenues from software licenses and other
revenue  sources;  (2)  proceeds  expected  to  be received from the convertible
debentures and exercise of warrants as described above; (3) continued efforts to
obtain  additional  debt  and/or  equity financing and; (4) continued efforts to
reduce  operating  costs.  Our  management  believes  that these activities will
generate  sufficient cash flows to sustain our operations during the next twelve
months.  We  will  not be able to meet our operating expenses without additional
capital, and therefore, we will need to curtail operations and reduce the number
of  our  employees if we do not raise the additional capital through the sale of
equity  or  debt  financing.

APPLICATION  OF  CRITICAL  ACCOUNTING  POLICIES

We  utilize  certain  accounting  policies and procedures to manage changes that
occur  in  our business environment that may affect accounting estimates made in
preparation  of  our  financial statements.  These estimates relate primarily to
our  allowance  for  doubtful  accounts  receivable.  Our  strategy for managing
doubtful accounts includes stringent, centralized credit policies and collection
procedures for all customer accounts.  We utilize a credit risk rating system in
order  to  measure  the quality of individual credit transactions.  We strive to
identify  potential  problem  receivables  early,  take  appropriate  collection
actions,  and  maintain adequate reserve levels.  Management has determined that
the allowance for doubtful accounts is adequate at December 21, 2002.


                                       13
<PAGE>
RECENT  ACCOUNTING  PRONOUNCEMENTS

In  June  2001,  the  Financial  Accounting  Standards Board issued Statement of
Financial  Accounting  Standards  No.  143  ("FAS  143"),  Accounting  for Asset
Retirement  Obligations, effective for the fiscal years beginning after June 15,
2002.  This  statement provides the accounting for the cost of legal obligations
associated with the retirement of long-lived assets.  FAS 143 also requires that
companies  recognize  the  fair  value  of  a  liability  for  asset  retirement
obligations  in  the period in which the obligations are incurred and capitalize
that  amount  as a part of the book value of the long-lived asset.  That cost is
then depreciated over the remaining life of the underlying long-lived asset.  We
do  not expect SFAS 143 to have a material impact on our financial condition and
results  of  operations.

In July 2002, the Financial Accounting Standards Board ("FASB") issued Statement
of  Financial  Accounting  Standards  ("SFAS")  No.  146  "Accounting  for Costs
Associated  with  Exit  or  Disposal  Activities," which is effective January 1,
2003.  SFAS  146  provides  than  an  exit  cost  liability should not always be
recorded  at  the  date  of  an entity's commitment to an exit plan, but instead
should be recorded when the obligation is incurred.  An entity's commitment to a
plan,  by  itself,  does not create an obligation that meets the definition of a
liability.  We do not expect SFAS 146 to have a material impact on our financial
condition  and  results  of  operations.


                                       14
<PAGE>
ITEM  7.     FINANCIAL  STATEMENTS


Sequiam Corporation and subsidiaries

Consolidated Financial Statements

For the years ended December 31, 2002 and 2001


                                       15
<PAGE>
<TABLE>
<CAPTION>
                      Sequiam Corporation and Subsidiaries

                        Consolidated Financial Statements

                  For the year ended December 31, 2002 and the
       period from inception (January 23, 2001) through December 31, 2001




                                    CONTENTS



<S>                                                                         <C>
Report of Independent Certified Public Accountants . . . . . . . . . . . .   F-2

Consolidated Financial Statements:
Balance Sheets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   F-3
Statements of Operations . . . . . . . . . . . . . . . . . . . . . . . . .   F-4
Statements of Shareholders' Deficit. . . . . . . . . . . . . . . . . . . .   F-5
Statements of Cash Flows . . . . . . . . . . . . . . . . . . . . . . . . .   F-6
Notes to Consolidated Financial Statements . . . . . . . . . . . . . . . .   F-7
</TABLE>


<PAGE>
REPORT  OF  INDEPENDENT  CERTIFIED  PUBLIC  ACCOUNTANTS


The  Board  of  Directors  and  Shareholders
Sequiam  Corporation

We  have  audited  the  accompanying  consolidated  balance  sheets  of  Sequiam
Corporation  (formerly  known as Wedge Net Experts, Inc.) and subsidiaries as of
December  31,  2002  and  2001  and  the  related  consolidated  statements  of
operations,  shareholders'  deficit,  and cash flows for the year ended December
31,  2002  and  the  period  from  January  23, 2001 (date of inception) through
December  31,  2001.  These  consolidated  financial  statements  are  the
responsibility  of the Company's management. Our responsibility is to express an
opinion  on  these  consolidated  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 consolidated
financial  statements  are  free  of  material  misstatement.  An audit includes
examining,  on  a test basis, evidence supporting the amounts and disclosures in
the  consolidated  financial  statements.  An  audit also includes assessing the
accounting principles used and significant estimates made by management, as well
as  evaluating  the  overall  consolidated  financial statement presentation. We
believe  that  our  audits  provide  a  reasonable  basis  for  our  opinion.

In  our opinion, the consolidated financial statements referred to above present
fairly,  in all material respects, the financial position of Sequiam Corporation
and  subsidiaries  at  December  31,  2002  and  2001,  and the results of their
operations and their cash flows for the year ended December 31, 2002 and for the
period  from  January  23, 2001 (date of inception) through December 31, 2001 in
conformity with accounting principles generally accepted in the United States of
America.


/s/ Gallogly, Fernandez & Riley, LLP

Orlando, Florida

February 21, 2003, except for Note 8 as to which the date is March 7, 2003


                                                                             F-2
<PAGE>
<TABLE>
<CAPTION>
                            Sequiam Corporation and Subsidiaries

                                Consolidated Balance Sheets

                                                                         December 31,
                                                                         ------------
                                                                       2002         2001
                                                                   ------------  ----------
<S>                                                                <C>           <C>
ASSETS:
Current assets
  Cash                                                             $    85,922   $
  Receivables, net of allowance for bad debts of $5,000 and $0          41,141
  Equipment held for sale                                              177,080
                                                                   ------------  ----------
Total current assets                                                   304,143
                                                                   ------------  ----------

Property and equipment, net                                          1,375,398      69,796
Software development costs                                             131,939      80,234
Acquired software                                                      288,000
Deposits and other assets                                                7,800
                                                                   ------------  ----------
Total assets                                                       $ 2,107,280   $ 150,030
                                                                   ============  ==========

LIABILITIES AND SHAREHOLDERS' DEFICIT
Current liabilities:
  Amount due for acquisition                                       $   288,457   $
  Accounts payable                                                     646,331
  Accrued expenses                                                      64,783
  Loans from shareholders                                              795,450     627,718
  Accrued shareholders' salaries                                       854,792     253,000
                                                                   ------------  ----------
Total current liabilities                                            2,649,813     880,718
                                                                   ------------  ----------

Long-term debt                                                       1,292,092
                                                                   ------------  ----------
Total liabilities                                                    3,940,905     880,718
                                                                   ------------  ----------

Commitments and contingencies

Shareholders' deficit:
  Preferred shares, par value $.001;
    50,000,000 shares authorized; none issued                                -
  Common shares, par value $.001;
    100,000,000 shares authorized; 35,462,609
    and 24,233,000 shares issued and outstanding                        35,463      24,233
  Additional paid-in capital                                            42,565           -
  Stock subscriptions receivable                                             -      (2,000)
  Accumulated deficit                                               (1,911,653)   (752,921)
                                                                   ------------  ----------
Total shareholders' deficit                                         (1,833,625)   (730,688)
                                                                   ------------  ----------
Total liabilities and shareholders' deficit                        $ 2,107,280   $ 150,030
                                                                   ============  ==========
<FN>
See accompanying notes to consolidated financial statements
</TABLE>


                                                                             F-3
<PAGE>
<TABLE>
<CAPTION>
                        Sequiam Corporation and Subsidiaries

                        Consolidated Statements of Operations



                                                                         Period from
                                                                          inception
                                                                         (January 23,
                                                            Year ended  2001) through
                                                           December 31,  December 31,
                                                               2002          2001
                                                           ------------  ------------
<S>                                                        <C>           <C>
Net sales                                                  $   358,470   $         -

Costs and expenses:
  Selling, general and administrative                        1,056,943       511,969
  Software and web development costs                           294,823       205,831
  Depreciation                                                 132,718        11,696
                                                           ------------  ------------
                                                             1,484,484       729,496
                                                           ------------  ------------
Loss from operations                                        (1,126,014)     (729,496)

Loss on sale of equipment                                      (10,977)            -
Interest expense                                               (21,741)       (1,192)
                                                           ------------  ------------
Net loss                                                   $(1,158,732)  $  (730,688)
                                                           ============  ============

Net loss per common share:
  Basic and diluted                                        $     (0.04)  $     (0.04)

Shares used in computation of net loss per common share -
  Basic and diluted                                         29,350,902    20,000,000
<FN>


See accompanying notes to consolidated financial statements
</TABLE>


                                                                             F-4
<PAGE>
<TABLE>
<CAPTION>
                                               Sequiam Corporation and Subsidiaries

                                        Consolidated Statements of Shareholders' Deficit
                                              Year Ended December 31, 2002 and the
                               Period from inception (January 23, 2001) through December 31, 2001



                                                   Common Shares
                                               ----------------------
                                                                         Additional      Stock
                                                  Shares       Par        Paid-in     Subscription   Accumulated
                                               Outstanding    Value       Capital      Receivable      Deficit        Total
                                               --------------------------------------------------------------------------------
<S>                                            <C>           <C>       <C>            <C>           <C>           <C>
Balance at December 31, 2001, as previously
reported                                         4,733,000   $ 4,733   $    123,007   $         -   $  (127,740)  $          -
Recapitalization                                19,500,000    19,500       (123,007)       (2,000)     (625,181)      (730,688)
                                               --------------------------------------------------------------------------------
Balance at December 31, 2001, as
restated                                        24,233,000    24,233              -        (2,000)     (752,921)      (730,688)
Correction of shares from
recapitalization                                    17,000        17            (17)            -             -              -
Payment of stock Subscription
receivable                                               -         -              -         2,000             -          2,000
Common stock issued for acquisition of Brekel
on July 19, 2002                                12,153,261    12,153     13,563,040             -             -     13,575,193
Constructive dividend to Brekel
shareholders                                             -         -    (13,579,747)            -             -    (13,579,747)
Repurchase and retirement of shares             (1,000,000)   (1,000)             -             -             -         (1,000)
Common stock issued for services                    59,348        60         59,289             -             -         59,349
Net loss                                                 -         -              -             -    (1,158,732)    (1,158,732)
                                               --------------------------------------------------------------------------------
Balance at December 31, 2002                    35,462,609   $35,463   $     42,565   $         -   $(1,911,653)  $ (1,833,625)
                                               ================================================================================
<FN>


See accompanying notes to consolidated financial statements
</TABLE>


                                                                             F-5
<PAGE>
<TABLE>
<CAPTION>
                      Sequiam Corporation and Subsidiaries

                      Consolidated Statements of Cash Flows

                                                                Period from
                                                                 inception
                                                                (January 23,
                                                   Year ended  2001) through
                                                   December 31, December 31,
                                                       2002         2001
                                                   ------------  ----------
<S>                                                <C>           <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss                                           $(1,158,732)  $(730,688)
Adjustments to reconcile net loss to net cash
used for operating activities:
Depreciation                                           132,718      11,696
Operating disbursements paid by related party           89,440     465,992
Issuance of common stock in exchange for services       59,349           -

Loss on sale of assets                                  10,977           -
Provision for bad debts                                  5,000           -
Decrease in accounts receivable                         67,308           -
Decrease in other assets                                 2,625           -
Increase in accounts payable                           100,990           -
Increase in accrued shareholders salaries              601,792     253,000
Decrease in other accrued expenses                    (189,678)          -
                                                   ------------------------
Net cash used for operating activities                (278,211)          -
                                                   ------------------------

CASH FLOWS FROM INVESTING ACTIVITIES:
Equipment purchases                                    (11,005)          -
Proceeds from sale of equipment                        103,351           -
Payment for acquisition                                (11,543)          -
Software development costs capitalized                 (51,705)          -
                                                   ------------------------
Net cash provided by investing activities               29,098           -
                                                   ------------------------

CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from shareholder loans                        669,500           -
Payments on shareholder loans                         (321,000)          -
Payment of stock subscription receivable                 2,000           -
Repayment of notes payable                             (14,465)          -
Repurchase common shares                                (1,000)
                                                   ------------------------
Net cash provided by financing activities              335,035           -
                                                   ------------------------
Increase in cash                                        85,922           -
Cash, beginning of period                                    -           -
                                                   ------------------------
Cash, end of period                                $    85,922   $       -
                                                   ========================
<FN>
See accompanying notes to consolidated financial statements
</TABLE>


                                                                             F-6
<PAGE>
                      Sequiam Corporation and Subsidiaries

                   Notes to Consolidated Financial Statements

                 For the years ended December 31, 2002 and 2001

1. SUMMARY OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES

ORGANIZATION AND NATURE OF BUSINESS

Sequiam  Corporation  ("Sequiam"  or  the  "Company")  through  its wholly owned
subsidiaries, Sequiam Software, Inc. and Sequiam Communications, Inc., develops,
markets, and supports a portfolio of Internet and print enterprise-wide software
products  that  enable  users  to  acquire,  manage,  personalize,  and  present
information.  In  addition,  the  Company  provides application service provider
("ASP") hosting of Internet-enabled solutions, Internet service provider ("ISP")
including  Internet access and hosting, consulting, application integration, and
custom web development and software development services. ASP and ISP hosting is
performed  using  the  Company's  software and facilities to provide processing,
print,  mail,  archival,  and  Internet  delivery of documents for customers who
outsource  this  activity.

Effective  April  1,  2002, Sequiam Corporation (f/k/a Wedge Net Experts, Inc.),
through  its  wholly  owned  subsidiary, Sequiam Acquisitions, Inc., merged with
Sequiam,  Inc.  and  Sequiam  Acquisitions,  Inc.  survived  the merger. Sequiam
Acquisitions,  Inc.  changed  its name to Sequiam Software, Inc. on May 1, 2002.
Pursuant  to  the merger agreement, Sequiam Corporation issued 20,000,000 shares
of common stock in exchange for all of the outstanding shares of common stock of
the  Company,  consisting  of  20,000,000 shares.  Additionally, pursuant to the
merger  agreement,  500,000  shares  of  Sequiam Corporation's common stock were
returned to treasury and cancelled.  As a result, the former shareholders of the
Company  obtained  82.53%  of  the  voting  rights  of  Sequiam Corporation. The
transaction  was  accounted for as a recapitalization of Sequiam Corporation and
the  results  of  operations and cash flows presented herein prior to the merger
are those of Sequiam, Inc. Sequiam, Inc. was incorporated in Delaware on January
23, 2001 (date of inception) to research, develop, produce and market a document
management  software  product.

Since inception, the Company's primary activities have consisted of research and
development,  and  software production activities.  Accordingly, the Company had
not  generated  any  significant  revenues,  and  the  Company  was considered a
development  stage  company  at  December  31,  2001.  During  2002, the Company
acquired  the  Brekel  Group,  Inc.  and  Access  Orlando and began offering web
development,  Internet  and  web  hosting and custom software development, while
continuing  its  software  development  activities.

GOING  CONCERN  AND  MANAGEMENTS'  PLAN

The  accompanying  financial  statements  have  been  prepared assuming that the
Company  will continue as a going concern, which contemplates the realization of
assets and satisfaction of liabilities in the normal course of business. Sequiam
has  accumulated  significant  operating  losses,  a working capital deficit and
produced minimal revenues since inception.   Subsequent to December 31, 2002 and
as  further  described  in Note 8, the Company  obtained financing from La Jolla
Cove  Investors,  Inc. (the "Investor") as well as additional financing from the
sale  of  its  common  stock.  In  addition,  the  Company has begun to generate
revenues  on  a  consistent  basis.

With  the  proceeds  expected to be received from the Investor, the Company will
fund  continuing product development and the marketing of the products developed
by  the  Company. The company will also actively seek new acquisitions of proven
products  and  technologies.  Management  plans  to  continue to seek additional
financing  in


                                                                             F-7
<PAGE>
the  form  of  a  private  placement of common and preferred stock, debt or some
combination  thereof  to supplement its financing arrangement with the Investor.

With  the  proceeds  from the financings described above along with the expected
increase  in  revenues  from  the  sale  of  the Company's existing products and
services,  the  Company believes there will be sufficient working capital during
the  next  12  months  to  support operations during that period.  The Company's
ability  to  continue  as  a going concern remains dependent upon its ability to
meet  the  requirements of its financing agreement with the Investor and execute
its  business  plan.

MERGER WITH BREKEL GROUP, INC.

Effective  July  19,  2002 ("date of acquisition"), Sequiam Corporation acquired
94.54%  of  the  issued and outstanding shares of Brekel Group, Inc., a Delaware
corporation ("Brekel"), in exchange for 11,522,263 shares of Sequiam Corporation
common  stock,  pursuant to a Stock Exchange Agreement and Plan of Organization,
dated  June 17, 2002 (the "Agreement"). The shares exchanged were at an exchange
rate  of  1:1. In connection with the merger, the majority shareholder of Brekel
returned 9,500,000 shares leaving 12,229,594 common shares of Brekel outstanding
before  the  exchange  with  Sequiam  Corporation.  Sequiam Corporation acquired
630,998 or 4.84% of the remaining issued and outstanding common shares of Brekel
on  December  16,  2002  for  a total of 12,153,261 shares or 99.38% of Brekel's
issued  and  outstanding common shares.  The acquisition of Brekel was accounted
for  as  a  purchase  of  the assets and the results of operations of Brekel are
included in the accompanying financial statements since the date of acquisition.
The  excess  of  the purchase price ($13,575,193) over the carrying value of the
net  liabilities  acquired  ($4,554)  of  $13,579,747  was  accounted  for  as a
constructive dividend to the Brekel shareholders. Goodwill was not recognized on
the  transaction  because  Sequiam  and  Brekel  were  under common control. The
purchase  was  determined based on the 12,153,261 shares issued times $1.12, the
average  closing  stock  price of Sequiam Corporation common stock on and around
June  17,  2002, the date the agreement was signed and agreed to by the majority
shareholders.  Under the terms of the agreement, Sequiam repurchased and retired
one  million  of  its  common  shares  from  Brekel  at  par  value.

The  following  table  summarizes  the  estimated  carrying values of the assets
acquired  and  liabilities  assumed  at  the  date  of  acquisition.

<TABLE>
<CAPTION>
<S>                                                                  <C>
Current and other assets                                             $  520,032
Equipment held for disposal                                             268,456
Equipment under capital leases held for disposal                      1,656,009
Property and equipment                                                1,643,962
                                                                     -----------
Total assets acquired                                                 4,088,459
                                                                     -----------
Current liabilities                                                   2,869,583
Long-term debt                                                        1,223,430
                                                                     -----------
Total liabilities assumed                                             4,093,013
                                                                     -----------
Net liabilities acquired                                             $   (4,554)
                                                                     ===========
</TABLE>

Sequiam  acquired  Brekel  for its expertise in digital on-demand publishing and
printing  and the innovations that it brings to our document management Internet
remote  print  and print on-demand software applications.  Sequiam also acquired
Brekel  for  its  contract  with the World Olympians Association ("WOA") and its
Internet  and  ExtraNet  expertise  and  product  development  gained  from that
project.  On  November  14,  2002  Sequiam  changed  Brekel's  name  to  Sequiam
Communications,  Inc.  to  better  represent  its role within the Sequiam group.

Brekel  had ceased its print on-demand manufacturing operation that it conducted
under  the  trade name QuestPrint and publishing operations under the trade name
FirstPublish  prior  to  its  acquisition  by  Sequiam  Corporation. As a result
$1,885,936  of  equipment was returned to the manufacturer on August 1, 2002 and
the  related  capital  leases  of  $1,656,009  were written off. The loss on the
return  of  this  equipment  to  the  lessor of $229,927 reduced equipment under
capital leases held for disposal in the Brekel acquisition since the assets were
impaired  prior  to  the  acquisition.  In addition, Brekel entered into a lease
forbearance  agreement  and a liability of $893,112 was recognized in accordance
with EITF 95-3 upon the acquisition of Brekel's assets for lost rents to be paid
to  the  landlord  in the form of a note payable as a result of ceasing Brekel's
operations  (see  Note  5).


                                                                             F-8
<PAGE>
ACQUISITION  OF  THE  ASSETS  OF  ACCESS  ORLANDO

Effective November 1, 2002 Sequiam Software, Inc., acquired all of the assets of
W.M.W.  Communication,  Inc.("WMW"),  doing  business  as  Access  Orlando.  The
purchase  price  of  $300,000  is  to  be  paid $150,000 in cash and $150,000 in
Sequiam  common  shares valued at the date of closing, on February 13, 2003. The
cash  was paid $55,000 on or before closing ($11,542 prior to December 31, 2002)
and  installments  of  $45,000 and $50,000 are due fifteen and ninety days after
the  February  13,  2003 closing date. At December 31, 2002, $288,457 was due to
WMW  in connection with this acquisition and was recorded as a current liability
in  the  accompanying  balance  sheet.  The  acquisition  was accounted for as a
purchase  of  the business of WMW and the excess of the purchase price over the
fair  value  of  the  assets  acquired of $288,000 was allocated to the software
products  Internet  Remote  Print  (IRP)  and  Internet  Remote Print Duplicator
("IRPlicator").  IRP  is  a software product that allows computer users to print
remotely  to  any  printer  via  the  Internet.

Sequiam  acquired  Access Orlando because IRP is highly complementary to DMS and
we  are  in  the  process  of integrating the two products. Like Sequiam, Access
Orlando  was  engaged  in  software  development,  website development, Internet
hosting  and  collocation  services,  and  is  also an Internet service provider
(ISP).

PRINCIPLES  OF  CONSOLIDATION

The  consolidated  financial  statements  include  the  accounts  of  Sequiam
Corporation  and  its  subsidiaries.  All intercompany transactions and accounts
have  been  eliminated.

ALLOWANCE  FOR  DOUBTFUL  ACCOUNTS

We  record  an  allowance for doubtful accounts based on specifically identified
amounts that we believe to be uncollectible. We also record additional allowance
based on certain percentages of our aged receivables, which are determined based
on  historical experience and our assessment of the general financial conditions
affecting  our  customer  base.  If  our  actual collections experience changes,
revisions  to  our  allowance  may  be  required.  We  have  a limited number of
customers  with  individually large amounts due at any given balance sheet date.
Any  unanticipated  change in one of those customer's credit worthiness or other
matters  affecting  the collectibility of amounts due from such customers, could
have  a material affect on our results of operations in the period in which such
changes or events occur. After all attempts to collect a receivable have failed,
the  receivable  is  written  off  against  the  allowance.

PROPERTY  AND  EQUIPMENT

Property and equipment are recorded at cost.  Depreciation is computed using the
straight-line  method  over  the  estimated  useful lives of the related assets,
ranging  from three to five years.  Expenditures for maintenance and repairs are
charged  to  expense  as  incurred.

SOFTWARE  DEVELOPMENT  COSTS

Costs  incurred  to  establish  technological  feasibility  of computer software
products  are  research  and  development  costs  and  are charged to expense as
incurred.  Costs  of  producing  product  masters  subsequent  to  technological
feasibility  are  capitalized.  Capitalization of computer software costs ceases
when the product is available for general release to the customers.  Capitalized
software  costs  are amortized using the straight-line method over the estimated
useful life of the products or the gross revenue ratio method, whichever results
in  the  greater  amount  of amortization.  No amortization was recorded for the
period  from  inception  (January  23,  2001)  through  December  31, 2002 as no
software  had  yet  been  released  to customers and no revenue had been earned.


                                                                             F-9
<PAGE>
ACQUIRED  SOFTWARE

In  connection  with  the  acquisition  of  Access Orlando, the Company acquired
Internet  Remote  Print  software  that  was  assigned  a  value  of  $288,000
representing  the  excess  of  the  purchase  price  over  the fair value of the
tangible  assets  acquired.  The  acquired  software is being amortized over its
expected  useful  life  of  five  years.

REVENUE  RECOGNITION

The  Company derives or plans to derive revenues from four sources: (i) the sale
and  licensing  of  our  software  products;  (ii)  consulting,  custom software
services  and  web  development  services;  (iii)  maintenance  agreements  in
connection  with  the sale and licensing of software products; and (iv) Internet
access  and  web  hosting services. As of December 31, 2002, the Company has not
yet generated revenues from the sale or licensing of software products. Software
license  revenue will be recognized when all of the following criteria have been
met:  there is an executed license agreement, software has been delivered to the
customer,  the license fee is fixed and payable within twelve months, collection
is  deemed  probable  and  product  returns  are  deemed  reasonably  estimable.
Maintenance  revenues  are  recognized  ratably over the term of the maintenance
contract,  typically  12 to 36 months. Custom software services are long-term in
nature  and revenues are recognized based on the percentage of completion method
with  progress  to  completion  measured  based  upon  labor hours incurred. Web
development  services  are  typically performed over a period ranging from a few
days  to a few weeks and revenues are recognized upon completion of the project.
Consulting service revenues are recognized when services are performed. Internet
access  and web hosting services are recognized over the period the services are
provided,  typically month-to-month. Cash received from the customers in advance
of  amounts  earned  will  be  deferred  and  recorded  as  a  liability.

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
resulting  from  temporary  differences.  Such temporary differences result from
differences  in  the  carrying  value  of  assets  and  liabilities  for tax and
financial reporting purposes.  The deferred tax assets and liabilities represent
the  future  tax consequences of those differences, which will either be taxable
or  deductible  when  the  assets  and  liabilities  are  recovered  or settled.
Valuation  allowances  are  established  when  necessary  to reduce deferred tax
assets  to  the  amount  expected  to  be  realized.

NET  LOSS  PER  COMMON  SHARE

Basic  income  (loss) per common share is computed by dividing net income (loss)
available  to  common  shareholders  by  the  weighted  average  common  shares
outstanding  for the period.  Diluted income (loss) per common share is computed
giving  effect  to all potentially dilutive common shares.  Potentially dilutive
common  shares  may  consist of incremental shares issuable upon the exercise of
stock  options,  adjusted  for  the  assumed  repurchase of the Company's common
stock,  at  the  average  market  price, from the exercise proceeds and also may
include  incremental  shares issuable in connection with convertible securities.
In  periods  in  which  a  net  loss has been incurred, all potentially dilutive
common  shares  are  considered  anti-dilutive  and  thus  are excluded from the
calculation.  As  of  December 31, 2002, the Company had no potentially dilutive
common  shares.

FAIR  VALUE  OF  FINANCIAL  INSTRUMENTS

Fair  value estimates discussed herein are based upon certain market assumptions
and  pertinent information available to management as of December 31, 2002.  The
respective  carrying  value  of  certain  on-balance-sheet  financial


                                                                            F-10
<PAGE>
instruments approximated their fair values.  These financial instruments include
cash,  trade  receivables,  accounts  payable,  accrued  expenses and loans from
shareholders.  The  fair  value  of  the Company's long-term debt is established
based  upon  the  quoted  market prices for the same or similar issues or on the
current  rates offered to the Company for debt of the same remaining maturities.

USE OF ESTIMATES

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

RECLASSIFICATION

Certain  reclassifications  have  been  made to the 2001 financial statements to
conform  with  the  2002  presentation.

RECENT  ACCOUNTING  PRONOUNCEMENTS

In  June  2001,  the  Financial  Accounting  Standards Board issued Statement of
Financial  Accounting  Standards  No.  143  ("FAS  143"),  Accounting  for Asset
Retirement  Obligations, effective for the fiscal years beginning after June 15,
2002.  This  statement provides the accounting for the cost of legal obligations
associated with the retirement of long-lived assets.  FAS 143 also requires that
companies  recognize  the  fair  value  of  a  liability  for  asset  retirement
obligations  in  the period in which the obligations are incurred and capitalize
that  amount  as a part of the book value of the long-lived asset.  That cost is
then  depreciated  over  the  remaining life of the underlying long-lived asset.
The  Company does not expect SFAS 143 to have a material impact on its financial
condition  and  results  of  operations.

In July 2002, the Financial Accounting Standards Board ("FASB") issued Statement
of  Financial  Accounting  Standards  ("SFAS")  No.  146  "Accounting  for Costs
Associated  with  Exit  or  Disposal  Activities," which is effective January 1,
2003.  SFAS  146  provides  than  an  exit  cost  liability should not always be
recorded  at  the  date  of  an entity's commitment to an exit plan, but instead
should be recorded when the obligation is incurred.  An entity's commitment to a
plan,  by  itself,  does not create an obligation that meets the definition of a
liability.  The  Company  does  not expect SFAS 146 to have a material impact on
its  financial  condition  and  results  of  operations.

2. PROPERTY AND EQUIPMENT

Property and equipment consist of the following at December 31:

<TABLE>
<CAPTION>
                                                   2002       2001
                                                ----------  ---------
<S>                                             <C>         <C>
     Leasehold improvements                     $1,126,769  $      -
     Office furniture and fixtures                 395,398    40,748
     Computer equipment                            127,294    21,112
     Purchased software                            192,213    19,632
                                                ----------  ---------
                                                 1,841,674    81,492
     Less accumulated depreciation                 466,276   (11,696)
                                                ----------  ---------
                                                $1,375,398  $ 69,796
                                                ==========  =========
</TABLE>


                                                                            F-11
<PAGE>
3. LOANS FROM SHAREHOLDERS

On  February  1,  2002,  Mark  Mroczkowski,  the  Chief  Financial Officer and a
shareholder of the Company, loaned Sequiam Communications, Inc. (formerly Brekel
Group,  Inc.) $50,000.  Interest is payable at 6%.  As of December 31, 2002, the
balance  due  under  this  loan  was  $50,000  together with accrued interest of
$2,750.

Nicholas  VandenBrekel, the President and Chief Executive Officer of Sequiam and
shareholder  of  the  Company,  has  advanced  money  to Sequiam Corporation and
Sequiam  Software,  Inc. under demand notes.  At December 31, 2002, Sequiam owed
approximately  $670,450  on  these  notes,  including  accrued  interest  of
approximately  $5,324.  The term notes bear interest at 2% per annum and are due
on  demand.

A  shareholder not employed by the Company advanced $75,000 to the Brekel Group,
Inc. on March 1, 2002.  The terms of the demand note include interest payable at
6%  and  a  right  to  convert the note at $1.00 per share.  Accrued interest at
December  31,  2002  was  $3,750.

Included  in  accounts  payable  and  accrued  expenses at December 31, 2002 are
un-reimbursed  business  expenses  of  $26,084  and  $17,826  owed  to  Nicholas
VandenBrekel  and  Mark  Mroczkowski,  respectively.

From the date of inception (January 23, 2001) through April 30, 2002, The Brekel
Group,  Inc., made short-term advances to the Company through the payment of all
of  the  Company's  operating  and  investing expenses.  There were no specified
repayment  terms and the advances were non-interest bearing.  As of December 31,
2001,  amounts  due  to  Brekel amounted to $627,718.  All amounts due to Brekel
were eliminated upon the Company's acquisition of Brekel effective July 19, 2002
(see  Note  1).

4. INCOME TAXES

We  have  estimated  net operating loss carryforwards ("NOLs")for federal income
tax  purposes  of  approximately  $8,774,000  at  December  31,  2002. These net
operating  losses  can  be  carried  forward  and applied against future taxable
income, if any, and expire in the years 2020 through 2022.  However, as a result
of  certain  acquisitions,  the  use  of  these  NOLs  may  be limited under the
provisions  of  section  382  of  the Internal Revenue Code. Treasury Regulation
1.1502-21  regarding  separate  return  limitation years may further limit these
NOLs.


                                                                            F-12
<PAGE>
The  following is a reconciliation of income taxes at the federal statutory rate
of  34%  to  the  provision  for  income  taxes  as reported in the accompanying
consolidated  statement  of  operations:

<TABLE>
<CAPTION>
                                                                         Period from
                                                                          inception
                                                                        (January 23,
                                                              Year end  2001) through
                                                              December   December 31,
                                                              31, 2002       2001
                                                            ------------  ----------
<S>                                                         <C>           <C>
Income tax benefit computed at the federal statutory rate   $  (394,100)  $(248,500)
Deferred tax asset acquired                                  (2,935,200)          -
State income tax benefit, net of federal benefit               (355,300)    (26,500)
Increase in valuation allowance                               3,684,600     275,000
                                                            ------------  ----------
Income tax expense (benefit)                                $         -   $       -
                                                            ============  ==========

The components of the deferred income tax asset and liability are as follows at
December 31,

Deferred tax assets:                                            2002         2001
                                                            ------------  ----------
Accrued shareholder salaries                                $   321,700   $  95,300
Deferred Lease Obligation                                       336,100           -
                                                            ------------  ----------
Net operating loss carryforward                               3,301,800     179,700
Valuation allowance                                          (3,959,600)   (275,000)
                                                            ------------  ----------
Net deferred tax assets                                     $         -   $       -
                                                            ============  ==========
</TABLE>

Valuation  allowances  are provided against deferred tax assets if, based on the
weight of available evidence, it is more likely than not that some or all of the
deferred  tax  assets  will  not  be  realized.  The  Company  has evaluated the
realizability  of  the  deferred  tax  assets  on  its  balance  sheets  and has
established  a  valuation  allowance in the amount of $3,959,600 against its net
deferred  tax  assets  at  December 31, 2002.  The valuation allowance increased
$3,684,600  and $275,000 during the year ended December 31, 2002 and period from
inception  through  December  31,  2001,  respectively.

5. LONG-TERM DEBT AND LEASE COMMITMENT

Effective  July  1,  2001,  the  Brekel Group, Inc., prior to its acquisition by
Sequiam,  entered into an operating lease agreement to rent approximately 60,000
square feet of combined office and manufacturing space through June 30, 2011. As
a  result of the determination to cease Brekel's print and publishing operations
prior  to  the  Company's  acquisition of Brekel (see Note 1), effective July 1,
2002 Brekel entered into a lease forbearance agreement for 10,000 square feet of
the  same space for the remaining term of the lease. Pursuant to the forbearance
agreement,  the  Company  makes monthly base rent payments including common area
maintenance  charges  of  $9,633,  with annual increases of approximately 3% per
year  beginning  in  July  2004. As part of the lease forbearance agreement, the
Company executed a note payable to the landlord to reimburse them for lost rents
on the 50,000 square feet relinquished to them through June 30, 2004; less rents
and  principal  payments  received  from us; less 75% of any rents received from
replacement  tenants;  plus  any  leasing  commissions or tenant build out costs
required for replacement tenants. The note also includes amounts previously owed
by  Brekel  to  the landlord for tenant improvements. The outstanding balance on
the  note  of $1,291,092 as of December 31, 2002 represents $893,112 of deferred
rent  and $397,980 of tenant improvements. Payments on the note commence July 1,
2004  and are amortized through June 1, 2010 with interest at 6%. Variables that
could  impact  the  amount  due  under the note related to deferred rent include
changes  in  estimated  rents to be received from replacement tenants, estimated
leasing  commissions  and  estimated  tenant  build  out  costs  required  for
replacement  tenants.


                                                                            F-13
<PAGE>
Rental expense for the year ended December 31, 2002 was $376,118 and $27,069 for
the period from inception through December 31, 2001.  The minimum future rentals
required  under  the  operating  lease  and the maturities of the long-term note
payable  are  as  follows:

<TABLE>
<CAPTION>
Year                                                        Rentals   Maturities
----                                                        --------  -----------
<S>                                                         <C>       <C>
2003                                                        $115,600  $         0
2004                                                         117,334       96,429
2005                                                         120,854      188,341
2006                                                         124,480      199,957
2007                                                         128,214      212,384
Thereafter                                                   339,169      593,981
                                                            --------  -----------
                                                            $945,651  $ 1,291,092
                                                            ========  ===========
</TABLE>

6. COMMITMENTS AND CONTINGENCIES

On  October  1,  2002, the Companies Chief Executive Officer and Chief Financial
Officer  entered  into  amended  and restated employment agreements with Sequiam
Corporations  and  its  Subsidiaries.  The  amended  agreements replace separate
agreements  with  Sequiam,  Inc.  and Brekel Group, Inc.  The agreements have an
initial  term  of  two  years  with automatic one-year renewals.  The agreements
provide  for  compensation in the form of minimum annual salary of  $185,000 and
$175,000 respectively, and allow for bonuses in cash, stock or stock options and
participation  in  Company benefit plans.  Full time employment is a requirement
of  the  contract.  In  the event that a change in control of the Company occurs
without  the  prior approval of the then existing Board of Directors, then these
contracts will be deemed terminated and compensation of $5 million is payable at
termination  and  $1  million  annually for five years subsequent to termination
will  be  due  and  payable  to  each  Employee.

The  Company  is  involved in various claims and legal actions incidental to the
normal  conduct  of its business.  On or about October 3, 2002, General Electric
Capital  Corporation  ("GE")  filed  a  lawsuit  against  Brekel  Group,  Inc.
("Brekel"),  in  the Circuit Court of the 9th Judicial Circuit in and for Orange
County,  located  in  Orlando, Florida.  GE claims that Brekel owes a deficiency
balance  in the amount of $93,833 for three digital copiers rented under a lease
agreement.  Brekel  has  returned  possession  of  the copiers to GE, but Brekel
disputes  the  claim  for  damages.  The court has entered no decisions to date.
The  Company does not believe that the ultimate resolution of these actions will
have  a  material  adverse  effect  on  the  Company based upon the value of the
equipment  returned  to  GE.

Brekel  entered  into  a note payable with Xerox Corporation in November 2000 to
finance  equipment.  Brekel  also  entered  into  a  Document Services Agreement
("Agreement")  with  Xerox  Corporation  on November 1, 1999 commencing April 1,
2000.  During  the  63-month  term  of the Agreement ending June 30, 2005, Xerox
agreed  to  provide  equipment  and  services  in  accordance  with  specified
performance  standards.  Those  standards  include,  among  other  things,  a
performance  satisfaction  guaranty by Xerox.  Under the terms of that guaranty,
Brekel  may  terminate  the  agreement  without  incurring any early termination
charges.  Brekel  did  in March 2001 give proper notice of such termination.  On
September  3,  2002  Xerox  did,  contrary to the contract, assert its claim for
early  termination  charges  and for monthly minimum service charges on billings
made after the termination date.  The Company disputes these claims and believes
them  to  be  without  merit.

A  competing  web-development company has posted an alternative web site for the
WOA,  claiming  such  right  was  granted  to  it by the WOA.  We are seeking to
resolve  this  conflict with the WOA without resort to litigation.  This dispute
will  not  affect our publication of the print magazine "World Olympian," but it
has the potential to result in the loss of revenue from the WOA web site.  We do
not believe the loss of such revenue will have a material, adverse effect on our
overall  business.


                                                                            F-14
<PAGE>
<TABLE>
<CAPTION>
7.  SUPPLEMENTAL  CASH  FLOW  INFORMATION

                                                                                         Period from
                                                                                          inception
                                                                                         (January 23,
                                                                            Year ended  2001) through
                                                                            December 31, December 31,
                                                                                2002        2001
                                                                             -----------  -----------
<S>                                                                          <C>          <C>
Supplemental cash flow information:
-----------------------------------
Cash paid for interest                                                            11,563            -


Non-cash investing and financing activities:
--------------------------------------------
Disbursements paid by related party for operating and investing activities   $    89,440  $   627,718
Subscription receivable for common shares                                              -  $     2,000
Common shares issued for acquisition of Brekel Group, Inc.                   $13,575,193            -
Net liabilities acquired from Brekel (see Note 1)                            $     4,554            -
Return of leased equipment and capital lease obligation                      $ 1,656,009            -
Amount due for assets acquired from Access Orlando (see Note 1)              $   288,457            -
</TABLE>


8. SUBSEQUENT EVENTS

Sequiam  entered  into  a  Securities  Purchase  Agreement  with  La  Jolla Cove
Investors,  Inc.  (the  "Investor"),  dated March 5, 2003, pursuant to which the
Company  delivered  to  Investor  an  8%  Convertible Debenture in the amount of
$300,000,  convertible  into  its common stock, and a Warrant to Purchase Common
Stock that permits the Investor to purchase up to ten times the number of shares
of  stock  issued  upon  conversion  of  the  debenture,  for a maximum price of
$9,000,000.  At closing of this financing on March 7, 2003, the Company received
$150,000 of the principal amount of the debenture, less Investor's attorney fees
of  $2,500.

Under  the terms of the debenture, warrant and related documents, the conversion
price  is  the  lesser  of  $0.50  per  share  or 80% of market value ("Discount
Multiplier"),  but  the  company  has the option of prepaying any portion of the
debenture  prior  to conversion if the conversion price is equal to or less than
$0.50.  The  Investor  may  convert  a  maximum of 10% of the principal into our
common  stock  during  any  month.

The  Investor  also  received  warrants to purchase up to 10 times the number of
shares  of  our  common  stock  issued  upon  conversion of the debenture, at an
exercise  price  of the lesser of 80% of market value or $1.50 per share, but in
no  event  less  than  $0.50.  These warrants could raise up to an additional $9
million  for  the  company  if exercised.  As of the date of filing this report,
Investor had not converted any portion of the debenture, and no shares of common
stock have been issued.  The total number of shares of common stock to be issued
to the Investor depends upon the market price of stock at the time the debenture
is  converted.

Sequiam  is  obligated to register the sale of the underlying common stock to be
issued  upon  conversion of the debenture and the exercise of the warrant.  Upon
the  effective  date  of  the  registration,  we will receive the balance of the
principal  amount  of  the  debenture, $150,000.  Following the effectiveness of
such  registration statement, we have the right to cause the Investor to convert
up to 5% of the debenture and exercise the related warrants (10 times the number
of  shares  of  common  stock),  per  month.

The  Company  agrees  that  it  will not pay any accrued salaries or shareholder
loans  that  are  presently outstanding until after the Convertible Debenture is
paid in full, except to the extent that any such accrued salaries or shareholder
loans  are  used to perform obligations under the Put and Call Agreement between
Nick  VandenBrekel,  Mark  Mroczkowski  and  the Investor or are paid out of the
proceeds  of  additional  financing  obtained  by  the  Company.


                                                                            F-15
<PAGE>
In  the  event the Registration Statement has not been filed with the SEC by the
deadline  imposed by the Investor then the Discount Multiplier shall decrease by
three percentage points (3%) for each month or partial month occurring after the
deadline  that  the  Registration  Statement  is  not  filed.

On  February 6, 2003, we sold an aggregate of 266,667 shares of our common stock
to  one  accredited  investor  at  a  price  of  $0.75 per share for proceeds of
$200,000.  In  connection  with  such  sales  we  relied  on  the exemption from
registration  provided  by  Section  4(2)  of  the  Securities Act of 1933.  The
investor  represented  in  writing  that  the  shares  were  being  acquired for
investment  and,  in  addition,  the certificates representing the shares bear a
restrictive  securities  legend.


                                                                            F-16
<PAGE>
ITEM 9      DIRECTORS,  EXECUTIVE  OFFICERS,  PROMOTERS  AND  CONTROL  PERSONS;
            COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT.

We hereby add the following to Item 9 of our 10-KSB:

             Name                Age                        Position
             ----                ---                        --------
James w. Rooney                  60          President of Sequiam Software, Inc.

Mr. James Rooney, in addition to his role as President of Sequiam Software Inc.,
will  lead  the development of federal systems business for Sequiam Corporation.
Since  1985,  he  has been the President of Intercon Corporation, a governmental
contracting  specialist.  He  had  been  a  Naval Aviator and government systems
specialist  for  twenty  years prior.  Mr. Rooney holds a Bachelor's Degree from
the  University of Denver, a Masters Degree in Operations Research and a Masters
Degree in Systems Acquisition Management from the Naval Post Graduate School. He
is  also  a  graduate  of the Navy Test Pilot School.  He will introduce Sequiam
products  into  the  Department  of  Defense  and  other government agencies and
contractors.  Jim  has  been a principal consultant to major aerospace companies
pursuing  weapon  systems  contracts.  In  that  capacity, he developed position
papers  to  support  congressional  funding, prepared presentations for industry
executives  and  managed  programs.  He  has  an  intimate  understanding of how
programs are built, funded and awarded. Mr. Rooney will leverage that experience
on  behalf  of  Sequiam  Corporation.

We  currently  have  no independent directors because all directors beneficially
own stock in our company.  As a result, our board of directors is unable to rely
upon  an  independent director to resolve any conflicts of interests between the
interest  a  director  may  have  personally  as a stockholder and the fiduciary
obligations  the  director  may  have  to our company.  For example, when taking
actions  that  may  directly  affect our stockholders, such as decisions to make
distributions,  to  approve  mergers  or  to approve other  reorganizations, our
directors  will  not  have  the  benefit  of input form an independent director.
Furthermore,  our  directors  must  comply with Section 310(a) of the California
Corporation  Code  when  authorizing any such action.  Because we do not have an
independent  director,  any  such  action  must meet the requirements of Section
310(a)(1)  or  Section  310(a)(3)  of  the  California Corporation Code, because
Section  310(a)(2) of the California Corporation Code is not available.  Section
310  provides  as  follows:

     (a)  No contract or other transaction between a corporation and one or
     more  of  its directors, or between a corporation and any corporation,
     firm  or  association  in  which  one  or  more of its directors has a
     material  financial  interest, is either void or voidable because such
     director  or  directors or such other corporation, firm or association
     are  parties  or because such director or directors are present at the
     meeting of the board or a committee thereof which authorizes, approves
     or  ratifies the contract or transaction, if (1) The material facts as
     to  the  transaction  and  as  to  such  director's interest are fully
     disclosed  or  known  to  the  shareholders  and  such  contract  or
     transaction  is  approved  by  the  shareholders (Section 153) in good
     faith,  with  the shares owned by the interested director or directors
     not  being  entitled  to vote thereon, or (2) The material facts as to
     the transaction and as to such director's interest are fully disclosed
     or  known  to  the  board  or  committee,  and  the board or committee
     authorizes,  approves  or ratifies the contract or transaction in good
     faith by a vote sufficient without counting the vote of the interested
     director  or  directors  and  the  contract or transaction is just and
     reasonable  as  to  the  corporation  at  the  time  it is authorized,
     approved  or  ratified,  or  (3)  As  to contracts or transactions not
     approved  as provided in paragraph (1) or (2) of this subdivision, the
     person  asserting the validity of the contract or transaction sustains
     the  burden  of  proving that the contract or transaction was just and
     reasonable  as  to  the  corporation  at  the  time it was authorized,
     approved or ratified. A mere common directorship does not constitute a
     material  financial interest within the meaning of this subdivision. A
     director is not interested within the meaning of this subdivision in a
     resolution  fixing the compensation of another director as a director,
     officer  or employee of the corporation, notwithstanding the fact that
     the  first  director  is  also  receiving  compensation  from  the
     corporation.

We  are  currently  seeking  to elect or appoint an independent director, but we
cannot  guaranty  that  we  will be able to do so.  We believe it is unlikely we
will  find  a willing person to serve as an independent director until we obtain
liability  insurance  for  our  officers  and  directors.


                                       22
<PAGE>
ITEM  10.     EXECUTIVE  COMPENSATION

The following table sets forth all cash compensation paid or accrued by Sequiam,
as well as certain other compensation, paid or accrued, during each of Sequiam's
last  two fiscal years to the Chief Executive Officer and to the other executive
officers  whose total annual salary and bonus paid or accrued exceeded $100,000.
Directors  who  are  also  employees  receive no compensation for serving on the
Board  of  Directors.

<TABLE>
<CAPTION>
-------------------------------------------------------------------------------------------
                                                     Annual   Long Term       All Other
Name and Position              Year  Annual Salary   Bonus   Compensation  Compensation(1)
-------------------------------------------------------------------------------------------
<S>                            <C>   <C>             <C>     <C>           <C>
Nicholas VandenBrekel,         2001  $      137,500     -0-           -0-  $          8,400
President, CEO, Chairman       2002  $      158,750     -0-           -0-  $         14,400
-------------------------------------------------------------------------------------------
Mark Mroczkowski, Senior Vice  2001  $      137,500     -0-           -0-  $          7,200
President, CFO                 2002  $      156,250     -0-           -0-  $          8,000
-------------------------------------------------------------------------------------------
<FN>
Footnote:

(1)  Compensation  shown  in  this  column was earned by accruing the automobile
allowances  provided  in  the  employment  agreements.
</TABLE>

None  of  the  annual  salary  amounts shown above were paid in 2001 or 2002 and
remain  accrued  at  December  31,  2002.

On  October  1,  2002, Mr. VandenBrekel and Mr. Mroczkowski entered into amended
and  restated  employment  agreements  with  Sequiam  Corporation  and  its
subsidiaries.  The  amended agreements replace separate agreements with Sequiam,
Inc.  and  Brekel  Group, Inc.  The agreements have an initial term of two years
with  automatic  one-year  renewals.  The agreements provide for compensation in
the  form  of  minimum annual salary of  $185,000 and $175,000 respectively, and
allow  for  bonuses  in  cash,  stock  or stock options and participation in our
benefit  plans.  No  bonuses  have  been  paid  and  no criteria for determining
bonuses  has been established by our directors.  We do not intend to pay bonuses
for  the  calendar  year  2003.  Full  time  employment  is a requirement of the
contract.  In  the  event that a change in control of any related company occurs
without  the  prior approval of our then existing Board of Directors, then these
contracts  will be deemed terminated and we will owe termination compensation to
each  employee consisting of a $5 million lump sum cash payment plus five annual
payments  of $1 million, each.  Each of Mr. VandenBrekel and Mr. Mroczkowski may
terminate  their  respective  employment  agreement  without  cause  upon 30-day
advance  written  notice.

Mr.  Alan  McGinn was hired as the CTO of Sequiam Software, Inc., pursuant to an
employment  agreement dated as of December 1, 2002.  Mr. McGinn did not begin to
earn  compensation  until  March  1,  2003.  Pursuant  to our agreement with Mr.
McGinn,  he  will earn a base salary of $75,000, and we are obligated to adopt a
qualified  stock option plan for our senior executive officers that will include
the  following  stock options to Mr. McGinn: 500,000 shares of our common stock,
to  be  vested  one-third  (1/3) at the end of twelve (12) months, and one-third
(1/3)  at  the  end  of  each  subsequent twelve-month period.  Each option will
expire  five (5) years after we adopt the plan.  The option price per share will
equal  the  average closing trading price per share for the ten (10) day trading
period  immediately preceding the granting of the options.  If we do not adopt a
qualified  stock  option  plan  by  June  30,  2003,  the  employee may elect to
participate  in  a  plan  adopted  after  June  30,  2003,  or,  receive  a cash
compensation payment intended to similarly compensate Mr. McGinn as if the stock
option plan had been adopted.  Mr. McGinn may terminate his employment agreement
without  cause  upon  30-day  advance  written  notice.

Compensation  Committee
-----------------------

We  currently  do  not  have a compensation committee of the Board of Directors.
Executive  compensation  is  determined  by  the  Board of Directors as a whole.
Currently,  we  do  not  have  any  independent  directors  who can evaluate the
reasonableness  of  executive  compensation  without  regard  to  his or her own
compensation  paid  by  our  company.


                                       23
<PAGE>
ITEM 11     SECURITY  OWNERSHIP OF  CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
            RELATED  STOCKHOLDER  MATTERS

The  table  below  sets  forth,  as  of  March 7, 2003, certain information with
respect  to  the  beneficial ownership of our common stock by each person who we
know  to  be  beneficial  owner  of  more  than 5% of any class or series of our
capital  stock,  each  of the directors and executive officers individually, and
all  directors  and  executive  officers  as  a  group.

<TABLE>
<CAPTION>
                                   Shares Beneficially   Percentage of Shares
                Name                      Owned            Beneficially Owed
                ----                      -----            -----------------
<S>                                <C>                   <C>
Nicholas VandenBrekel                       18,325,000                 50.75%
Mark Mroczkowski                             4,957,000                 13.73%
James Rooney                                   526,666                  1.44%
Officers and Directors as a group           23,808,666                 65.92%
Optimix Technology Fund, N.V.                2,666,666                  7.39%
</TABLE>

ITEM  12     CERTAIN  RELATIONSHIPS  AND  RELATED  TRANSACTIONS

On April 1, 2002, we acquired Sequiam Software, Inc. (formerly known as Sequiam,
Inc.).  This  transaction  was  accounted  for  as a recapitalization of Sequiam
Corporation  and  the  results  of  operations  and  cash flows presented in our
financial  statements  prior  to the acquisition are those of Sequiam, Inc.  The
following  table  shows  the  number  of  shares  received  by our directors and
executive  officers  as  a  result  of  this  transaction.

<TABLE>
<CAPTION>
          NAME             COMMON STOCK   PERCENT OF   COMMON STOCK      PERCENT OF
                          BEFORE CLOSING    CLASS     AFTER CLOSING        CLASS
-----------------------------------------------------------------------------------
<S>                       <C>             <C>         <C>              <C>
Nicholas H. VandenBrekel               0          0%   15,000,000 (1)      61.90%
-----------------------------------------------------------------------------------
Mark Mroczkowski                       0          0%    5,500,000 (2)      22.70%
-----------------------------------------------------------------------------------
James Rooney                           0          0%       500,000          2.06%
-----------------------------------------------------------------------------------
Brekel Group, Inc.                     0          0%     1,000,000          4.13%
-----------------------------------------------------------------------------------
<FN>
Footnotes:
---------

(1) At the time of the transaction, Nicholas H. VandenBrekel served as an
officer and director of Brekel Group, Inc., and therefore 15,000,000 shares
includes 1,000,000 shares issued to Brekel Group, Inc. The 1,000,000 shares held
by Brekel Group, Inc. were returned to treasury and cancelled upon Sequiam
Corporations acquisition of Brekel Group, Inc. in July 2002.
(2) At the time of the transaction, Mark Mroczkowski served as an officer and
director of Brekel Group, Inc., and therefore 5,5000,000 shares includes
1,000,000 shares issued to Brekel Group, Inc. The 1,000,000 shares held be
Brekel Group, Inc. were returned to treasury and cancelled upon Sequiam
Corporations acquisition of Brekel Group, Inc. in July 2002.
</TABLE>

In July 2002, we acquired Sequiam Communications, Inc. (formerly known as Brekel
Group, Inc.) in a tax-free exchange of stock.  The following table shows the
number of shares received by our directors and executive officers as a result of
this transaction.

<TABLE>
<CAPTION>
          NAME             COMMON STOCK   PERCENT OF   COMMON STOCK      PERCENT OF
                          BEFORE CLOSING    CLASS     AFTER CLOSING        CLASS
-----------------------------------------------------------------------------------
<S>                       <C>             <C>         <C>              <C>
Nicholas H. VandenBrekel    15,000,000(1)     61.90%     18,500,000        50.65%
-----------------------------------------------------------------------------------
Mark Mroczkowski             5,500,000(2)     22.70%      4,957,000        13.57%
-----------------------------------------------------------------------------------
James W. Rooney                  500,000       2.06%        526,666         1.44%
-----------------------------------------------------------------------------------
Brekel Group, inc.             1,000,000       4.13%              0            0%
-----------------------------------------------------------------------------------


                                       24
<PAGE>
<FN>
Footnotes:
---------

(1)  At  the  time  of  the  transaction,  Nicholas H. VandenBrekel served as an
officer  and  director  of  Brekel  Group, Inc., and therefore 15,000,000 shares
includes 1,000,000 shares issued to Brekel Group, Inc. The 1,000,000 shares held
by  Brekel  Group,  Inc.  were  returned  to treasury and cancelled upon Sequiam
Corporations  acquisition  of  Brekel  Group,  Inc.  in  July  2002.
(2)  At  the  time of the transaction, Mark Mroczkowski served as an officer and
director  of  Brekel  Group,  Inc.,  and  therefore  5,5000,000  shares includes
1,000,000  shares  issued  to  Brekel  Group,  Inc. The 1,000,000 shares held be
Brekel  Group,  Inc.  were  returned  to  treasury  and  cancelled  upon Sequiam
Corporations  acquisition  of  Brekel  Group,  Inc.  in  July  2002.
</TABLE>

ITEM  13.  EXHIBITS  AND  REPORTS  ON  FORM  8-K

Exhibit  10.8     Agreement  with  World  Olympian  Association

                                   SIGNATURES

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


SEQUIAM  CORPORATION


Date:  June 10, 2003

By:  /s/  Nicholas H. VandenBrekel
-------------------------------------------------
Nicholas H. VandenBrekel, Chief Executive Officer


By:  /s/  Mark Mroczkowski
-------------------------------------------------
Mark L. Mroczkowski, Chief Financial Officer,
Principal  Financial  Officer


                                       25
<PAGE>
                                CERTIFICATION OF
                             CHIEF EXECUTIVE OFFICER
                               PURSUANT TO 15D-14
                    ________________________________________

I, Nicholas H. VandenBrekel, certify that:

1.   I have reviewed this annual report on Form 10-KSB/A of Sequiam Corporation;

2.   Based on my knowledge, this quarterly 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 this quarterly
report;

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

4.   The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

     a)   designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this quarterly report is being prepared;

     b)   evaluated the effectiveness of the registrant's disclosure controls
and procedures as of a date within 90 days prior to the filing date of this
quarterly report (the "Evaluation Date"); and

     c)   presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on our evaluation
as of the Evaluation Date;

5.   The registrant's other certifying officers and I have disclosed, based on
our most recent evaluation, to the registrant's auditors and the audit committee
of registrant's board of directors (or persons performing the equivalent
functions):

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

6.   The registrant's other certifying officers and I have indicated in this
quarterly 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 our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.

Date: June 10, 2003


/s/ Nicholas H. VandenBrekel
----------------------------
Nicholas H. VandenBrekel
Chief Executive Officer



                                       26
<PAGE>
                                CERTIFICATION OF
                             CHIEF FINANCIAL OFFICER
                               PURSUANT TO 15D-14
                    ________________________________________

I, Mark L. Mroczkowski, certify that:

1.   I have reviewed this annual report on Form 10-KSB/A of Sequiam Corporation;

2.   Based on my knowledge, this quarterly 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 this quarterly
report;

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

4.   The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

     a)   designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this quarterly report is being prepared;

     b)   evaluated the effectiveness of the registrant's disclosure controls
and procedures as of a date within 90 days prior to the filing date of this
quarterly report (the "Evaluation Date"); and

     c)   presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on our evaluation
as of the Evaluation Date;

5.   The registrant's other certifying officers and I have disclosed, based on
our most recent evaluation, to the registrant's auditors and the audit committee
of registrant's board of directors (or persons performing the equivalent
functions):

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

6.   The registrant's other certifying officers and I have indicated in this
quarterly 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 our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.

Date: June 10, 2003


/s/ Mark L. Mroczkowski
-----------------------
Mark L. Mroczkowski
Chief Financial Officer


                            CERTIFICATION PURSUANT TO
                               18 U.S.C. Sec.1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In  connection  with the Annual Report of Sequiam Corporation (the "Company") on
Form  10-KSB/A  for  the  period  ended  December  31,  2002  as  filed with the
Securities  and  Exchange  Commission  on  the  date  hereof  (the "Report"), I,
Nicholas H. VandenBrekel, Chairman, President and Chief Executive Officer of the
Company, certify, pursuant to 18 U.S.C. Sec.1350, as adopted pursuant to Section
906  of  the  Sarbanes-Oxley  Act  of  2002,  that:

     (1)     The Report fully complies with the requirements of Section 13(a) or
15(d)  of  the  Securities  Exchange  Act  of  1934;  and

     (2)     The  information  contained  in  the Report fairly presents, in all
material  respects,  the  financial  condition  and results of operations of the
Company.



                                 /s/  Nicholas  H.  VandenBrekel
                                 -------------------------------
                                 Nicholas  H.  VandenBrekel
                                 Chairman, President and Chief Executive Officer
                                 June  10,  2003


                                       27
<PAGE>