SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                  FORM 10-QSB/A

                                  AMENDMENT #1



     /x/ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
                              EXCHANGE ACT OF 1934
                  For the quarterly period ended June 30, 2003
                                       or
     / / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
                              EXCHANGE ACT OF 1934
          For the transition period from April 1, 2003 to June 30, 2003
            --------------------------- ----------------------------

                         Commission file number: 0-11882

                        TELECOMMUNICATION PRODUCTS, INC.
             (Exact name of registrant as specified in its charter)

               Colorado                              84-0916299
   (State or other jurisdiction of                (I.R.S. Employer
    incorporation or organization)               Identification No.)


          9171 Wilshire Blvd., Suite B, Beverly Hills, California 90210
                    (address of principal executive offices)

       Registrant's telephone number, including area code: (310) 281-2571

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

Indicate the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date: 33,273,800 shares of common
stock, no par value per share, as of June 30, 2003.

<PAGE>


ITEM 1 - FINANCIAL STATEMENTS


  ITEM 1 -- Financial Statements

    Balance Sheets (Unaudited) as of  June 30,  2003.......................... 3

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

    Statements of Stockholders' Equity (Unaudited) for the
    Three Months Ended June 31, 2003...........................................5

    Statement of Cash Flows (Unaudited) for the Three Months Ended
     June 30, 2003 and 2002..................................................  6

    Notes to Financial Statements (Unaudited)................................  7


  ITEM 2 -- Management's Discussion and Analysis of Financial
            Condition and Results of Operations............................... 8


PART II -- Other Information

  ITEM 1-   Legal Proceedings.................................................12
  ITEM 2 -- Changes in Securities...........................................  12
  ITEM 3 - Defaults upon Senior Securities....................................12
  ITEM 4 -- Submission of Matters to a Vote of Security Holders...............12
  ITEM 5 - Other Information..................................................12
  ITEM 6 -- Exhibits and Reports on Form 8-K................................. 12

Signatures................................................................ .. 12


<PAGE>
<TABLE>
<CAPTION>







                        TELECOMMUNICATION PRODUCTS, INC.
                           BALANCE SHEETS (Unaudited)
                                  June 30, 2003
<S>                                                                              <C>

                                                                                June 30, 2003
                                                                                -------------
ASSETS
------
CURRENT ASSETS
Inventory                                                                         $2,000,000
Payment for Home Movie Network                                                        75,000
Total current assets                                                             $ 2,075,000
                                                                                 -----------

PROPERTY AND EQUIPMENT

Net Equipment                                                                        $17,375
                                                                                     -------

TOTAL ASSETS                                                                      $2,092,375
                                                                                  ==========

LIABILITIES AND STOCKOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable and accrued expenses                                               $106,479
Related party loans payable                                                          253,500
Bond payable                                                                          42,000
                                                                                      75,000
Total current Liabilities                                                         ----------
                                                                                     476,979
                                                                                  ----------
STOCKHOLDERS' DEFICIENCY
Preferred stock non voting $1 par value: 50,000,000  shares
authorized, 800,000 shares issued;                                                 $ 800,000
Common stock no par value: 100,000,000 shares authorized;
33,273,800 shares issued and outstanding                                           3,951,744
Accumulated deficit                                                               (3,136,348)
                                                                                 -----------

Total stockholders' equity                                                        $1,615,396
                                                                                  ----------

TOTAL LIABILITIES AND                                                             $2,092,375
                                                                                  ==========
STOCKHOLDERS' EQIUTY

See notes to financial statements

</TABLE>

<PAGE>
<TABLE>
<CAPTION>




                        TELECOMMUNICATION PRODUCTS, INC.
                             STATEMENT OF OPERATIONS
                                   (Unaudited)

<S>                                                                                     <C>      <C>

                                                                                 June 30, 2003    June 30, 2002
                                                                                 -------------    -------------
Three Months Ended:

REVENUES                                                                                $     -0    $   -0
Net sales
EXPENSES
Direct costs                                                                            $     -0    $   -0
Research and development                                                                            24,500
Selling, general and
admin                                                                                    312,473    40,731
Interest                                                                                  11,100
                                                                                          ------
Total                                                                                    323,573    65,231
                                                                                         -------    ------
expenses
NET INCOME (LOSS) FROM OPERATIONS                                                       (323,573)  (65,231)

Operating Loss per share                                                                   ($.01)        *
Other income - write off of liabilities                                                            385,938
NEW RECURRING NET INCOME (LOSS)                                                         (323,573) $320,704
                                                                                         ========  =======
Basic and diluted earnings per share (Notes 4 & 5)                                        $(.010)    $.020
                                                                                         ========  =======


WEIGHTED-AVERAGE COMMON SHARES OUTSTANDING                                            33,273,000 16,073,805

* Less than ($.01) per share

See notes to financial statements

</TABLE>


<PAGE>
<TABLE>
<CAPTION>




                        TELECOMMUNICATION PRODUCTS, INC.
               STATEMENTS OF STOCKHOLDERS DEFICIENCY (Unaudited)
                   THREE MONTHS ENDING JUNE 3O, 2003 AND 2002

<S>                      <C>            <C>                  <C>                 <C>                <C>             <C>


                          Common Stock     Common Stock     Preferred  Stock      Preferred Stock      Accumulated   Total
                          Shares           Amount           Shares                Amount               Deficit       -----
                          ------           ------           ------                ------               -------

BALANCE AT MARCH 31,     30,723,800     $ 3,607,244          800,000             $ 800,000          $(2,812,775)    $1,594,469
2003

Net loss for the period                                                                                (323,573)      (323,573)

Common stock issued       2,050,000         246,000                                                                    246,000
 for services

Common stock issued for     500,000          98,500                                                                     98,500
 cash                     -----------     ------------                                                               ------------

BALANCE AT JUNE 30,      33,273,800      $3,951,744          800,000             $ 800,000          $(3,136,348)     $(571,793)
2003                      ==========     ==========          =======              =========          =============    ==========



 See notes to financial statements

</TABLE>


<PAGE>
<TABLE>
<CAPTION>




                        TELECOMMUNICATION PRODUCTS, INC.
                      STATEMENT OF CASH FLOWS (Unaudited)
                       THREE MONTHS ENDING JUNE 30, 2002
<S>                                        <C>                                   <C>

CASH FLOWS FROM OPERATING ACTIVITIES:
                                         June 30, 2003                           June 30, 2002
                                         -------------                           -------------
THREE MONTHS ENDED:

CASH FLOWS FROM OPERATING ACTIVITIES

Net income (loss)                          $ (323,573)                           $ 320,704
Adjustments to reconcile net income to
net cash  provided by operating
activities
Write off of liabilities                                                          (385,935)
Depreciation                                    1,731                                1,731
Stock issued for services                     246,000                               24,500
Increase (decrease) in accrued expenses
and accounts payable                           52,342                               (6,000)
                                           ---------------                       ---------
Total cash used by operating activities       (23,500)                             (45,000)
                                           ------------                          ---------


CASH FROM INVESTING ACTIVITIES

Payment towards acquisition of Home

Movie Networks, Inc.
                                              (75,000)                                ---
                                           ------------
Total cash used by operating activities
                                              (75,000)                                ---
                                           ------------


CASH FROM FINANCING
ACTIVITIES
Issuance of bonds
Loans to the company                                                                55,000
Proceeds of sale of common                                                          20,000
stock                                          98,500                                    -
                                           ----------                            ---------
Total cash provided by
Financing                                      98,500                               75,000
                                           ----------                            ---------
activities
Increase in cash                                  $ 0                              $30,000
                                           -------------

Beginning cash balance                            $ 0                                    0
                                           -------------                          --------
Ending cash balance                               $ 0                             $ 30,000
                                           =============                          ========

Supplemental Schedule of Noncash and Investing Activities
Converted accounts payable to preferred stock                                     $800,000


See notes to financial statements

</TABLE>


<PAGE>




                        TELECOMMUNICATION PRODUCTS, INC.
                   NOTES TO FINANCIAL STATEMENTS (Unaudited)
                       THREE MONTHS ENDING JUNE 30, 2002


1. 1. The accompanying unaudited condensed financial statements have been
prepared in accordance with the instructions for Form 10-Q and do not include
all of the information and footnotes required by generally accepted accounting
principles for complete financial statements. In the opinion of management, all
adjustments (consisting of normal recurring adjustments) considered necessary
for a fair presentation have been included. These statements should be read in
conjunction with the financial statements and notes thereto included in the
Company's Form 10-K for the year ended June 30, 2003.

2. Summary of Significant Accounting Policies

Going-Concern Basis - The accompanying financial statements have been prepared
on a going-concern basis, which contemplates the realization of assets and the
satisfaction of liabilities in the normal course of business. As shown in the
financial statements, as of June 30, 2003, an accumulated deficit of $3,136,348
and a net stockholders' deficiency of $581,711. These factors, among others, may
indicate that the Company will be unable to continue as a going concern. The
financial statements do not include any adjustments that may be necessary should
the Company be unable to continue as a going concern. The Company's continuation
as a going concern is dependent upon its ability to generate sufficient cash
flow to meet its obligations on a timely basis, to obtain additional financing
as may be required, and ultimately to attain successful operations. Management
is of the opinion that enhanced marketing efforts will enable the Company to
increase revenues sufficiently to sustain operations.

3. Purchase of assets of Home Movie Network, Inc.


On March 31, 2003 the Company  agreed to purchase  assets of Home Movie Network,
Inc. The  transaction  may close during the quarter ended  September 30, 2003 if
funding can be arranged.  The  acquisition  will be recorded as a purchase if it
occurs. The Company agreed to pay $150,000 and issue securities.  The securities
will be two million shares of common stock, a promissory note  convertible  into
one  million  shares  of  Series  A  Preferred  Stock,  and  a  promissory  note
convertible for $1,276,809  convertible  into an amount of preferred stock which
has yet to be determined  (approximately 1,276,809 shares). The transaction will
be recorded as follows:

         Assets purchased from Home Movie Network, Inc.:
         Cash                                                   $     5,185
         Accounts receivable                                        104,046
         Inventory                                                1,276,809
         Property and equipment                                   1,474,757
         Total assets acquired                                    2,860,797

         Liabilities assumed from Home Movie Network, Inc.:
         Accounts payable and accruals                               34,188
         Total liabilities assumed                                   34,188

         Net purchase price                                      $2,826,809


<PAGE>




The following unaudited pro forma summary presents the results of operations for
the quarter ended June 30, 2003 of the Company as if the business combination
had occurred on April 1, 2003.

             Revenues                                               $ 174,212
             Net income (loss)                                      $(447,476)
             Earnings (loss) per share                                 $(.013)

The above amounts are based upon certain assumptions and estimates which the
Company believes are reasonable. The pro forma results do not necessarily
represent results which would have occurred if the business combination had
taken place at the date and on the basis assumed above.



<PAGE>





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

RESULTS OF OPERATIONS FOR QUARTER ENDED JUNE 30, 2003 COMPARED TO SAME QUARTER
OM 2002

The company had no revenues during the quarter.

The company incurred  General and  Administrative  expenses of $312,473 for the
quarter  ended June 30, 2003  compared to $40,731 for the quarter ended June 30,
2002. The large increase in general and  administrative  expenses was due to the
increase  in  consulting  fees and an  increase  of  operations  expenses as the
company  continues  to develop a  plan of  operations.  The company  incurred
$11,000 in interest expenxe in the quarter in 2003 compared to none in 2002.

The Company incurred an operating loss of ($323,573), for the quarter ended June
30, 2003 as compared to an  operating  loss of ($65,231)  for the quarter  ended
June 30, 2002.  During 2002,  liabilities of a previous  business  venture which
totalled $385,935 were written off and recorded as other income.  Operating loss
per share  totaled  ($0.01)  per share for the  quarter  ended June 30,  2003 as
opposed to a net  operating  loss per share of less than  ($.01) for the quarter
ended June 30, 2002.  The increase in loss per share for the quarter  ended June
30, 2003 was  primarily due to increase in general and  administrative  expenses
due to the increase in consulting fees and an increase of operations expenses as
the company continue to develop on its plan of operations.

The company recorded non-recurring other income from written off liabilities in
the quarter in 2002 of $385,938.

The trend of losses is expected to continue at approximately the current rate,
until a revenue generating business which can operate on at least a break even
basis can be achieved.  There is no assurance that any such business can be
achieved.

Liquidity and Capital Resources

For the quarter ended June 30, 2003 the only cash flow came from the issuance of
short term debt instruments,  some of which were backed by security  instruments
issued by the Company and sale of common stock.

The company does not have existing  capital  resources or credit lines available
that are  sufficient to fund  operations and capital  requirements  as presently
planned over the next twelve months. The company is actively pursuing additional
funds through either debt or equity  instruments.  The company may also pursue a
working capital line of credit to be secured by  assets.  However, such funds
may not be available on favorable terms or at all.

The company currently  estimates that it will need  approximately  $1,000,000 to
continue  operations  through the end of the fiscal year 2004.  These  operating
costs include  general and  administrative  expenses,  and the deployment of
inventory.


<PAGE>


Forward  Looking  Information:  Certain  Cautionary  Statements:  "Safe  Harbor"
Statement under the Private Securities Litigation Reform Act of 1995:

    Statements contained in this Management's Discussion and Analysis of
Financial Condition and Results of Operations which are not historical facts are
forward looking statements within the meaning of Section 27A of the Securities
Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Examples of
such forward looking statements include the Company's expectations regarding its
start-up venture, the Company's planned financing of this venture and the
sufficiency of the Company's available liquidity for working capital, the
Company's belief that its technology-based business will grow and result in
profitability, that it is uniquely positioned take advantage of new
opportunities, and that it will focus on strengthening and growing its business
and commercializing new innovative technologies. Actual results may differ
materially from those stated or implied in the forward looking statements.
Further, certain forward looking statements are based upon assumptions of future
events which may not prove to be accurate and are subject to risks and
uncertainties that could cause actual results to differ materially from those
set forth or implied by forward looking statements. These risks and
uncertainties include but are not limited to those referred to in the Company's
Proxy Statement dated September 12, 2001, including the Company's entry into a
new commercial business, its ability to access the capital markets and obtain
working capital, risks associated with technological changes in the market for
video and audio interactive telecommunications through personal computers, risks
of competition in the personal computer industry, and other risks described in
the Company's Securities and Exchange Commission filings.

EVALUATION OF INTERNAL AND DISCLOSURE CONTROLS
----------------------------------------------
Management  of the Company  has  evaluated  the  effectiveness  of the  issuer's
disclosure  controls  and  procedures  as of a date  within 90 days prior to the
filing  date of the  report  (evaluation  date)  and  have  concluded  that  the
disclosure  controls and procedures are adequate and effective  based upon their
evaluation  as of the  evaluation  date.  There were no  significant  changes in
internal controls or in other factors that could  significantly  affect internal
controls subsequent to the date of the most recent evaluation of such, including
any  corrective  actions with regard to  significant  deficiencies  and material
weaknesses.

<PAGE>


NEED FOR ADDITIONAL FINANCING

The Company does not have capital  sufficient to meet the Company's  cash needs,
including the costs of compliance with the continuing reporting  requirements of
the  Securities  Exchange  Act of 1934.  The Company  will have to seek loans or
equity  placements to cover such cash needs. Lack of capital may prevent it from
accomplishing  the goal of completing the business asset purchase of Hotel Movie
Network  There is no  assurance,  that  registrant  can  complete  its  business
purchase  because  it needs  approximately  $300,000  in cash to  close  and pay
accrued  bills.  The  Company's  needs for  additional  financing  are likely to
increase  substantially.  The  Company  will need to raise  additional  funds to
conduct any business activities in the next twelve months.

No commitments to provide  additional funds have been made by management,  other
stockholders  or anyone else.  Accordingly,  there can be no assurance  that any
additional  funds  will be  available  to the  Company  to allow it to cover its
expenses as they may be incurred.

Irrespective of whether the Company's cash assets prove to be inadequate to meet
the Company's  operational needs, the Company might seek to compensate providers
of services by issuances of stock in lieu of cash.

The  Company has  limited  plans for any  research  and  development  on a video
product  in the next  twelve  months  but no funds to  carryout  its  budget  of
approximately  $100,000.  The Company has  capital  requirements  of $150,00 for
purchase of assets of Hotel Movie  Network  which might occur in the next twelve
months. The company also owes approximately $375,000 in current liabilities.

The Company has no expectation or anticipation of significant  changes in number
of  employees  in the next  twelve  months,  however,  if it achieves a business
assets acquisition, it may add employees of an unknown number in the next twelve
months.

The Company's auditor has issued a "going concern"  qualification as part of his
opinion in the Audit Report. There is substantial doubt about the ability of the
Company to continue as a "going  concern." The Company has no current  business,
limited capital,  debt in excess of $476,979,  all of which is current, no cash,
no assets,  and no capital  commitments.  The effects of such  conditions  could
easily be to cause the Company's bankruptcy.

<PAGE>


                           Part II - OTHER INFORMATION


Item 1.  Legal Proceedings.

     The  Company  is a party  to two  pending  legal  proceedings.  A  complete
description  of the legal  proceedings  is  contained  in the 10K of the Company
filed on July 25, 2003.  The company is subject to an order  entered on July 24,
2003 by the District Court of the City and County of Denver,  Denver,  Colorado,
restraining it from taking certain corporate actions without prior notice to the
Plaintiff, John Brazier.



Item 2. Changes in Securities.

        The company issued 2,050,000 shares of common stock in the quarter in
2003 for services valued @ $246,000 and 500,000 shares of common stock for  cash
of $98,000.  the company issued the shares pursuant to exemptions under Sections
4(2) and 4(6) of the Securities Act of 1933.



Item 3.  Defaults Upon Senior Securities.

        None.



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

        None



Item 5. Other Information

        None


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

        A.  Exhibits - Exhibits 31 and 32 (Sarbanes-Oxley)

        B.  Reports on Form 8-K -       8-K filed April 18, 2003
                                        8-K12g3 filed July 7, 2003


<PAGE>





                                   SIGNATURES

     Pursuant to the requirements of Section 13 or 15 (d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.

Dated August 12, 2003

TELECOMMUNICATION PRODUCTS, INC.

By: /s/  Robert Russell
   -----------------------------------------
       Robert Russell, President