UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                  FORM 10-KSB

[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
    OF 1934
    For the fiscal year ended December 31, 2002

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
    For the transition period from [ ] to [ ]
    Commission file number 000-27131

                   NOMADIC COLLABORATION INTERNATIONAL, INC.
        (Exact name of small business issuer as specified in its charter)

           Nevada                                      88-0381258
(State or other jurisdiction               (I.R.S. Employer Identification No.)
of incorporation or organization)

                      c/o PanAmerica Capital Group, Inc.,
                               50 Marbella Street
                        World Trade Center, 12th Floor,
                        Panama City, Republic of Panama
                    (Address of principal executive offices)

                                011-507-213-8874
                          (Issuer's telephone number)

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

Securities registered under Section 12(g) of the Exchange Act:
Common Stock, $.001 par value

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

Check if there is no disclosure of delinquent filers in response to Item 405 of
Regulation S-B contained in this form, and no disclosure  will be contained, to
the best of the registrant's knowledge,  in  definitive  proxy  or  information
statements  incorporated  by  reference in Part III of this  Form 10-KSB or any
amendment to this Form 10-KSB.  [   ]

The issuer's revenues for its most recent fiscal year were: $0

The aggregate market value of common equity of the registrant  held  by non-
affiliates computed by reference to the last sales price at which the common
stock was sold on January 22, 2003 was $208,963.

As of February 4, 2003, there were 216,703 shares of Common Stock issued and
outstanding.

Transitional Small Business Disclosure Format (Check one): Yes [ ] No [X]



<PAGE>                            Page 1 of 44

                    NOMADIC COLLABORATION INTERNATIONAL, INC.

                               TABLE OF CONTENTS

                                     Part I                                Page
Item 1.  Description of Business                                            3

Item 2.  Description of Property                                           13

Item 3.  Legal Proceedings                                                 13

Item 4.  Submission of Matters to a Vote of Security Holders               14

                                     Part II

Item 5.  Market for Common Equity and Related Stockholder Matters          14

Item 6.  Management's Discussion and Analysis or Plan of Operation         16

Item 7.  Financial Statements                                              19

Item 8.  Changes In and Disagreements With Accountants on Accounting and
         Financial Disclosure                                              19

                                    Part III

Item 9.  Directors, Executive Officers, Promoters and Control Persons;
         Compliance with Section 16(a) of the Exchange Act                 19

Item 10. Executive Compensation                                            20

Item 11. Security Ownership of Certain Beneficial Owners and Management
         and Related Stockholder Matters                                   20

Item 12. Certain Relationships and Related Transactions                    21

Item 13. Exhibits and Reports on Form 8-K                                  23

Item 14. Controls and Procedures                                           24

Signatures                                                                 41

Certifications                                                             41

Caution Regarding Forward Looking Information

     This report contains 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, including, without limitation, statements regarding our
expectations,  beliefs,  intentions or future strategies that are signified by
the words "expect,"  "anticipate," "intend,"  "believe,"  or similar language.
All forward-looking statements included in this report are based on information
available to us on the date hereof,  and we assume no obligation to  update any
such forward-looking statements.   Our business and financial  performance are
subject to substantial risks and uncertainties.   Actual results  could differ
materially  from  those  projected  in  the forward-looking  statements.    In
evaluating our business, you should carefully  consider  the  information  set
forth below under the caption  "Risk Factors."   Readers are  cautioned not to
place undue reliance on these forward-looking statements.
<PAGE>                           Page 2 of 44

     References in this Report to "Nomadic," the "Company,"  "we," "our,"  and
"us" refer to Nomadic Collaboration International, Inc., a Nevada corporation.

Reverse Stock Split other Stock Transaction

     On January 10, 2003,  the  Board of  Directors of  Nomadic  Collaboration
International, Inc. approved a 150-to-1  reverse split of the Company's common
stock, $.001 par value per share (the "Reverse Stock Split").  The Reverse Stock
Split became effective at the opening of business on January 23, 2003, at which
time  our  33,002,348  outstanding  shares  of  common  stock  became  220,036
outstanding shares, subject to adjustment from rounding up of fractional shares
that may result in up to 100 additional shares being issued.    On January 24,
2003, 3,333 shares of common stock were surrendered for cancellation resulting
in 216,703 issued and outstanding shares of common stock on January 25,  2003.
The Reverse  Stock Split  was accompanied by a corresponding reduction  in the
authorized number of shares of the Company's common stock from 100,000,000  to
666,666.  Fractional shares resulting from the Reverse Stock Split were rounded
up to a full  share  of common  stock.    Except  as otherwise indicated,  the
information in this report gives retroactive effect to the Reverse Stock Split.

     The  Articles/Certificate  of  Share  Exchange  ("Certificate  of  Share
Exchange") of the Company,  incorporating by  reference that  certain Plan  of
Reorganization and  Acquisition dated January 21, 2002,  as  filed  with  the
Nevada Secretary of State on April 3, 2002,  provide that  "there shall be  no
reverse split of the common stock of the public corporation for eighteen months
from the date transaction closes"  (the  "Reverse  Stock Split  Prohibition").
The transaction contemplated in the  Certificate of  Share  Exchange  was  the
acquisition by the Company of all of the capital stock of Omnitrix Technologies,
Inc., a Delaware corporation ("Omnitrix"),  whereby Omnitrix  became a wholly-
owned subsidiary of the Company.  Upon approval of the Board of Directors of the
Company, the Reverse Stock Split was effected on January 23, 2003.   As soon as
practicable after the date of this Form 10-KSB, the Company intends  to  obtain
written consents from the holders of a majority of the outstanding common stock
of the Company to (i) amend and restate its Articles of Incorporation to, among
other things, increase its authorized shares of  common stock from  666,666 to
100,000,000 and eliminate the Reverse Stock Split  Prohibition and (ii) ratify
and affirm the Reverse Stock Split.

                                     PART I

Item 1.   Description of Business

Our Corporate History

     We were incorporated in the state of Nevada on December 18, 1997 as "DP
Charters, Inc."  On April 8, 2002, we changed our name to "Nomadic Collaboration
International, Inc."

     From our incorporation until September 2000, we pursued our business as a
charter yacht service provider from Dana Point Harbor in California, which was
ultimately unsuccessful.   Our  initial  business was the provision of charter
yacht services from Dana Point Harbor in California and,  later  additionally,
to provide worldwide SCUBA diving tours.




<PAGE>                         Page 3 of 44

     We experienced some difficulties in connection with our  request  for
clearance for quotations on the  OTC Bulletin Board (OTCBB),  and then  with
respect to registering our common  stock under the Securities Exchange Act of
1934 ("Exchange Act"),  resulting from rule  changes and other matters.   The
registration of our  common stock under the  Exchange Act  became effective on
October 23, 1999.   Our common stock was  not  eligible for  consideration  for
quotations on the OTC Bulletin Board until  August 24, 2000.  Shortly thereafter
our common stock was accepted for quotation on the OTC Bulletin Board.   On  or
about September 1, 2000, we resumed efforts to pursue  our  original  business
plan.

     The result of delays in registering our common stock under the Exchange
Act and clearing our common stock for quotations on the OTC Bulletin Board was
a crucial loss of time and momentum.  Management determined that to renew the
Company's  business plan,  additional funding of  approximately $250,000 was
necessary.  We engaged in discussions with our existing stockholders and other
investors known to management to be regular investors in start-up ventures, to
determine potential interest in funding a renewal of our program.  We were not
able to secure sufficient interest in our renewal  efforts to proceed.   Our
attempts to recover  and  re-dedicate  ourselves  to our  business plan were
ultimately unsuccessful.   The result of being  unable to fund  our original
business plan was that we became dependent upon the acquisition of profitable
assets to make the Company more attractive to investors.

     Between September 2000 and March 2002, as we did not have an operating
business that we could pursue, we sought to either identify a suitable business
opportunity or to enter into a suitable business combination and operated as a
"blank check" company.

     On April 8, 2002,  we completed the acquisition of all of  the shares of
Omnitrix pursuant to an Agreement and Plan of Reorganization, dated January 21,
2002 between our Company, Omnitrix and the stockholders of Omnitrix.   Omnitrix
has no current operations and is in the business of developing software products
designed to enable access to information on a wide variety of mobile devices and
over a broad range of wireless networks.   Under the terms of the  Agreement and
Plan of Reorganization, we acquired all of the issued and outstanding shares of
Omnitrix in exchange for an aggregate of 10,000,000 shares of our common stock,
which were issued to the stockholders of Omnitrix, pro-rata based on their pre-
acquisition holdings of the common and preferred stock of Omnitrix.

     Immediately prior to the acquisition, there were 1,129,063 preferred shares
of Omnitrix,  which  were  exchanged for  8,529,166 of  our  common  shares, and
1,460,834 common shares of Omnitrix, which were exchanged for an equal number of
our common shares.  These share amounts are prior to the Reverse Stock Split and
have not been restated to give effect to the Reverse Stock Split.

     We invested approximately $500,000 of new capital  in  Omnitrix  prior  to
concluding that it would be too difficult to continue to finance this venture in
the 2002 financial and capital market environment.

     On April 9, 2002, we formed a wholly owned Canadian subsidiary corporation,
Nomadic Collaboration Corp.,  primarily to  capture  Canadian  tax  credits  on
Canadian taxable expenditures.   This subsidiary did not  have  any  operations
and was divested  to  Raymond Polman,  a former  director  of the  Company,  on
December 12, 2002  for $1.00 Canadian.   We  did  not  have any further planned
taxable Canadian expenditures and did not anticipate future benefits from
this subsidiary at the time of its disposal.

<PAGE>                           Page 4 of 44

Change of Control

     Effective November 26, 2002, we underwent a change in control through  a
change in the composition of our Board  of Directors  and the  management  of
the Company.  On November 25, 2002, Mr. Raymond Polman resigned as the  Chief
Executive Officer of the Company and the Board of Directors appointed Ricardo
Garcia de Paredes Carbone as a  director and Chief  Executive Officer of  the
Company.  On November 26, 2002,  Mr. Polman resigned as a director and  Chief
Financial Officer of the Company and Mr. Peter Dunfield resigned as a director
of the Company.

     The remaining sole officer and director of the Company,  Ricardo  Garcia
De Paredes  Carbone,  is  an  employee  of  PanAmerica  Capital  Group,  Inc.
("PanAmerica"), a principal stockholder of the Company.   To  our knowledge,
the resignations of Messrs. Polman and Dunfield  were not  prompted  by  any
arrangements or understandings with PanAmerica, or its associates, or by any
disagreement  with  the  Company  on  any  matter relating to the  Company's
operations, policies or practices.

     As reported in the Schedule 13D filed by PanAmerica with the Securities and
Exchange  Commission  dated  September 27,  2002,  as supplementally amended  by
Amendment No. 1 to Schedule 13D dated November 21, 2002, PanAmerica beneficially
owns or has the right to acquire an aggregate of 93,625 shares of the  Company's
common stock, or approximately 41% of the Company's outstanding shares of common
stock.

     The Company is currently directing its  efforts towards  realigning  its
business and operations.  In conjunction with PanAmerica, new management will
seek to position  the Company  to take advantage of certain opportunities  to
effect a business combination with, or acquisition of,  an operating  entity.
These opportunities include, without limitation, a business combination with,
or acquisition of, LiquidGolf Corporation, a retailer of golf merchandise  on
the Internet.  The Company does not have any present contracts, arrangements,
understandings or  relationships with LiquidGolf  Corporation,  or  any other
entity, regarding the possibility of a business  combination  or  acquisition
transaction.

Planned Amendment and Restatement of Our Articles of Incorporation

     As soon as practicable  after the date of this Form 10-KSB,  we intend  to
amend  and  restate our  Articles  of  Incorporation to,  among  other  things,
increase our authorized shares  of common stock  from  666,666  to  100,000,000
(the "Restructuring Proposal").  The increase in authorized capital was approved
by the Board of Directors at the time that the Board of Directors approved  the
Reverse Stock Split  and  will  require  stockholder  approval to effect.   The
Company intends to obtain the requisite stockholder approval by written consent
of stockholders holding a majority of its outstanding common stock.  We believe
it is necessary to increase our  authorized  capital to  properly  position the
Company to take advantage of  opportunities to  effect a  business  combination
with, or acquisition of, an operating entity.

Proposed Operations

     The Company currently has no ongoing  operations and has  not  engaged in
any business activities since August 2002.   Nevertheless,  our new management
believes it may be possible to recover some value for the stockholders through
the adoption  and  implementation  of a  plan  whereby  our  company  will be


<PAGE>                             Page 5 of 44

restructured  as  a  "public shell" for the  purpose of effecting a  business
combination  transaction with a suitable privately held company that has both
business history and operating assets.

     We intend to seek, investigate and,  if the results of such investigation
warrant, effect a business combination with a suitable privately held company or
other business opportunity. Our contemplated  business operations are sometimes
referred to as a "blind pool" because our stockholders will not ordinarily  have
an opportunity to analyze the various business opportunities presented to us, or
to approve or disapprove the terms of any business combination  transaction that
may be negotiated.    Consequently,  our  potential  success  will be  primarily
dependent  on  the efforts  and  abilities of our  management,  who  will  have
virtually unlimited discretion in searching for,  negotiating and entering into
a business combination transaction.

     Management anticipates that the selection of a business opportunity  will
be complex and extremely risky.  Because of general economic conditions,  rapid
technological advances being made in some industries and shortages of available
capital,  management believes that there are numerous privately held  companies
seeking the perceived benefits of  becoming a publicly held corporation.   Such
perceived benefits may  include facilitating debt  financing  or  improving the
terms on which addition al equity may be  sought,  providing liquidity for  the
principals of the business,  creating a means for providing stock incentives or
similar benefits to key employees, providing liquidity for all stockholders and
other factors.

     Potential business opportunities may occur in many different industries and
at various stages of development, all of which will make the task of comparative
investigation and analysis extremely difficult and complex. Management  believes
we will only  be able to  participate in one  business venture.   This  lack  of
diversification  should be  considered a  substantial  risk  because it will not
allow us to offset potential losses from one venture against gains from another.
Moreover, since we do not have any  financial, managerial or other resources, we
May  not  be  viewed as a  suitable  business  combination  partner  for  either
Developing  companies or  established businesses that currently need substantial
additional capital.

     Management believes our company will offer owners of a suitable privately
held company the opportunity to acquire a controlling ownership interest  in a
public company:

-  In less time than would be required for a traditional IPO;

-  For less out-of-pocket cost than would be required for a traditional IPO; and

-  With a greater degree of certainty that the transaction will ultimately
   close.

Nevertheless, the owners of any target  that we select will  incur  significant
costs and expenses,  including  the costs of  preparing the  required  business
combination agreements and related documents,  the costs of preparing a Current
Report on Form 8-K describing the business combination transaction and the costs
of preparing the  documentation  associated  with  future  reporting  under  the
Exchange Act.



<PAGE>                            Page 6 of 44

     In addition,  even if the  company is  successful  in effecting a  business
combination with, or acquisition of, an operating entity, the combined companies
may only qualify for quotation on the OTC Bulletin Board, trading may not become
active, liquid or sustained and  the market prices may be volatile.   Even if we
negotiate and close a  business  combination,  an  active,  liquid,  stable  and
sustained public market for our shares may never develop.

     While management believes our company will be able to enter into a business
combination transaction within 12 months,  there can be no assurance  as to  how
much time will elapse before a business combination is effected,  if  ever.   We
will not restrict our search to any specific business, industry or  geographical
location, and our company may participate in a business venture of virtually any
kind or nature.

Acquisition Opportunities

     In implementing a particular business combination transaction, our  company
may become a party to a merger, consolidation,  reorganization,  joint  venture,
franchise or licensing agreement with another corporation or entity. We may also
purchase stock or assets of an existing business.   After the consummation  of a
business combination transaction,  it is likely  that  our present  stockholders
will only own a small minority interest in the combined companies.  In addition,
as part of the terms of the acquisition transaction, all of our current officers
and directors  will  ordinarily  resign  and be  replaced  by new  officers  and
directors  selected by the  target.   Management  does  not  intend  to  obtain
stockholder approval before consummating any acquisition other than a statutory
merger.

     In connection with our investigation of  potential business  opportunities,
management will ordinarily meet personally with the management and key personnel
of potential targets. They may also visit and inspect material facilities, check
the  references of  management  and  key  personnel,  and take other  reasonable
investigative measures.   Since the financial and other resources of our company
will be limited,  management is not likely to  obtain  independent  analysis  or
verification of the information provided by a potential target

     The terms of any business combination we may negotiate in  the future  will
depend on the nature of the opportunity, the needs and desires of the target and
its owners, and the relative negotiating  strength of our company and  the other
parties to the proposed transaction.   In  negotiating the terms of  a potential
business combination, our management will ordinarily focus on the  percentage of
the combined companies' stock that will be held by the owners of the target upon
completion of the transaction.   While our  management will endeavor to maximize
the total value to our current stockholders,  it is likely that  the  owners  of
the target will want to  own between 80% and  95% of the outstanding  stock  the
combined companies upon completion of the transaction.   Therefore, any business
held by our current stockholders.  PanAmerica may, but does not presently intend
to, sell any portion of its shares in connection with a business combination.

     Upon completion of a business combination transaction,  there can be  no
assurance that the combined companies will have sufficient funds to undertake
any  significant  development,  marketing  and   manufacturing   activities.
Accordingly, the combined companies may be required to either seek additional
debt or equity financing or obtain funding from third parties, in exchange for
which the combined companies might be required to issue a substantial  equity
position. There is no assurance that the combined  companies will be  able to
obtain additional financing on terms acceptable to the combined companies, if
at all.

<PAGE>                            Page 7 of 44

     It is anticipated that the investigation of specific business opportunities
and the negotiation, drafting and execution of  relevant agreements, disclosure
documents and other instruments will require  substantial management  time  and
attention and substantial costs for accountants,  attorneys and others.   If  a
decision were made not to participate in a specific  business  opportunity  the
costs incurred in the related investigation would not be recoverable.   Further
more, even if an  agreement is  reached  for the  participation  in a  specific
business opportunity,  the failure to consummate that transaction may result in
the loss of the related costs incurred.

     If our company issues securities in connection with a business combination,
we  will  probably  do  so in  reliance on  exemptions  from  registration under
applicable Federal and state securities laws.   In some circumstances,  however,
our  company  may  agree to  register such  securities either at the time of the
transaction or at some specified time thereafter.   The  issuance of substantial
additional securities and their potential sale into any  trading market that may
develop may have a depressive effect on such market.

     While the terms of a future transaction cannot be predicted,  it is  likely
that the parties to the business transaction will want to avoid a taxable event.
Therefore, the most likely transaction format would be an acquisition structured
as a tax-free  reorganization under Sections  368(a)(1) or  351 of the  Internal
Revenue Code of 1986,  as amended (the "Code").   In order to  obtain  tax-free
treatment under the Code,  it may be necessary for the  owners of the  acquired
business to own at least 80% of the voting stock of the  surviving entity.   In
such event, our current stockholders would retain less than 20% of the combined
companies. We intend to structure any business combination in such manner as to
minimize Federal and state tax consequences to the target.

Investment Company Act

     The Company may participate in a business  opportunity  by  purchasing,
trading or selling the securities of such business.   The  Company does not,
however, intend to engage primarily in such activities.   Specifically,  the
Company intends to conduct  its  activities  so as to avoid being classified
as an investment Company  under  the Investment  Company  Act  of  1940 (the
"Investment Act"),  and  therefore to  avoid  application of the costly  and
restrictive registration  and  other  provisions of the Investment Act,  and
the regulations promulgated thereunder.

     The Company's  plan  of  business  may  involve  changes  in  its  capital
structure, management,  control and business, especially if it consummates  the
reorganization as discussed above.   The Investment Act regulates each of these
areas, in order to protect purchasers of investment Company securities.   Since
the Company will not register as an investment Company, stockholders will not be
afforded these protections.

Competition

     The Company expects to encounter substantial competition in its efforts to
locate attractive business combination opportunities.   The competition  may in
part come from business development companies, venture capital partnerships and
corporations, small investment companies, brokerage firms, and the like.   Some
of these types of organizations are likely to be in a better position than  the
Company to obtain access to attractive business  acquisition  candidates  either
because they have greater experience, resources and managerial capabilities than

<PAGE>                           Page 8 of 44

the Company, because they are able to offer  immediate access to limited amounts
of cash, or for a variety of other reasons.   The  Company  also will experience
competition from other public companies with  similar business purposes, some of
which may also have funds available for use by an acquisition candidate.

Employees

     The Company is in the development  stage  and  currently has no  employees.
Management of the Company expects to use consultants, attorneys and  accountants
as necessary, and does not anticipate a need to engage  any full-time  employees
so long as it is seeking and evaluating business opportunities.  Currently there
are no plans to retain additional contractors or hire additional employees until
we consummate a business combination or acquisition with existing employees,  or
until new capital resources are located for the Company's  operating plan.   Any
plans to retain contractors or hire additional employees during the twelve-month
period ending December 31, 2003 will  be  dependent  on  future  financing being
raised in conjunction with a new business combination.

Risk Factors

     Conflicts of Interest.  Certain conflicts of interest exist  between  the
Company and its sole officer and director.  He has other business interests to
which he currently devotes attention, and is expected to continue to do so.  As
a result, conflicts of interest may arise that can be resolved only through his
exercise of judgment in a manner which is consistent with his fiduciary duties
to the Company.

     It is anticipated that PanAmerica, a principal stockholder of the Company,
may actively participate in the negotiation of a proposed merger or acquisition
transaction.  In this process, the Company's principal stockholder may consider
its  own  personal  pecuniary  benefit  rather  than the best interest of other
Company  stockholders.   Depending  upon the  nature of a proposed transaction,
Company stockholders other than the principal stockholders may not,  and in all
likelihood will not,  be afforded the opportunity to  approve  or  consent to a
particular transaction.

Possible Need for Additional Financing.  The Company has very limited funds, and
such funds,  may not be  adequate to take  advantage of any  available  business
opportunities.   Even if the  Company's currently  available  funds  prove to be
sufficient to pay for its operations until it is able to acquire an interest in,
or complete a transaction with, a business opportunity, such funds  will clearly
not be sufficient to enable it to exploit the opportunity.   Thus,  the ultimate
success  of the  Company  will depend,  in part, upon its availability  to raise
additional capital.   In the event that the Company requires modest  amounts  of
additional  capital to  fund  its  operations  until  it is able to  complete  a
business acquisition or transaction, such funds, are expected to be provided  by
or terms that might govern the acquisition of the additional  capital  which  is
expected to be required in order to exploit a business opportunity, and will not
do so until it has determined the level of need for  such additional  financing.
There is no assurance that additional capital will  be available from any source
or,  if available,  that it can be obtained on terms  acceptable to the Company.
If not available, the Company's operations will be  limited to those that can be
financed with its modest capital.

     Regulation of Penny Stocks.  Our common stock is subject to rules
promulgated by  the Securities and  Exchange  Commission  (the  "Commission")
relating to  "penny stocks," which apply to  companies  whose shares  are not


<PAGE>                           Page 9 of 44

traded on a national  stock exchange or on  the Nasdaq Small-Cap or  National
Market Systems, trade at less  than $5.00  per share,  or  who  do  not  meet
certain  other  financial requirements specified by  the  Commission.   These
rules  require  brokers  who   sell  "penny stocks"  to  persons  other  than
established   customers  and   "Accredited  Investors"  to  complete  certain
documentation,  make suitability inquiries of investors, and provide  investors
with certain information concerning the risks of trading in such  penny stocks.
These rules may discourage or restrict the ability of brokers to sell our common
stock and may affect the secondary market for our  common stock.   These  rules
could also hamper our  ability to  raise funds in the  primary  market for  our
common stock.

     Stockholders should also be aware that, according to Commission Release No.
34-29093, the market for penny stocks has suffered in recent years form patterns
of fraud and abuse.   Such patterns include  (i)  control of the market for the
security by one or a few broker-dealers that are often related to the  promoter
or issuer; (ii) manipulation of prices through prearranged matching of purchases
and sales and false and misleading press releases; (iii) boiler room  practices
involving  high-pressure  sales  tactics  and  unrealistic price projections by
inexperienced salespersons; (iv) excessive and undisclosed bid-ask differential
and markups by selling broker-dealers; and (v) the wholesale dumping of the same
securities by promoters and broker-dealers after prices have been manipulated to
a desired level,  along with the resulting inevitable collapse of  those prices
and with consequent investor losses.  The Company's management is  aware of the
abuses that have occurred historically  in the penny stock  market.   Although
the Company does not expect to be in a position to dictate  the behavior of the
market or of broker-dealers who  participate  in the  market,  management  will
strive within the confines of practical limitations  to  prevent  the described
patterns form being established with respect to the Company's securities.

Volatility of our Common Stock.  Our common stock is traded on  the  over-the-
counter market with quotations published on the NASD OTC Bulletin Board  under
the symbol "NDCI." The trading volume of our common stock historically has been
limited and sporadic, and the stock prices have been volatile.   As a result of
the limited and sporadic trading activity, the quoted price for our common stock
on the over-the-counter market is not necessarily a reliable  indicator of  its
fair market value. The price at  which our Common Stock will trade may be highly
volatile and may  fluctuate  as a  result of a  number of  factors,  including,
without  limitation,  actual  or  anticipated  announcements  of   a  business
combination with, or acquisition of, an operating entity, as well as the number
of shares available for sale in the market.

No Operating History.   The Company  has no operating history, no revenues  from
operations and virtually no assets.  The Company faces all of the risks of a new
business and the special risks  inherent in the investigation, acquisition,  or
involvement in a new business opportunity.   The Company must  be regarded as a
new or start-up venture with all of the unforeseen costs,  expenses,  problems,
and difficulties to which such ventures are subject.

No Assurance of Success or Profitability. There is no assurance that the Company
will acquire a favorable business opportunity. Even if the Company should become
involved in a business opportunity, there is no assurance that it will generate
revenues or profits, or that the market  price  of  the  Company's  outstanding
shares will be increased thereby.



<PAGE>                           Page 10 of 44

Possible Business Not  Identified  and  Highly  Risky.   The  Company  has  not
identified and has no commitments to enter into  or acquire a specific business
opportunity. As a result, it is only able to make general disclosures concerning
the risks and hazards of acquiring a business opportunity, rather than providing
business opportunity.  As a general matter, prospective investors can expect any
potential business opportunity to be quite risky.

Type of Business Acquired.  The type of business to be acquired may be one  that
desires to avoid effecting its own public offering and the accompanying expense,
delays,  uncertainties,  and federal  and  state  requirements  which purport to
protect investors.  Because of the Company's limited capital, it is more likely
than not that any acquisition by the Company will involve other  parties  whose
primary interest is the acquisition of control of a  publicly  traded  Company.
Moreover, any business opportunity acquired  may be  currently  unprofitable or
present other negative factors.

Impracticability of Exhaustive Investigation.  The Company's limited  funds and
lack of full-time management will make it impracticable to  conduct a  complete
and exhaustive investigation and analysis of a business opportunity  before the
Company commits its capital or other resources thereto.  Management  decisions,
therefore, will likely be made without detailed feasibility studies, independent
analysis,  market surveys and the like which,  if  the  Company  had more  funds
available to it, would be desirable.  The Company will be particularly dependent
in making decisions upon information provided by the promoter,  owner, sponsor,
or  others  associated  with the  business  opportunity  seeking  the Company's
participation.   A significant portion of the Company's available  funds may be
expended for investigative expenses and other expenses related to  preliminary
aspects of completing an acquisition transaction, whether or not  any business
opportunity investigated is eventually acquired.

Lack of Diversification.  Because of the limited financial resources that the
Company has,  it is unlikely that the Company will be  able to  diversify its
acquisitions or operations.   The Company's probable inability  to  diversify
its activities into more than one area will subject  the  Company to economic
fluctuations within a particular business or industry and  therefore increase
the risks associated with the Company's operations.

Need for Audited Financial  Statements.    The  Company  will  require  audited
financial statements from any business  that it proposes to acquire.  Since the
Company will be subject to the reporting provisions of the Exchange Act, it will
be required to include audited financial statements in its periodic reports for
any existing business it may acquire.   Moreover,  the  lack  of such financial
statements is likely to discourage broker-dealers from becoming or continuing to
serve  as market  makers in the securities of the  Company.   Finally,  without
audited financial statements,  the Company would almost certainly be  unable to
offer securities under a registration statement pursuant to the Securities Act,
and the ability of the Company to raise capital would be significantly limited.
Consequently, acquisitions prospects that do not have, or are unable to provide
reasonable assurances that they will be  able to obtain,  the  required audited
statements would not  be  considered  by the  Company  to  be  appropriate  for
acquisition.

Other Regulation.  An acquisition made by the Company may be of a business that
is subject to regulation or licensing by federal, state, or local authorities.
Compliance with such regulations and licensing can be  expected to  be a time-
consuming, expensive process and may limit other investment opportunities of the
Company.

<PAGE>                           Page 11 of 44

Dependence upon Management; Limited Participation of Management.   The  Company
will be entirely dependant  upon the  experience of its officers and  directors
in seeking,  investigating,  and acquiring a  business and in making  decisions
regarding the Company's operations.  It is possible that, from time to time, the
inability of such persons to devote their full time and attention to the Company
will have a material adverse effect on the Company.  Because investors will not
be able to evaluate the merits of possible future  business acquisitions by the
Company, they should critically assess the information concerning the Company's
officers and directors.

Lack of Continuity in Management.  The Company does not have an employment
agreement with any of its  officers or directors,  and as a result, there is no
assurance  that  they will continue to  manage the Company  in the future.   In
connection with acquisition of a business opportunity, it is likely the current
officers and directors of the Company may resign.  A decision to resign will be
based upon the identity of  the  business  opportunity  and the  nature of the
transaction,  and  is likely  to  occur  without the vote  or  consent of the
stockholders of the Company.

Dependence upon Outside Advisors.   To supplement the  business  experience of
its officers and directors, the Company may be required to employ accountants,
technical experts, appraisers, attorneys, or other consultants or advisors. The
selection of any such advisors will be made by the Company's officers,  without
any input by stockholders. Furthermore, it is anticipated that such persons may
be  engaged  on an as  needed  basis  without a  continuing  fiduciary or other
obligation to the Company.   In the event the officers of the Company  consider
it necessary to hire outside advisors,  they may elect to hire persons  who are
affiliates, if those affiliates are able to provide the required services.

Leveraged Transactions.   There is a  possibility  that any acquisition of  a
business opportunity by the  Company may be leveraged, i.e. the  Company  may
finance the acquisition of the business  opportunity by borrowing against the
assets of the business opportunity to be acquired,  or against the  projected
future revenues or profits of the business opportunity.  This could  increase
the Company's exposure to  larger losses.   A business  opportunity  acquired
through a leveraged transaction is profitable  only if  it  generates  enough
revenues to cover the  related debt and expenses.   Failure to  make  payments
on the debt incurred to purchase the business opportunity could  result in the
loss of a portion or all of the assets acquired.   There  is no assurance that
any business opportunity acquired through a leveraged transaction will generate
sufficient revenues to cover the related debt and expenses.

Competition.  The search for potentially profitable  business opportunities
is intensely competitive.  The Company expects to be at a disadvantage when
competing  with many  firms that  have  substantially greater financial and
management resources and capabilities than the Company.   These competitive
conditions will exist in any industry in which the Company may become
interested.

No Foreseeable Dividends.   The Company  has not paid dividends  on its common
stock and does not anticipate paying such dividends in the foreseeable future.

Loss of Control by Present Management and Stockholders.   In conjunction with
completion of a business acquisition, it is anticipated that the Company will
issue an amount of the Company's authorized but  unissued  common stock  that
represents  the  majority  of the voting power and equity of the Company.   In
conjunction with such a transaction, the Company's  current officers, directors,


<PAGE>                           Page 12 of 44

and  principal  stockholders  could  also  sell  all,  or a  portion,  of  their
controlling  block of stock to  the acquired  company's  stockholders.   Such  a
transaction would result in a  greatly reduced percentage  of ownership  of  the
Company  by  its current  stockholders.   As a result,  the  acquired  company's
stockholders would control the Company, and it is likely that they would replace
the Company's management with persons who are unknown at this time.

Rule 144 Sales.  Of the 216,703  presently outstanding shares of the Company's
common stock, at least 147,047 shares are  "restricted securities"  within the
meaning  of  Rule 144  under the  Securities Act  of  1933,  as  amended  (the
"Securities Act").   As  restricted shares,  these shares may be  resold  only
pursuant to an effective registration statement  or under the  requirements of
Rule 144 or other applicable  state securities  law.   Rule 144  provides,  in
essence, that a person who has held  restricted  securities for  a  prescribed
period, may under certain conditions,  sell every  three months,  in brokerage
transactions, a number of shares that does not exceed the greater of 1.0% of a
company's outstanding common stock or the average weekly trading volume during
the four calendar  weeks  prior to sale.   There is  no limit on the amount of
restricted securities that may be sold by a non-affiliate after the restricted
securities have been held by the owner for a period of at least two years.   A
sale under Rule 144,  or under an other exemption from the Securities Act,  if
available, or  pursuant to subsequent registrations of common stock of present
stockholders,  may have  a depressive  effect upon the price of  the Company's
common stock.   As  of the  date hereof,  the  current  owners  of  restricted
securities have not held any of the outstanding shares of restricted securities
for a period of more than two years.

Blue Sky Considerations.    In  addition  to  other  risks,  restrictions  and
limitations which may affect  the resale of the existing shares of our  common
stock, consideration must be given  to the "Blue Sky" laws and regulations  of
each state or jurisdiction in which a shareholder wishing to re-sell may reside.
Some  states  may  distinguish  between  companies  with  active  businesses and
companies whose only business is to seek to secure business  opportunities,  and
may  restrict  or  limit  resale  of otherwise  free-trading  and  unrestricted
securities  of  companies,  like us,  whose business  is to  seek an  uncertain
profitable business combination at some future time.  We have taken no action to
register or qualify our common stock for resale pursuant to the "Blue Sky" laws
or regulations of any state or jurisdiction.  Accordingly offers to buy or sell
our existing securities may be unlawful in certain states and may be subject to
civil or criminal penalties.

Item 2. Description of Property.

The Company has no property, either owned or leased.   The Company  currently
enjoys  the  non-exclusive  use  of  the  offices of  PanAmerica, a principal
stockholder  of the Company.   We are charged for outside copying and Federal
Express,  U.P.S and other messenger  services.   We do  not pay  for  routine
telephone.   We pay for in-house copying,  but not  United States Mail.   Our
address for mail and deliveries is PanAmerica Capital Group, Inc., World Trade
Center, 12th Floor, Panama City, Republic of Panama.  Our telephone numbers are
507-213-8874 (tel) and 507-213-8875 (fax).

Item 3. Legal Proceedings.

     The Company is not a party to any pending legal proceedings, and no such
proceedings are known to be contemplated.

<PAGE>                           Page 13 of 44

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

     No matters were submitted to a vote of the stockholders during the fourth
quarter of the fiscal year ended December 31, 2002.

     As soon as practicable after the date of this Form 10-KSB,  we  intend  to
amend and restate our Articles of Incorporation to, among other things, increase
our authorized shares of common stock from 666,666 to 100,000,000 and eliminate
the Reverse Stock Split Prohibition.   The  increase  in authorized capital was
approved by the  Board of  Directors at the time  that the  Board of  Directors
approved the Reverse Stock  Split  and will  require  stockholder  approval  to
effect.   The  Company intends to obtain the requisite stockholder approval  by
written consent of stockholders  holding a majority of its  outstanding  common
stock.

                                    PART II

Item 5. Market For Common Equity And Stockholder Matters.

Market Information

     Our common stock is traded in the over-the-counter market and quotations
are published on the NASD OTC  Bulletin  Board under the symbol  "NDCI,"  and
quoted in the "pink sheets" published by the National Quotation Bureau,  Inc.
Quotations on our common stock set forth below do not  constitute a  reliable
indication of the price that a holder of the  common  stock  could  expect to
receive upon a sale of any particular quantity thereof.  Prior to January 23,
2003, our common stock traded under the symbol NMDC.

     The following table sets forth the range of high and low bid prices of our
common stock for each calendar quarterly period during the fiscal  years  ended
December 31,  2002 and 2001  as  reported by the  OTC  Bulletin Board  Research
Service. Prices reported represent prices between dealers, do not include retail
markups,  markdowns  or  commissions  and  do not  necessarily represent  actual
transactions.

     The prices set forth  below  are  adjusted  for  the Reverse Stock Split
effective on January 23, 2003.  The high and low bid price quotations for our
common stock are as follows for the periods indicated:

                                                   Bid Prices
                                                 High      Low
                                                 ----      ---
Year ended
December 31, 2002
-----------------
First Quarter                                   90.00     57.00
Second Quarter                                 147.00     18.00
Third Quarter                                   30.00      6.00
Fourth Quarter                                   7.50      2.25

Year ended
December 31, 2001
-----------------
First Quarter                                   46.88     11.00
Second Quarter                                  38.00     20.00
Third Quarter                                   29.00       .50
Fourth Quarter                                   1.02       .15

<PAGE>                           Page 14 of 44

     As of February 4, 2003,  the Company  had issued and outstanding 216,703
shares of common stock and there were approximately 44 stockholders of record
and 362 beneficial owners of our common stock.

The Company  does not  have any  compensation  plans  (including  individual
compensation  arrangements)  under  which the  Company's  equity  securities
are authorized for issuance,

Dividends

     The Company has not  declared  or  paid  dividends or made distributions in
the past, and the Company does not anticipate that it will pay cash dividends or
make distributions in the foreseeable future.  Future dividend policy is subject
to the discretion of the Board of Directors and  will  depend  upon a  number of
factors, including future earnings, debt service, capital requirements, business
conditions,  the financial condition of the  Company and other factors  that the
Board of Directors may deem relevant.

Reverse Stock Split

The effect of the Reverse Stock Split on January 23, 2003, was:

1.   The 33,002,348  outstanding shares of  common stock just prior to the
Reverse Stock Split were reduced to 220,036 shares as of January 23, 2003.
It is expected that further rounding up of fractional shares may result in
up to another 100 shares being issued.

2.   Of these 220,036 shares of common  stock issued and outstanding, 66,667
had been issued to stockholders in  Omnitrix in  connection  with  the  2002
acquisition of Omnitrix by the Company.  Subsequently, 3,333 of these shares
were surrendered for cancellation on  January 24, 2003 leaving a balance  of
216,703 shares outstanding on January 25, 2003.

Recent Sales of Unregistered Securities

     Set forth below is information regarding securities sold by us  during the
fiscal year ended December 31, 2002, and the consideration received by  us  for
such securities.  None of the securities were registered under  the  Securities
Act.  In the opinion of the Company, the sale or issuance of such securities was
deemed to be exempt from registration under the Securities Act in reliance upon
Section 4(2) of the Securities Act as transactions by an issuer  not  involving
any public offering.   The  recipient of  securities in each  such  transaction
represented its intentions to acquire the securities for investment only and not
with a view to or for sale in connection  with  any  distribution  thereof,  and
appropriate  legends  were  fixed  to  the share  certificates  issued  in  such
transactions. The recipients had an  opportunity to ask questions  about us  and
had adequate access to information about us. No sales of securities involved the
use of an underwriter and no commissions  were  paid in connection with the sale
or issuance of any securities.

     On April 8, 2002,  we  completed the acquisition of  all of the shares of
Omnitrix pursuant to an Agreement and Plan of Reorganization, dated January 21,
2002, between our Company, Omnitrix and the stockholders of Omnitrix.  Under the
terms of the Agreement and Plan of Reorganization, we acquired all of the issued
and outstanding shares of Omnitrix in exchange for  an  aggregate of  10,000,000
shares of our common stock, which were issued to  the stockholders of Omnitrix,

<PAGE>                           Page 15 of 44

pro-rata based on their pre-acquisition holdings of  the  common and  preferred
stock of Omnitrix.  Immediately prior to the acquisition,  there were 1,129,063
preferred shares of Omnitrix,  which were exchanged for 8,529,166 of our common
shares,  and 1,460,834  common shares of Omnitrix,  which were exchanged for an
equal number of our common  shares.   These  share  amounts  are prior to  the
Reverse Stock Split and have not been  restated to give  effect to the  Reverse
Stock Split.

     On September 27, 2002, the company issued 83,709 shares of Common  Stock
to PanAmerica in full and final settlement  of amounts owed by the Company to
PanAmerica under a promissory note dated  on  or about  May 15,  2002 in  the
principal amount of US $490,000, bearing simple interest at the rate  of  10%
per annum (the "Note").  The Note was converted into Common Stock at the rate
of US $0.04 per share (or $6.00 per share after giving effect to the  Reverse
Stock Split).

     In November 2002, the Company was  advanced funds and issued a convertible
promissory  note  in  the  principal  amount  of  $46,100  to PanAmerica.   The
convertible  note  is  unsecured,  bears interest at 8% per annum and is due on
November 6, 2003.  The convertible promissory note is convertible  into  common
shares of the Company at a price of $6.00 per share after giving  effect to the
Reverse Stock Split.

     On October 31, 2002, the Company entered into a settlement  agreement with
its past chief technology officer, Roger Warren, to settle amounts  outstanding
and payable to Mr. Warren.   Mr.  Warren was  owed  approximately  $70,000  for
salaries and disbursements.  These amounts were settled for a commitment by the
Company to issue 1,750,000  pre-Reverse Stock Split  shares of the  Company's
common stock.

Item 6.  Managements Discussion and Analysis or Plan of Operation

Cash Requirements

     The Company presently has no capital resources.  The Company has received
short-term capital resources from PanAmerica from whom the Company anticipates
bridge financing will be available until additional financing is  received  or
until an additional liquid operating business is  identified and  the  Company
effects a business combination.   Management has reduced the cash requirements
of operations to less than $50,000 per  quarter,  however,  its  objective  of
generating revenues and positive cash flow will be delayed until management can
raise sufficient capital resources in conjunction with consummating a business
combination or acquisition of a cash generating business. However, there can be
no assurances that  additional  financing  will be received or that a desirable
business opportunity will be located. The Company has been in discussions with a
potential target for a business combination.  The Company does not however have
any present  arrangements or  understandings  with this  business or  any other
business regarding the possibility  of a  business  combination or  acquisition
transaction.

     As of December 31, 2002, the Company had a working capital deficiency of
$277,081 The Company has discontinued and/or postponed paying related parties
for services rendered to the Company.   These  measures  cannot  be sustained
indefinitely and, as a result, management has increased its efforts to locate
new funding and a suitable merger or acquisition partner as a means of ending
its present working capital deficiency.


<PAGE>                           Page 16 of 44

     Over the twelve-month period ending December 31, 2003,  we anticipate that
we  will  need to  raise  between  $250,000 and  $500,000 to  meet our existing
operating requirements. Management believes any short-term funds raised would be
raised through the sale of our equity securities and/or debt financing. Over the
past twelve months the Company has been financed with short-term borrowings from
PanAmerica.   We believe that  PanAmerica  will  continue to  provide short-term
funding until the Company locates a new merger or acquisition partner,  at which
time the Company will have a greater chance of obtaining the $250,00 to $500,000
additional financing required for  its next year of operations.   There  are  no
arrangements or commitments between the Company and  PanAmerica with respect  to
additional  funding  and  there can be  no assurances  PanAmerica  will  provide
additional funding to the Company on acceptable terms, if at all.

Revenues from operations

     The Company presently has no revenues from operations. We have experienced
significant uncertainties and have very low expectations for revenues from our
wireless data services operating plan. As we do not have sufficient funding to
pursue our operating plan, we decided to postpone our operating plan and pursue
operating revenues through an acquisition or business combination.

Product Research and Development

     We have discontinued all research and development associated with wireless
data services in an effort to reduce expenditures.  Over the next twelve months
we will be focusing our efforts on locating and attracting a revenue-producing
business opportunity through which we may offer integration services.   We are
attempting to locate a business opportunity to augment or replace the potential
revenue-producing operations of our emerging wireless  data technologies.   We
anticipate  that  we will expend no funds on research and development over the
twelve months ending December 31, 2003.

Purchase of Significant Equipment

     The Company has invested less than $30,000 in capital equipment  over  the
past twelve months.   This equipment has been deemed to have no further  future
benefit to the Company and as a result has been fully depreciated as at the year
ended December 31, 2002.  We do not intend to purchase any significant equipment
over the twelve months ending December 31,
2003.

Other

     In October  and  November  2002,  the  Company  entered  into  settlement
agreements  with its  past  chief  technology  officer,  Roger Warren,  and  a
significant consulting  vendor to  settle amounts  outstanding and payable  to
them.   Roger Warren was owed approximately $70,000 for salaries and disburse-
ments.   These amounts were settled for a  commitment by the  Company to issue
1,750,000 pre-Reverse Stock Split shares of the Company's  common stock.   The
consulting vendor was owed approximately  $41,000 in fees  and  disbursements,
for which  a settlement of $30,000  was arranged.

     In November 2002, we also relocated the Company's operations to a shared
office facility in Panama City, Republic of Panama, and we discontinued rental
arrangements with our Vancouver location.  As a result of this relocation, our
operating cost for rent, telephone,  office and miscellaneous  administration
expenses have been  further cut by approximately $1,000  per  month  over the
levels of the previous quarter ended September 30, 2002.

<PAGE>                           Page 17 of 44

     The Company has cut its  professional fees  to  a  maintenance  level  of
approximately $1,000 per month. We believe that if we locate a suitable merger
or acquisition partner and raise additional financing that  professional  fees
will increase significantly to accommodate the due diligence, financing costs,
and legal and accounting fees necessary to consummate a business combination or
acquisition transaction.

     As the Company has reduced its liabilities and its costs to what management
believes to be a minimum,  we will now  focus  our  efforts  on  acquiring,  or
entering into a business combination  in conjunction with  a private placement.
The results of the fiscal year ended December 31, 2002 are not indicative of any
normal operating activity

     The Company does not consider  any  specific  accounting  policies  to  be
critical to the economic success of its business.

     See Item 12. Certain Relationships and Related Transactions and Notes 7, 8,
9 and 11 to the Company's consolidated financial statements with respect to
certain related party transactions.

     See Note 3 to the Company's consolidated financial statements for recent
accounting pronouncements.

     The Audit Committee of the Company for the fiscal year ended  December 31,
2002, consisted of our Board of Directors.   Management is responsible for  our
internal controls and the financial reporting process.  Our independent auditors
are  responsible  for  performing  an  audit  of  our  financial  statements in
accordance  with  generally  accepted  auditing standards and to issue a report
thereon.   It is the responsibility of our Board of  Directors to  monitor  and
oversee these processes.   In this context,  the Committee  has  met  and  held
discussions with management and the independent accountants.

     Management believes  that  our  financial  statements  were  prepared  in
accordance with generally accepted  accounting principles,  and the  Committee
has reviewed and discussed the financial  statements with management  and  our
independent auditors including matters required to  be discussed by  Statement
of  Auditing  Standards  No.  61  (Communication with Audit Committees).   Our
independent auditors also provided to the  Committee  the  written  disclosures
required by Independence Board Standard  No. 1  (Independence  Discussions with
Audit Committees), and the Committee discussed with the independent accountants
that firm's independence.

     Based upon the Committee's discussions, and review,  of the foregoing,  the
Committee recommended that our audited financial statements in our Annual Report
on Form 10-KSB for the year ended December 31,  2002 be included and filed with
the Securities and Exchange Commission.

     We are continuing to search for an appropriate acquisition to  provide  an
opportunity to acquire operations with positive cash flow in conjunction with a
private placement.  Our objective is to locate, close and finance an acquisition
in the first half of the year (2003).

     For the above stated reason, we have no financing plans of our own, and no
need or expectation of additional funding before closing an acquisition.  We are
unable to presently determine the cash requirements of any acquired businesses
as we have not advanced discussions sufficiently to determine the cash
requirements of any given business.

<PAGE>                           Page 18 of 44

     We have not experienced any  revenues  this  year,  but  have  incurred
expenses in connection with the Omnitrix acquisition and its operations.  The
consolidated financial  statements  reflect  the  acquisition of Omnitrix and
approximately five months  of operations  prior to  discontinuing  additional
funding of Omnitrix.   The final  four months of operations in 2002  involved
negotiating settlement of  Omnitrix agreements and negotiating consulting and
professional fees arrangements.

     The comparative results are those of Omnitrix and will not agree with the
10-KSB for the year ended December 31, 2002.

     The Company has continuing losses, negative cash flow and severe liquidity
problems.   These  conditions  raise  substantial  doubt  about  our ability to
continue as a going concern.  The accompanying consolidated financial statements
do not include any adjustments relating to the recoverability of reported assets
or liabilities should we be unable to continue as a going concern.

     Reference is made to Note 2 of our  consolidated  financial  statements,
Going Concern.   The operations of the Company have primarily been  funded by
the issuance of capital stock and debt.   Continued operations of the Company
are dependent on the Company's ability to complete additional equity financings
or generate profitable operations in the future.   Management's  plan in this
regard is to secure additional funds through future equity financings.   Such
financings may not be available or may not  be available on  reasonable terms.

     We have been able to continue  based  upon  loans  from  certain  of  our
stockholders.  Management believes that action presently being taken to revise
our operating and financial  requirements  provides the opportunity for us to
continue as a going concern.  Management is presently investigating potential
financing transactions and acquisitions that  management believes can provide
additional cash for operations and ultimately profitability in both the short
and long-term.  Although management believes that these efforts will enable us
to meet our liquidity needs in the future, there can be no assurance that these
efforts will be successful.

     The Due to Related Party  balance  consists  of  advances  from a company
controlled by a former director of Omnitrix of $74,989 and fees,  salaries and
disbursements owing to a past director of  Omnitrix  of $70,015.   The  $70,015
owing to the past director has been settled with a commitment to issue 1,750,000
shares of the Company's stock  (pre Reverse Stock Split)  or 11,667 shares after
giving effect to the Reverse Stock Split by the Company.


Item 7. Financial Statements.

The required financial statements begin on Page 24 of this Report.

Item 8. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure.

None.

                                     PART III

Item 9. Directors, Executive Officers, Promoters And Control Persons; Compliance
with Section 16(a) of the Exchange Act.


<PAGE>                           Page 19 of 44

     Our sole executive officer and director, his age, and positions with the
Company as of December 31, 2002, are as follows:

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

Ricardo Garcia de Paredes          28            Chief Executive Officer and
Carbone                                          Director
-----------------------------------------------------------------------------

     Effective November 26, 2002,  the  Company  underwent a  change in  control
through a change in the composition of the Board of Directors and the management
of the Company.  On November 25, 2002, Mr. Raymond Polman resigned as the Chief
Executive Officer of the Company and the  Board of Directors  appointed Ricardo
Garcia de Paredes Carbone  as a  director and  Chief  Executive  Officer of the
Company.   On November 26,  2002,  Mr. Polman resigned as a director  and Chief
Financial Officer of the Company and Mr. Peter Dunfield resigned as a  director
of the Company.

     Ricardo Garcia de Paredes Carbone, is an employee of PanAmerica.   Since
September 2000, Mr. Garcia de Paredes has been vice president  of investments
for PanAmerica.  From July 1999 to September 2000,  Mr. Garcia de Paredes was
an investment officer with Banco de Latinoamerica, S.A.  From January 1999 to
June 1999, he was general manager of Duty Free Le Shop,  an airport duty free
franchise,  and  from  May 1997 to  December 1998,  Mr. Garcia de Paredes was
employed as a financial consultant apprentice and then a financial consultant
with Merrill Lynch International and Co. Panama.

Section 16(a) Beneficial Ownership Reporting Compliance

     Section 16(a) of the Exchange Act requires  the Company's  directors  and
executive officers, and persons who own more than 10% of the Company's  common
stock, to file with the Commission initial reports of ownership and reports of
changes in ownership of the Company's common stock.   Officers, directors  and
greater than 10% stockholders are required by Commission regulations to furnish
the Company with copies of all Section 16(a) forms they file.   The Company has
received Form 3, Initial Statement of Beneficial Ownership of Securities,  from
Mr. Garcia de Paredes,  who failed to file such form on a timely  basis.   The
Company is also aware that Mr. Robert M.D. Cross has failed to  file a Form 3,
Initial Statement of Beneficial Ownership of Securities.

Item 10. Executive Compensation.

     Our chief executive officer and director has not received any compensation
for services performed for the Company.   The Company  did not  have any other
executive officers or other employees serving at the end of  fiscal  year 2002
whose total annual salary and bonus exceeded $100,000.   The Company  does not
have any compensation plans (including individual  compensation  arrangements)
under which the Company's equity securities are authorized for issuance.

Item 11. Security Ownership Of Certain Beneficial Owners And Management.

The following table shows, as of February 4, 2003,  (a) all persons we  know to
be "beneficial owners" of more than five percent of the outstanding common stock
of the Company, and (b) the common stock owned  beneficially  by  the  Company's

<PAGE>                           Page 20 of 44

directors and named executive officer and all executive  officers and  directors
as a group.  Each person has sole voting and sole investment  power with respect
to the shares shown, except as noted.
--------------------------------------------------------------------------------
Name and Address                    Amount and Nature
of Beneficial Owner               of Beneficial Owner(1)      Percent of Class
------------------------------------------------------------------------------

PanAmerica Capital Group, Inc.            93,625                    43.2%
50 Marbella Street
World Trade Center, 12th Floor,
Panama City, Republic of Panama (2)

Robert M. D. Cross                        49,263                    22.7%
c/o Macluan Capital
Suite 940-1040 West Georgia
Vancouver, BC, Canada

Ricardo Garcia de Paredes Carbone          2,543                    1.2 %
c/o PanAmerica Capital Group, Inc.
50 Marbella Street
World Trade Center, 12th Floor,
Panama City, Republic of Panama (3)

All executive officers and directors       2,543                     1.2%
as a group (1 person)
--------------------------------------------------------------------------------

(1) "Beneficial ownership" is a technical term broadly defined by the Securities
and Exchange Commission to mean more than  ownership in the  usual  sense.   For
example,  you "beneficially"  own Nomadic  common stock not only if you hold it
directly, but also if you indirectly  (through a relationship,  a position as a
director or trustee, or a contract or understanding) have or share the power to
vote the stock, or to sell it, or if you have the right to acquire it within 60
days.   The percent of shares  beneficially  owned as  of February 4,  2003 was
calculated based upon 216,703 outstanding shares.

(2) This amount includes 8,850 shares of common stock, which may be acquired
upon conversion of a convertible note.

Item 12. Certain Relationships and Related Transactions.

     From December 2001 through May 2002,  PanAmerica advanced $490,000 to the
Company pursuant to a promissory note payable.  The note payable bore interest
at 10% per annum, was due on demand and unsecured.  On September 18, 2002, the
promissory note of $490,000 plus accrued interest of $12,250 was converted into
a convertible  promissory note in the  amount of  $502,250.   The  convertible
promissory note bore interest at 10% per annum and was convertible into common
shares of the  Company at a  conversion price of $0.04 per share  (or $6.00 per
share after giving effect to the Reverse Stock Split), being the market rate for
the Company's common stock over the prior 30 day period.  On September 27, 2002,
the convertible promissory note of $502,250 was converted into 12,556,250 shares
of common stock of the Company,  or 53,709  shares  after  giving  effect to the
Reverse Stock Split.




<PAGE>                           Page 21 of 44

     From  October to  November 2002,  the  Company  was  advanced  funds  from
PanAmerica and issued a  convertible promissory note in the principal amount of
$46,100 and a  demand  promissory note in the  principal  amount  of $7,000  to
PanAmerica.  The convertible note is unsecured, bears interest at 8% per  annum
and is due on November 6, 2003.  The demand promissory note is unsecured,  bears
interest at 8% per annum, and is due on demand.  The convertible promissory note
is convertible into common shares of the Company at a price  of $6.00 per  share
after giving effect to the Reverse Stock Split.

     The Company has no property, either owned or leased.  The Company currently
enjoys the  non-exclusive use of the offices of PanAmerica,  a principal stock-
holder of the Company.  We are charged for outside copying and Federal Express,
U.P.S and other messenger services.   We do not pay for routine telephone.   We
pay for in-house copying, but not United States Mail.

     Robert M.D. Cross was responsible  for  advances  extended  from Garroch
Financial, Inc., a company controlled by  Mr. Cross, to Omnitrix in the month
of June 2002 amounting to $90,000.   This amount was reduced by approximately
$15,000 to a net amount of approximately $75,000 to account for payments made
prior to  April 8, 2002  (the date Omnitrix was  acquired by the Company)  by
Omnitrix to Form Media Technologies  a company also  controlled by Mr. Cross.
An additional $1,600 of disbursements were incurred  indirectly by  Mr. Cross
and were  submitted  as expense claims to Omnitrix,  thereby  increasing  the
balance owing indirectly by Omnitrix to Mr. Cross to  approximately  $76,600.
These funds are presently listed as advances to the Company without repayment
terms.   During  the  year ended  December  31, 2002,  $46,300 in  consulting
fees was paid to  Garroch Financial, Inc., a company controlled by Mr. Cross,
along with $7,500 in rental Payments  for  office  space.   Mr. Cross  was  a
director of the Company and a director and officer  of  Omnitrix.   Mr. Cross
retained  control of signing authority on the Omnitrix bank  accounts before,
during and after the acquisition of Omnitrix by the Company.

     During the year ended December 31, 2001, the Company paid management fees
of $170,478 to Whytecliff Capital, a company controlled by Mr. Cross, a former
director of the Company.

     During the years ended December 31, 2002 and 2001, the Company paid or
accrued consulting fees of  $46,300 and  $27,500,  respectively,  to Garroch
Financial, Inc., a company controlled by Mr. Cross, a former director of the
Company.

During the years ended December 31, 2002 and 2001, the Company paid or accrued
consulting fees of $27,224 and $45,300, respectively,  to Mr. Roger Warren,  a
former director of the Company.

     During the year ended December 31, 2002, the Company paid or  accrued
consulting fees of $37,504 to MCSI Consulting Services, an employer of Mr.
Raymond Polman, a former officer and director of the Company.

     Mr. Garcia de Paredes Carbone is an employee of PanAmerica.

     On April 9, 2002  the Company  formed a wholly  owned  Canadian subsidiary
corporation, Nomadic Collaboration Corp.,  primarily  to  capture  Canadian tax
credits on Canadian taxable expenditures.   This  subsidiary  did  not have any
operations and was divested to Raymond Polman, a former director of the Company,
on December 12, 2002 for $1.00 Canadian.   We did not have any  further planned
taxable Canadian expenditures and did not anticipate future  benefits from this
subsidiary at the time of its disposal.

<PAGE>                           Page 22 of 44

     The Company owed $74,989 at December 31, 2002  and $36,500 at  December 31,
2001 to Garroch Financial, Inc., a company controlled by Mr. Robert M. D. Cross,
a former director of the Company.

     The Company owed $70,015 at December 31, 2002  and $39,000 at  December 31,
2001 to Mr. Roger Warren, a former director and chief technology  officer of the
Company, for salaries  and  disbursements.   On  October  31 2002,  the  Company
entered into an agreement  with  Mr. Warren  to  settle  all amounts outstanding
and payable  to  Mr. Warren.   These  amounts  were  settled  for  a commitment
by the Company  to  issue 1,750,000  pre-Reverse  Stock  Split  shares  of  the
Company's common stock.

Item 13. Exhibits and Reports on Form 8-K.

(a)  Exhibits

3.1  Articles of Incorporation (incorporated by reference from our Form 10-KSB
filed on March 19, 2001)

3.2  Bylaws (incorporated by reference from our Form 10-KSB filed on March 19,
2001)

3.3  Form of Common Stock Certificate (incorporated by reference from our Form
10-KSB filed on March 19, 2001)

10.1  Consulting Agreement, dated April 9, 2002, between Nomadic Collaboration
International, Inc. and MCSI Capital Corp. (incorporated by reference from our
Form 8-K Current Report filed on April 23, 2002)

10.2  Convertible Promissory Note dated September 12, 2002 issued by Nomadic
Collaboration   International,   Inc.  to  PanAmerica  Capital  Group,  Inc.
(incorporated by reference from our Form 8-K Current Report filed on November
26, 2002)

10.3  Securities Purchase Agreement dated September 27, 2002 between Nomadic
Collaboration  International,  Inc.  and  PanAmerica  Capital  Group,  Inc.
(incorporated by reference from our Form 8-K Current Report filed on November
26, 2002)

10.4  Demand  Promissory  Note dated  October 10, 2002  issued  by  Nomadic
Collaboration International, Inc. to PanAmerica Capital Group, Inc.*

10.5  Convertible Promissory Note dated November 6, 2002  issued  by  Nomadic
Collaboration   International,  Inc.   to  PanAmerica   Capital  Group,  Inc.
(incorporated by reference from our Form 8-K Current Report filed on November
26, 2002).

10.6  Plan of Reorganization and Acquisition (incorporated by reference from our
Form 8-K Current Report filed on April 23, 2002)

10.7  Agreement of Share Exchange (incorporated by reference from our Form 8-K
Current Report filed on April 23, 2002)

10.8  Employment Agreement (incorporated by reference from our Form 8-K Current
Report filed on April 23, 2002)


<PAGE>                                    Page 23 of 44
21.1  Subsidiaries of the Registrant*

99  Certificate of Chief Executive Officer and Chief Financial Officer pursuant
to Sarbanes-Oxley Act of 2002.*

* Filed herewith.

(b)  Reports on Form 8-K.

Current Report dated November 26, 2002 reporting under Item 1 a change of
control of the Company.

Current Report dated January 10, 2003 reporting under Item 5 a 150-to-1 reverse
stock split of the Company's common stock.

Item 14.  Controls and Procedures.

     Based on his most recent evaluation, which was completed  within  90  days
of the filing of this Form 10-KSB, the Company's Chief  Executive  Officer  and
principal accounting and financial officer believes  the  Company's  disclosure
controls and procedures (as defined in Exchange Act Rules  13a-14  and  15d-14)
are effective.  There were not any significant changes in the Company's internal
controls or in other  factors that  could  significantly  affect these controls
subsequent to the date of their evaluation,  including any  corrective  actions
with regard to significant deficiencies and material weaknesses. The Company is
presently unable to provide segregation of duties within the Company as a means
of internal control. As a result the Company is presently relying on assistance
from its board of directors in providing short-term review procedures until such
time as additional  funding  is  provided  to  hire  additional  executives  to
segregate duties within the Company.

                   NOMADIC COLLABORATION INTERNATIONAL, INC.

                  INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
                                                                      Page

Report of Independent Certified Public Accountants                      25

Consolidated Balance Sheets as of December 31, 2002 and 2001            26

Consolidated Statements of Operations for the years ended
     December 31, 2002 and 2001                                         27

Consolidated Statements of Stockholders' Deficiency for the years
     ended December 31, 2002 and 2001                                28-30

Consolidated Statements of Cash Flows for the years ended
     December 31, 2002 and 2001                                         31

Notes to Consolidated Financial Statements                              33

                   NOMADIC COLLABORATION INTERNATIONAL, INC.
                          (formerly DP Charters, Inc.)
                         (A Development Stage Company)

                       CONSOLIDATED FINANCIAL STATEMENTS
                      (Expressed in United States Dollars)
                               DECEMBER 31, 2002

<PAGE>                            Page 24 of 44



                          INDEPENDENT AUDITORS' REPORT



To the Stockholders and Director of
Nomadic Collaboration International, Inc.
(formerly DP Charters, Inc.)
(A Development Stage Company)

We have audited  the  accompanying  consolidated  balance  sheets  of  Nomadic
Collaboration International,  Inc. (formerly DP Charters, Inc.) as at  December
31, 2002 and 2001 and the related consolidated statements of operations, stock-
holders' equity (deficiency)  and cash flows for the years then  ended and  for
the period from incorporation on July 28,  1999 to  December 31,  2002.   These
consolidated  financial  statements  are the  responsibility of  the  Company's
management.   Our responsibility is  to express an opinion on  these  financial
statements based on our audits.

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

In our opinion, the consolidated financial statements referred to above present
fairly,  in all material respects,  the financial position of the Company as at
December 31, 2002 and 2001 and the results of its operations and its cash flows
for the years then ended and for the period from incorporation on July 28, 1999
to December 31, 2002 in conformity with generally accepted accounting principles
in the United States of America.

The accompanying consolidated financial  statements have been prepared  assuming
that the Company will continue as a going concern.   As discussed  in  Note 2 to
the consolidated financial statements, the Company has suffered recurring losses
from operations that raise substantial doubt about its ability to continue  as a
going concern.  Management's plans in regards to these matters are described  in
Note 2.  These consolidated financial statements do not include any  adjustments
that might result from the outcome of this uncertainty.

Vancouver, Canada                                          /s/Davidson & Company
January 23, 2003                                           Chartered Accountants









<PAGE>                           Page 25 of 44



NOMADIC COLLABORATION INTERNATIONAL, INC.
(formerly DP Charters, Inc.)
(A Development Stage Company)
CONSOLIDATED BALANCE SHEETS
(Expressed in United States Dollars)
AS AT DECEMBER 31
===============================================================================
                                                        2002           2001
-------------------------------------------------------------------------------

ASSETS

Current
  Cash and cash equivalents                          $  1,013       $ 101,311
                                                     --------        --------

Total assets                                         $  1,013       $ 101,311
==============================================================================

LIABILITIES AND STOCKHOLDERS' DEFICIENCY

Current
  Accounts payable and accrued liabilities          $  78,345       $ 101,376
  Note payable (Note 7)                                  -            100,000
  Promissory note (Note 8)                              7,000            -
  Convertible promissory note (Note 9)                 46,100            -
  Due to related parties (Note 10)                    146,649          75,500
                                                     --------        --------
  Total current liabilities                           278,094         276,876
                                                     --------        --------
Stockholders' deficiency
  Capital stock (Note 11)
    Authorized
      666,666 common shares,
      par value of $0.001
    Issued
      220,036 common shares (2001 - 10,446,098)           220          10,446
  Additional paid-in capital                        1,651,753       1,142,652
  Deficit accumulated during the
  development stage                                (1,929,054)     (1,328,663)
                                                   ----------      ----------
  Total stockholders' deficiency                     (277,081)       (175,565)

Total liabilities and stockholders' deficiency      $   1,013       $ 101,311
==============================================================================



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






<PAGE>                           Page 26 of 44



NOMADIC COLLABORATION INTERNATIONAL, INC.
(formerly DP Charters, Inc.)
(A Development Stage Company)
CONSOLIDATED STATEMENTS OF OPERATIONS
(Expressed in United States Dollars)
===============================================================================
                                        Cumulative
                                       Amounts From
                                      Incorporation
                                        on July 28,
                                          1999 to      Year Ended    Year Ended
                                        December 31,  December 31,  December 31,
                                            2002          2002          2001
--------------------------------------------------------------------------------

EXPENSES
  Advertising and promotion            $     43,173    $  13,664    $  14,254
  Consulting fees                           324,892      199,469      101,138
  Depreciation                               28,367        8,171       14,754
  Management fees                           170,478         -         170,478
  Office and general                        100,066       21,978       27,688
  Professional fees                         174,603       98,150       35,292
  Rent                                       62,125       21,086       20,441
  Salaries and benefits                     409,298       59,599      206,748
  Software development                      350,178      112,980      227,110
  Supplies                                   81,258        6,171       35,468
  Telephone and internet                     50,703        7,420       16,523
  Travel and related                        113,487       35,164       49,751
                                          ---------     --------     --------
                                         (1,908,628)    (583,852)    (919,645)
                                          ---------     --------     --------
OTHER ITEMS
  Interest income                             7,616         -           5,715
  Interest on note payable                  (12,250)     (12,250)        -
  Gain on settlement of accounts payable     11,453       11,453         -
  Loss on disposal of capital assets        (18,602)        -         (18,602)
  Write-off of capital assets (Note 6)      (15,742)     (15,742)        -
  Other income                                7,099         -           7,099
                                          ---------      -------      --------
                                            (20,426)     (16,539)      (5,788)
                                          ---------      -------      --------
Loss for the period                    $ (1,929,054)  $ (600,391)  $ (925,433)
==============================================================================
Basic and diluted loss per common share               $    (4.28)  $   (10.60)
==============================================================================
Weighted average number of common
shares outstanding                                       140,424       87,307
==============================================================================

Loss per share amounts has been retroactively restated to give effect to the
150:1 reverse stock split (Note 11).



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

<PAGE>                           Page 27 of 44


NOMADIC COLLABORATION INTERNATIONAL, INC.
(formerly DP Charters, Inc.)
(A Development Stage Company)
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIENCY)
(Expressed in United States Dollars)
                                                            Deficit
                                                            Accumu-
                                                             lated
                                                             During
                                                              the
                Common Stock   Preferred Stock  Additional   Devel-
              ---------------  ---------------   Paid-in     opment
              Shares   Amount  Shares   Amount   Capital      Stage      Total
--------------------------------------------------------------------------------
Balance,
July 28 99
(date of
incorpor-
ation)           -    $  -         -   $   -    $    -      $    -      $  -

Common
Stock
issued
for cash    5,000,000   5,000      -       -         -           -        5,000

Loss for
the period       -       -         -       -         -        (76,931)  (76,931)
            --------------------------------------------------------------------
Balance,
Dec 31 99   5,000,000   5,000      -       -         -        (76,931)  (71,931)

Common
stock
issued
for cash      850,000     850      -       -         -           -          850

Common
stock
cancelled
on reorgan-
ization    (5,800,000) (5,800)     -      -           5,800      -          -

Common
stock
issued on
reorgan-
ization     4,850,000   4,850      -      -          (4,850)     -          -

Preferred
stock
issued
for cash         -       -    1,039,187  1,039    1,057,461      -    1,058,500

Loss for
the year         -       -          -      -           -     (326,299) (326,299)
           --------------------------------------------------------------------
Balance,
Dec 31 00   4,900,000 $ 4,900  1,039,187 $ 1,039 $1,058,411 $(403,230) $661,120

<PAGE>                           Page 28 of 44                    continued. . .

NOMADIC COLLABORATION INTERNATIONAL, INC.
(formerly DP Charters, Inc.)
(A Development Stage Company)
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIENCY)
(Expressed in United States Dollars)
Continued . . .
==============================================================================
                                                              Deficit
                                                              Accumu-
                                                              lated
                                                               During
                                                                the
                Common Stock     Preferred Stock  Additional   Devel-
              ---------------    ---------------   Paid-in     opment
              Shares   Amount    Shares   Amount   Capital      Stage      Total
--------------------------------------------------------------------------------
Preferred
stock issued
for services     -    $   -       89,876  $  90   $ 92,087     $   -   $ 92,177

Common stock
repurchased
and
cancelled  (3,429,166)  (3,429)      -       -        -            -     (3,429)

Common stock
returned to
treasury and
cancelled     (10,000)    (10)      -        -          10         -        -

Loss for
the year         -         -        -        -        -      (925,433) (925,433)
            -------------------------------------------------------------------
Balance,
Dec 31 01   1,460,834    1,461   1,129,063 1,129 1,150,508 (1,328,663) (175,565)

Capital
stock of
Omnitrix
Technologies
Incorporated
At Apr 8 02
(Note 4)   (1,460,834)  (1,461) (1,129,063) (1,129)   2,590       -          -

Capital
stock of
the Company
at
Apr 8 02
(Note 4)   10,446,098   10,446     -        -    (10,446)       -          -

Shares issued
to acquire
Omnitrix
Technologies
Incorporated
(Note 4)   10,000,000 $ 10,000     -   $   -  $  (13,375)    $  -     $  (3,375)

<PAGE>                           Page 29 of 44                     continued. .




NOMADIC COLLABORATION INTERNATIONAL, INC.
(formerly DP Charters, Inc.)
(A Development Stage Company)
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIENCY)
(Expressed in United States Dollars)
Continued . . .
==============================================================================
                                                            Deficit
                                                            Accumu-
                                                             lated
                                                             During
                                                              the
                Common Stock   Preferred Stock  Additional   Devel-
              ---------------  ---------------   Paid-in     opment
              Shares   Amount  Shares   Amount   Capital      Stage      Total
--------------------------------------------------------------------------------

Shares
issued on
conversion of
promissory
note
(Note 7)   12,556,250 $12,556     -    $   -  $ 489,694     $   -     $ 502,250

Reverse
stock
split
(Note 11) (32,782,312) (32,782)    -        -     32,782         -          -

Loss for
the year         -         -       -        -        -      (600,391)  (600,391)
           ---------------------------------------------------------------------

Balance,
Dec 31 02     220,036 $    220     -    $  -  $1,651,753 $(1,929,054) $(277,081)
================================================================================

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















<PAGE>                           Page 30 of 44

NOMADIC COLLABORATION INTERNATIONAL, INC.
(formerly DP Charters, Inc.)
(A Development Stage Company)
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Expressed in United States Dollars)
================================================================================
                                        Cumulative
                                       Amounts From
                                      Incorporation
                                        on July 28,
                                          1999 to      Year Ended    Year Ended
                                        December 31,  December 31,  December 31,
                                            2002          2002          2001
--------------------------------------------------------------------------------

CASH FLOWS FROM OPERATING ACTIVITIES
  Loss for the period                   $(1,929,054)  $ (600,391)    $ (925,433)
  Adjustments to reconcile loss to net
  cash used in operating activities:
    Depreciation                             28,367        8,171         14,754
    Gain on settlement of accounts
    payable                                 (11,453)     (11,453)          -
    Loss on disposal of capital assets       18,602         -            18,602
    Preferred stock issued for services      92,177         -            92,177
    Accrued interest on note payable         12,250       12,250           -
    Accrued consulting fees due to
    related parties                          66,500         -            66,500
    Accrued salaries and benefits due
    to related parties                       31,015       31,015           -
    Write-off of capital assets              15,742       15,742           -

  Changes in non-cash working
  capital items:
    Decrease in prepaid expenses               -            -             5,229
    Increase (decrease) in accounts
    payable and accrued liabilities          86,773      (14,953)        84,611
                                          ---------      -------        -------
  Net cash used in operating activities  (1,589,081)    (559,619)      (643,560)
                                          ---------      -------        -------

CASH FLOWS FROM INVESTING ACTIVITIES
  Acquisition of capital assets             (63,725)     (23,913)          -
  Proceeds from disposal of capital assets      664         -               664
                                          ---------      -------        --------

  Net cash provided by (used in)
  investing activities                      (63,061)     (23,913)           664

CASH FLOWS FROM FINANCING ACTIVITIES
  Issuance of common and preferred stock  1,064,350         -               -
  Promissory note                             7,000        7,000            -
  Convertible promissory note                46,100       46,100            -
  Note payable                              490,000      390,000        100,000
  Due to related parties                     49,134       40,134        (26,000)
  Repurchase of common stock                 (3,429)        -            (3,429)
                                          ---------      -------        -------

<PAGE>                           Page 31 of 44                      continued. .


NOMADIC COLLABORATION INTERNATIONAL, INC.
(formerly DP Charters, Inc.)
(A Development Stage Company)
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Expressed in United States Dollars)
(Continued. . .)
================================================================================
                                        Cumulative
                                       Amounts From
                                      Incorporation
                                        on July 28,
                                          1999 to      Year Ended    Year Ended
                                        December 31,  December 31,  December 31,
                                            2002          2002          2001
--------------------------------------------------------------------------------

Change in cash and cash equivalents
during the period                             1,013     (100,298)      (572,325)

Cash and cash equivalents,
beginning of period                            -         101,311        673,636

Cash and cash equivalents, end of period   $  1,013     $  1,013     $  101,311
================================================================================

Cash paid during the period for interest                $   -        $     -
================================================================================

Cash paid during the period for income taxes            $   -        $     -
================================================================================
Supplemental disclosure for cash flows (Note 13)



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






















<PAGE>                           Page 32 of 44


NOMADIC COLLABORATION INTERNATIONAL, INC.
(formerly DP Charters, Inc.)
(A Development Stage Company)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(Expressed in United States Dollars)
DECEMBER 31, 2002

1.   HISTORY AND ORGANIZATION OF THE COMPANY

The Company was incorporated on December 18,  1997 under the laws of  the State
of Nevada.   On April 8, 2002,  the Company changed its name from DP  Charters,
Inc. to  Nomadic  Collaboration  International,  Inc.   During  the year  ended
December 31, 2002, the Company acquired all the issued and outstanding  capital
stock of Omnitrix Technologies, Inc. ("Omnitrix") (Note 4).   The Company  also
incorporated a wholly-owned subsidiary, Nomadic Collaboration Corporation, under
the laws of the  Province of  British Columbia,  Canada which  was disposed  of
during the year for  proceeds of $1 to a former  director and  officer  of  the
Company (Note 12).

     The Company's principal business activity consisted of developing mobile
applications to improve customer productivity and responsiveness through  the
use of the latest mobile and collaborative technologies.  To date, the Company
has not generated significant revenues from its operations and is considered a
development stage company.

     The consolidated Company's date of incorporation is considered to be July
28, 1999, the date of incorporation of Omnitrix.

     On January 10, 2003, the board of directors of the Company approved a 150:1
reverse stock split effective January 23, 2002 (Note 11).  However, the reverse
stock split contravenes  the Company's Articles of Incorporation.   The Company
intends to amend the Articles to remove the contraventions and seek shareholder
consent for the amendments.   The  consolidated  financial  statements  as  of
December 31, 2002 have been updated to reflect the reverse stock split.


2.   GOING CONCERN

     These consolidated financial statements  have been  prepared in  conformity
with generally accepted accounting principles  in the United  States of  America
with the on-going assumption that the Company will be able to realize its assets
and discharge  its  liabilities in the normal  course of business  rather  than
through a process of forced liquidation.   However,  certain  conditions  noted
below currently exist which raise substantial doubt about the Company's ability
to continue as a going concern.  These consolidated financial statements do not
include  any  adjustments  to the  amounts and  classifications  of  assets and
liabilities that might be necessary should the Company be unable to continue as
a going concern.

     The operations of the Company have primarily been funded by the  issuance
of capital stock and debt.  Continued operations of the Company are  dependent
on the Company's ability to complete additional equity financings or  generate
profitable operations in the future.   Management's plan in this regard  is to
secure additional funds through future equity financings.  Such financings may
not be available or may not be available on reasonable terms.


<PAGE>                           Page 33 of 44


----------------------------------------------------------------------------
                                                       2002          2001
----------------------------------------------------------------------------

Working capital (deficiency)                        $(277,081)    $(175,565)
Deficit accumulated during the development stage   (1,929,054)   (1,328,663)
----------------------------------------------------------------------------

3. SIGNIFICANT ACCOUNTING POLICIES

     These consolidated financial statements have been prepared in  conformity
with generally accepted accounting principles in the United States of America.
The significant accounting policies adopted by the Company are as follows:


     Principles of consolidation

     These consolidated financial statements  include the  accounts of the
Company, its wholly-owned subsidiary, Omnitrix and its former wholly-owned
subsidiary, Nomadic Collaboration Corporation up to its date of disposal.

     All significant inter-company balances and transactions have been
eliminated upon consolidation.

     Use of estimates

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

     Foreign currency translation

     Transaction amounts  denominated in foreign  currencies are  translated at
exchange rates prevailing at  transaction dates.   Carrying values of  monetary
assets and liabilities are adjusted at each balance sheet  date to reflect  the
exchange rate at that date.  Non-monetary assets and liabilities are translated
at the exchange rate on the original transaction date.   Gains and losses  from
restatement of foreign currency monetary and non-monetary assets and liabilities
are  included in  the  consolidated  statements  of  operations.   Revenues  and
expenses are translated at the rates of exchange  prevailing on  the  dates such
items are recognized in the consolidated statements of operations.

     Cash and cash equivalents

     Cash and cash equivalents include highly liquid investments with original
maturities of three months or less.

     Capital assets

     Capital assets, consisting of computer equipment, are carried at cost less
accumulated amortization.  Amortization is provided using the straight-line
method over three years.

<PAGE>                           Page 34 of 44

     Software development

     Computer software costs incurred in the preliminary development stage are
expensed as incurred.

     Web-site acquisition and development costs

     Web-site acquisition and development costs incurred in the preliminary
project stage are expensed as incurred.

     Loss per share

     Basic loss per share  is  computed  by  dividing  the  loss for the period
attributable to common stockholders by the weighted average number of shares of
common stock outstanding during the period.  Diluted loss per share takes into
consideration shares of common stock outstanding (computed under basic loss per
share) and potentially dilutive shares of common stock.  Diluted loss per share
is not presented separately from loss per share as the conversion of outstanding
convertible promissory notes into common shares would be anti-dilutive.

      Income taxes

     A deferred tax asset or liability is recorded for all temporary differences
between  financial  and  tax  reporting  and  net  operating loss carryforwards.
Deferred tax expenses (benefits) result from the net change during the period of
deferred tax assets and liabilities.

     Deferred tax assets are  reduced by a  valuation allowance when,  in  the
opinion of management,  it is  more likely  than not that some portion or  all
of the deferred tax assets  will not be  realized.   Deferred  tax  assets and
liabilities are adjusted  for the effects  of changes in tax laws and rates on
the date of enactment.

     New accounting pronouncements

     In June 2001, the Financial Accounting Standards Board ("FASB")  approved
the issuance of Statements of Financial Accounting Standards No. 142, "Goodwill
and Other Intangible Assets" ("SFAS 142").  SFAS 142 requires that goodwill no
longer be amortized to earnings, but instead be reviewed for impairment.   The
statement is effective for fiscal years beginning after December 15, 2001, and
is required to be applied at the beginning of an entity's fiscal year and to be
applied to all goodwill and other intangible assets recognized in its financial
statements at that date.   Impairment  losses for goodwill and indefinite-lived
intangible assets that  arise due to the  initial application of this statement
(resulting from a transitional impairment test) are to be reported as resulting
from a change in accounting principle.  Under an exception to the date at which
this statement becomes effective, goodwill and intangible assets acquired after
June 30, 2001, will be subject immediately to the non-amortization and
amortization provisions of this statement.

     In July 2001, FASB issued Statements of Financial Accounting Standards No.
143, "Accounting for Asset Retirement Obligations" ("SFAS 143") that records the
fair value of the liability for  closure and removal costs associated with the
legal obligations upon retirement or removal of any tangible long-lived assets.
The initial recognition of the  liability will be  capitalized  as  part of the
asset cost and depreciated over its estimated useful life.  SFAS 143 is required
to be adopted effective January 1, 2003.

<PAGE>                           Page 35 of 44

     In October 2001, FASB issued Statements of Financial  Accounting  Standards
No. 144, "Accounting for the Impairment on Disposal of Long-lived Assets" ("SFAS
144"),  which  supersedes Statements of Financial Accounting Standards No.  121,
"Accounting for the  Impairment  of Long-lived Assets and for Long-lived  Assets
to be Disposed of."   SFAS  144  requires that long-lived assets that are to  be
disposed of by sale be  measured  at the lower of book value or fair value  less
cost to  sell.   Additionally,  SFAS  144  expands  the  scope  of  discontinued
operations to include all components of an entity with operations  that  (1) can
be distinguished from the rest of the entity and (2) will be eliminated from the
ongoing  operations  of  the  entity in  a  disposal  transaction.   SFAS 144 is
effective for fiscal years beginning after  December 15, 2001,  and,  generally,
its provisions are to be applied prospectively.

     In April 2002, FASB issued Statements  of Financial  Accounting  Standards
No. 145,  "Rescission of FASB Statements  No.  4, 44 and 64,  Amendment of FASB
Statement No. 13, and Technical Corrections" ("SFAS 145").  SFAS 145 eliminates
the  requirement  that  gains and  losses from the  extinguishment  of  debt be
aggregated and,  if material,  classified as an extraordinary item,  net of  the
related income tax effect and eliminates an inconsistency between the accounting
for  sale-leaseback  transactions  and  certain lease  modifications  that  have
economic effects that are similar to sale-leaseback transactions.   Generally,
SFAS 145 is effective for transactions occurring after May 15, 2002.

     In June 2002, FASB issued Statements of Financial Accounting Standards No.
146, "Accounting for Costs Associated with Exit or Disposal Activities"  ("SFAS
146") that nullifies Emerging Issues Task Force No. 94-3, "Liability Recognition
for Certain Employee  Termination  Benefits and  Other Costs to Exit an Activity
(Including Certain Costs  Incurred in  a Restructuring)"  ("EITF 94-3").   SFAS
146 requires that a liability for a cost  associated  with an  exit or disposal
activity be recognized when the  liability is  incurred,  whereby EITF 94-3 had
recognized the liability at the commitment date to an exit plan.  The provisions
of this  statement are  effective  for exit  or  disposal  activities  that are
initiated after December 31, 2002 with earlier application encouraged.

      In October 2002, FASB issued Statements of Financial Accounting Standards
No. 147, "Accounting of Certain Financial  Institutions - an amendment of  FASB
Statements No. 72 and 44  and FASB  Interpretation  No. 9" ("SFAS 147").   SFAS
147  requires the  application of  the  purchase  method of  accounting to  all
acquisitions of financial institutions, except transactions between two or more
mutual enterprises.  SFAS 147 is effective for acquisitions for which the date
of acquisition is on or after October 1, 2002.

     In December 2002, FASB issued Statements of Financial Accounting Standards
No. 148, "Accounting for Stock-Based Compensation - Transition and Disclosure -
an amendment of FASB  Statement No. 123" ("SFAS 148").   SFAS 148  amends  FASB
Statement No. 123 to provide alternative methods of transition for a  voluntary
change to the  fair value based method of accounting  for stock-based  employee
compensation.  In addition, SFAS 148 amends the disclosure requirements of FASB
Statement No. 123 to require prominent disclosures in both annual  and  interim
financial statements about the method of accounting  for  stock-based  employee
compensation and the effect of the method used  on  reported results.  SFAS 148
is effective for fiscal years beginning after December 15, 2002.

     The adoption of these new pronouncements is not expected to have a material
effect  on  the  Company's  consolidated  financial  position  or  results  of
operations.


<PAGE>                           Page 36 of 44

4.    RECAPITALIZATION

     On April 8, 2002, the Company acquired all of the issued and outstanding
capital stock of Omnitrix.   As consideration, the Company issued  10,000,000
common shares to the former shareholders of Omnitrix.

     Legally, the Company is the parent of Omnitrix.   However,  control of the
combined companies passed to the former shareholders of Omnitrix.  This type of
share exchange has been accounted for as a recapitalization of the Company.  In
accounting for this transaction:

     i)   Omnitrix is  deemed  to  be  the  purchaser  and parent company for
accounting purposes.  Accordingly, its net assets are included in the balance
sheet at book values.

     ii)  The deemed acquisition of the Company is accounted for by the purchase
method with the net assets of the Company recorded at fair value at the date of
acquisition.   At  the date of acquisition,  the  Company's  net  assets  were
negative.   Accordingly,  the acquisition of the Company will be accounted for
based on the fair value  of the net  liabilities of the Company at the date of
acquisition.  The net liabilities acquired are as follows:

          Accounts payable and accrued liabilities    $(3,375)
                                                      ---------
          Net liabilities acquired                    $(3,375)
                                                      =========

    iii)  The consolidated  statements  of  operations,  stockholders'  equity
(deficiency) and cash flows include Omnitrix's results of operations  and cash
flows from July 28, 1999 (date of incorporation) and the Company's  results of
operations and cash flows from April 8, 2002 (date of acquisition).  The issued
number of shares of common stock is that of the Company (the legal parent).


5.   SOFTWARE AND LICENSES

     During the year ended December 31,  2002,  the Company acquired certain
software and licences totalling $110,374 for resale to  third parties.   The
Company subsequently returned the software and licences to the vendor and the
amounts previously recorded in inventory and accounts payable were reversed.


6.   CAPITAL ASSETS

     During the current year, the Company acquired certain computer equipment
with a cost of $23,913.   As a result of the return  of certain software and
licences (Note 5), management of the Company determined the equipment had no
future economic benefit and, accordingly,  the  remaining  net book value of
$15,742 was written-off to operations.


7.   NOTE PAYABLE

     From December 2001 through May 2002, the Company was advanced $490,000 from
PanAmerica Capital Group, Inc. ("PanAmerica")  pursuant  to  a  promissory  note
payable.   The note payable bore  interest at 10% per annum, was due on demand
and unsecured.  In September 2002, the promissory note of $490,000 plus accrued


<PAGE>                           Page 37 of 44

interest of $12,250  was converted into a convertible  promissory note in  the
amount of $502,250.  The convertible promissory note bore interest  at 10% per
annum and was convertible into common shares of  the  Company  at a conversion
price of $0.04 per share.  On September 27, 2002,  the convertible  promissory
note of $502,250 was converted into 12,556,250  shares of  common stock of the
Company.

8.   PROMISSORY NOTE

     In October 2002, the Company issued a promissory note to PanAmerica for
proceeds of $7,000.   At the time of issuance,  PanAmerica  was  a principal
stockholder of the Company.  The note is unsecured, bears interest at 8% per
annum and is due on demand.

9.   CONVERTIBLE PROMISSORY NOTE

     In November 2002, the Company issued a  convertible  promissory  note  to
PanAmerica for proceeds of $46,100.   At the time of issuance, PanAmerica  was
a principal stockholder of the Company.  The note is unsecured, bears interest
at 8% per annum and is due one year from the date of issuance.   In  addition,
the note is convertible at the option of the holder, in whole or in part, into
common shares of the  Company at a conversion price of the lesser of $0.04 per
share or the lowest closing bid price of the Company's stock during the 20 days
preceding the holders' notice of conversion to the Company.

10.  DUE TO RELATED PARTIES

     Amounts due to related parties consist of:

===========================================================================

                                               December 31,    December 31,
                                                   2002            2001
---------------------------------------------------------------------------

Due to a company controlled by a
former director of the Company                  $  76,634      $  36,500
Due to a former director of the Company            70,015         39,000
                                                ---------      ---------
                                                $ 146,649      $  75,500
===========================================================================

     The amounts due to related parties are unsecured, non-interest bearing and
have no fixed terms of repayment.

     The Company entered into a settlement agreement dated October 31, 2002 with
a former director of the Company.   Under the agreement, the Company will  issue
the former director 1,750,000 common shares (11,667 post reverse stock split) at
a price of $0.04 per  share to settle $70,015 owing to the former director.   As
of December 31, 2002,  the Company has yet to  issue the  shares to  settle  the
amounts owing.

11.  CAPITAL STOCK

     In August 1999, Omnitrix issued 5,000,000 shares of common stock at a price
of $0.001 per share for proceeds of $5,000.

<PAGE>                           Page 38 of 44

     In August 2000, Omnitrix issued 850,000 shares of common stock at a price
of $0.001 per share for proceeds of $850.

     In September 2000,  in conjunction  with the issuance of 1,039,187 Series
A shares of preferred stock by Omnitrix,  stockholders  of  Omnitrix  returned
5,800,000  shares  of common stock to  treasury  for  cancellation in exchange
for the issuance of 4,850,000  new shares of common stock which are subject to
vesting requirements.  The common shares vest to the stockholders at a rate of
1/48th monthly.   Omnitrix has the option to repurchase unvested common shares
from the stockholders in the event of termination of employment or association
of the stockholders with Omnitrix.

     In September 2000, Omnitrix issued 1,039,187 Series A shares of preferred
stock for proceeds of $1,058,500.

     In April 2001, Omnitrix issued 89,876 Series A shares of preferred stock in
the amount of $92,177 as consideration for software development services.

     In April 2001,  Omnitrix repurchased 3,429,166  unvested  shares of  common
stock for $3,429 which were then cancelled.

     In August 2001, 10,000 shares of common stock of Omnitrix were returned to
treasury and cancelled.

     In April 2002,  the Company issued 10,000,000 shares  of common  stock  to
acquire all of the issued and outstanding capital stock of Omnitrix (Note 4).

     In September 2002, the Company issued 12,556,250 shares of common stock at
a price of $0.40 per share on the conversion of a promissory note in the amount
of $502,250 (Note 7).

     Reverse stock split

     On January 10, 2003,  the board of  directors  of  the  Company approved a
150:1 reverse stock split, effective January 23, 2002.  In conjunction with the
reverse stock split, the authorized capital stock decreased from 100,000,000 to
666,666 shares of common stock.  The par value of the Company's common stock
remains unchanged at $0.001.

     However, the reverse stock split contravenes the  Company's  Articles of
Incorporation.   The  Company  intends to  amend  the  Articles to remove the
contraventions and seek shareholder consents for the amendments as well as to
increase the Company's authorized  capital  stock from 666,666 to 100,000,000
shares of common stock.  The consolidated financial statements as of December
31, 2002 have been updated to reflect the reverse stock split.

     As a result of the reverse stock split, the Company's issued share capital
has decreased from 33,002,348 shares to 220,036 shares  of common stock.   This
decrease has been reflected as a change in the consolidated stockholders' equity
(deficiency) accounts just prior to December 31, 2002.   In addition,  loss per
share information has been retroactively restated to give effect to the reverse
stock split.

     Common shares

     The common shares of the Company are all of the same class,  are  voting
and entitle shareholders to receive dividends.  In the event of a liquidation,
dissolution or winding up,  the common  shareholders  are entitled  to receive
equally distributions of net assets or  any  dividends which may be declared.
<PAGE>                           Page 39 of 44

     Additional paid-in capital

     The excess of proceeds received for shares of common stock issued  by the
Company over their par value of $0.001, less share issue costs, is credited to
additional paid-in capital.


12.  RELATED PARTY TRANSACTIONS

     During the year ended December 31, 2002, the Company entered into the
following transactions with related parties:

     a)   Paid management fees of $Nil (2001 - $170,478) to a company controlled
by a former director of the Company.

     b)   Paid or accrued consulting fees of $46,300 (2001 - $27,500) and rent
of $7,500 (2001 - $Nil) to a company controlled by a former director of the
Company.

     c)   Paid or accrued software development fees of $Nil (2001 - $113,933) to
a company in which a former director of the Company is an officer, $57,825 (2001
- $Nil) to  a company  controlled by a  shareholder of the  Company  and $27,224
(2001 - $45,300) to a former director of the Company.

     d)   Paid or accrued consulting fees of $37,504 (2001 - $Nil) to a former
director of the Company.

     e)   Disposed of the Company's wholly-owned inactive subsidiary, Nomadic
Collaboration Corporation, to a former director and officer of the Company for
proceeds of $1 resulting in no gain or loss on disposal.

     These transactions were in the normal  course  of  operations  and were
measured at the exchange value which represented the amount of consideration
established and agreed to by the related parties.


13.  SUPPLEMENTAL DISCLOSURE FOR CASH FLOWS

     During the year ended December 31, 2002,  the Company  issued  12,556,250
shares of common stock on the conversion of a promissory note in the amount of
$502,250 (Note 7).  In addition, the Company assumed $3,375 of accounts payable
in exchange for issuing 10,000,000 common shares to acquire Omnitrix from its
former shareholders (Note 4).

     During the year ended December 31, 2001, Omnitrix issued 89,876 shares of
Preferred  stock  in  the  amount  of $92,177  as  consideration  for software
development services.







<PAGE>                           Page 40 of 44




14.  INCOME TAXES

     A reconciliation of income taxes at statutory rates with reported taxes is
as follows:

===============================================================================
                                                          2002         2001
-------------------------------------------------------------------------------

Loss before income taxes                              $ (600,391)  $ (925,433)
===============================================================================

Expected income tax recovery                          $   204,132  $   314,647
Non-deductible expenses and other items                   (4,236)     (42,681)
Unrecognized benefit of operating loss carryforwards    (199,896)    (271,966)
                                                        ---------    ---------
Income tax recovery                                   $     -      $     -
===============================================================================

The significant component of the Company's deferred tax asset is as follows:

===============================================================================
                                                          2002         2001
-------------------------------------------------------------------------------

Deferred tax asset:
  Operating loss carryforwards                         $ 607,110    $ 406,980
Valuation allowance                                     (607,110)    (406,980)
                                                       ---------     --------
                                                       $    -       $    -
==============================================================================

     The Company has approximately $1,785,000 of operating loss carryforwards
which expire beginning in 2019.

     The Company has provided a valuation allowance against its  deferred tax
asset given that it is in the development stage and it is more likely than not
that these benefits will not be realized.


15.  FINANCIAL INSTRUMENTS

     The Company's financial instruments consist of cash and cash  equivalents,
accounts  payable  and  accrued  liabilities,  promissory  note,   convertible
promissory note and amounts due to related parties.   Unless otherwise noted, it
is management's opinion that the Company is not exposed to significant interest,
currency or credit risks arising from  these financial  instruments.   The fair
value of these financial instruments  approximate their carrying  value, unless
otherwise noted.

16.  SEGMENTED INFORMATION

     The Company's operations were conducted in one reportable segment, being
the development of mobile applications to  improve customer productivity  and
responsiveness through  the  use  of  the  latest  mobile  and  collaborative
technologies, primarily in the United States of America.


<PAGE>                           Page 41 of 44

                                   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.


Dated: February 7, 2003          NOMADIC COLLABORATION INTERNATIONAL, INC.



By:                                   /s/ Ricardo Garcia de Paredes Carbone
                                           -----------------------------------
                                          Ricardo Garcia de Paredes Carbone,
                                          Chief Executive Officer



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



/s/ Ricardo Garcia de Paredes Carbone
------------------------------------------------    Date: February 7, 2003
Ricardo Garcia de Paredes Carbone,
Director and Chief Executive Officer
(Principal Executive Officer;
Principal Financial and Accounting Officer)


                                 CERTIFICATION

I, Ricardo Garcia de Paredes Carbone, certify that:

1.   I have reviewed this Annual Report on Form 10-KSB of Nomadic Collaboration
International, Inc.

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

3.   Based on my  knowledge,  the financial statements,  and other  financial
information included  in this  annual 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.   I am 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;

<PAGE>                           Page 42 of 44

     (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 annual
report (the "Evaluation Date"); and

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

5.   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
annual 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:   February 7, 2003

/s/ Ricardo Garcia de Paredes Carbone
--------------------------------------
Ricardo Garcia de Paredes Carbone,
Director and Chief Executive Officer
(Principal Executive Officer;
Principal Financial and Accounting
Officer)





















<PAGE>                           Page 43 of 44


                                  EXHIBIT INDEX

10.4   Demand Promissory Note dated October 10, 2002 issued by Nomadic
       Collaboration International, Inc. to PanAmerica Capital Group, Inc.

21.1   Subsidiaries of the Registrant

99     Certificate of Chief Executive Officer and Chief Financial Officer
       pursuant to Sarbanes-Oxley Act of 2002.



                                 Exhibit 10.4



                                 Exhibit 21.1

SUBSIDIARIES OF THE REGISTRANT


Omnitrix Technologies, Inc., a Delaware corporation

<PAGE>

                                  Exhibit 99

                                CERTIFICATION OF
               CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER
              PURSUANT TO SECTION 906 OF SARBANES-OXLEY ACT OF 2002

This Certificate is being filed pursuant to 18  U.S.C. Section 1350, as adopted
by Section 906  of  the  Sarbanes-Oxley Act  of 2002.   This  Certification  is
included solely for the purposes of complying with the provisions of Section 906
of the Sarbanes-Oxley Act and is not intended to be used for any other purpose.
In connection with  the  accompanying  Annual  Report on Form 10-KSB of Nomadic
Collaboration International,  Inc.  for the year ended December 31,  2002,  the
Undersigned  hereby  certifies  in  his  capacity  as  an  officer  of  Nomadic
Collaboration International, Inc. that to his knowledge:

1.   such Annual Report on Form 10-KSB of Nomadic Collaboration  International,
Inc. for the year ended December 31, 2002, 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 such Annual Report on Form 10-KSB of Nomadic
Collaboration International, Inc. for the year ended December 31, 2002, fairly
presents, in all material respects,  the  financial  condition and  results of
operations of Nomadic Collaboration International, Inc.

                                     NOMADIC COLLABORATION INTERNATIONAL, INC.

                                     /S/ Ricardo Garcia de Paredes Carbone
Dated: February 7, 2003           -----------------------------------------
                                     Ricardo Garcia de Paredes Carbone,
                                     Director andChief Executive Officer
                                     (Principal Executive Officer; Principal
                                     Financial and Accounting Officer)
Nomadic\10-KSB\10-ksb-Final.doc
 <FN>
<PAGE>                           Page 44 of 44