<PAGE>
                        SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                  FORM 1O-KSB/A
                                (Amendment No. 1)


[X]  ANNUAL REPORT  PURSUANT TO SECTION 13 OR 15(d) OF THE  SECURITIES  EXCHANGE
     ACT OF 1934 [NO FEE REQUIRED]

                   For the fiscal year ended December 31, 2002

                                       OR

[ ]  TRANSITION  REPORT  PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND
     EXCHANGE ACT OF 1934 [NO FEE REQUIRED]


                        Commission file number: 000-28883

                           Halifax International. Inc.
                           --------------------------
             (Exact Name of Registrant as Specified in its Charter)

          Nevada                                     58-2212465
          ------                         ----------------------------------
State or other jurisdiction of           I.R.S. Employer Identification No.
incorporation or organization

                               1108 Oglethorpe Dr.
                             Atlanta, Georgia 30319
                                 (404) 816-6100

(Address and telephone number of principal executive offices and principal place
of business)

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

Securities registered pursuant to Section 12(g) of the Act: Common Stock

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

Check if disclosure of delinquent filers in response to item 405 of Regulation
S-B is not contained herein, and will not be contained, to the best of
registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part HI of this Form 10-KSB or any amendment to
this Form 10-KSB. ______

State issuer's revenue for its most recent fiscal year: $88,564.

As of March 15, 2003 the registrant had 20,841,486 shares of common stock
outstanding. The aggregate market value of the voting stock held by
non-affiliates as of that date was approximately $1,800,000.


Documents incorporated by reference: None.

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

<PAGE>
PART I

<TABLE>
<S>       <C>                                                                                                    <C>
Item 1.   Description of Business                                                                                 3
Item 2.   Description of Property                                                                                 4
Item 3.   Legal Proceedings                                                                                       4
Item 4.   Submission of Matters to a Vote of Security holders                                                     4

                                                      PART II

Item 5.   Market for Common Equity and Related Stockholder Matters                                                4
Item 6.   Management's Discussion and Analysis                                                                    5
Item 7.   Financial Statements                                                                                    7
Item 8.   Changes in and Disagreements with Accountants on Accounting and Financial Disclosure                    7

                                                     PART III

Item 9.  Directors and Executive Officers; Promoters and Control Persons; Compliance with Section 16(a) of the
         Exchange Act                                                                                             7
Item 10. Executive Compensation                                                                                   8
Item 11. Security Ownership of Certain Beneficial Owners and Management                                          10
Item 12. Certain Relationships and Related Transactions                                                          10

                                                      PART IV

Item 13   Controls and Procedures                                                                                11
Item 14. Exhibits and Reports on Form 8-K                                                                        11
</TABLE>


                                       2
<PAGE>
                                EXPLANATORY NOTE

         This Amendment No. 1 to our Annual Report on Form 10-KSB/A amends our
Annual Report on Form 10-KSB for the fiscal year ended December 31, 2002 that
was originally filed on May 8, 2003 in order to include the Independent
Auditors' Report which was inadvertently omitted from the original filing of the
Form 10-KSB. Except as set forth herein, there are no further changes to the
Company's original filing of Form 10-KSB for the twelve months ended December
31, 2002. The Company does not undertake to update any item on its original
filing of Form 10-KSB other than items set forth herein.


                                       3
<PAGE>
                                   SIGNATURES


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


Pursuant to the requirements of the Securities Exchange Act of 1934, This report
has been signed below by the following person on behalf of the Registrant and in
the capacities and on the dates indicated.



Date: September 16, 2003              By:  /s/ Philip E. Lundquist
                                         ----------------------------------
                                         Philip E. Lundquist, CEO/President
                                         Director and Treasurer





Date: September 16, 2003              By:  /s/ Ronan A. Harris
                                          ------------------------------
                                          Ronan A. Harris, Director


                                       4




<PAGE>
                          INDEPENDENT AUDITORS' REPORT


To the Board of Directors and Shareholders
Halifax International, Inc.
Atlanta, Georgia

We have audited the accompanying balance sheets of Halifax International, Inc.
as of December 31, 2002 and the related statements of income, retained earnings
and cash flows for the twelve months then ended. These financial statements are
the responsibility of the Company's management. Our responsibility is to express
an opinion on these statements based on our audits.

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

In our opinion, the financial statements referred to above present fairly in all
material respects the financial position of Halifax International, Inc. as of
December 31, 2002 and the results of their operations and their cash flows for
the twelve months then ended in conformity with generally accepted accounting
principles consistently applied.

Our audit was conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplement information included in
the report is presented for the purpose of additional analysis and is not a
required part of the basic financial statements of Halifax International, Inc.
Such information has been subjected to the auditing procedures applied in the
audit of basic financial statements and, in our opinion, is fairly stated in all
material respects in relation to the financial statement taken as a whole.

THE JEFFRIES GROUP

Certified Public Accountants
Atlanta, Georgia
February 16, 2003


                                       5
<PAGE>


                           HALIFAX INTERNATIONAL, INC.


                                 BALANCE SHEETS

                           DECEMBER 31, 2002 AND 2001


<TABLE>
<CAPTION>
                                                ASSETS


                                                                                       2002            2001
CURRENT ASSETS
<S>                                                                              <C>               <C>
  Cash                                                                           $    36,328       $    10,638

OTHER ASSETS
  Investment in Annapolis Valley Ventures, Inc.                                  $     5,000       $    95,000
  Investment in Truscom, Inc.                                                    $   300,000       $ 1,093,466
  Investment in WTIA dvantage Products, Inc.                                     $       -0-       $   125,000
  Investment in X-VU, LLC                                                        $     1,000                --
         Total Other Assets                                                      $   306,000       $ 1,313,466

              TOTAL ASSETS                                                       $   342,328       $ 1,324,104
                                                                                 ===========       ===========

                                       LIABILITIES AND STOCKHOLDER'S EQUITY

CURRENT LIABILITIES
  Accounts Payable                                                               $   261,500       $   222,000
  Notes Payable                                                                  $   227,500       $   219,790
         Total Current Liabilities                                               $   489,000       $   441,790

STOCKHOLDERS' EQUITY
  Common Stock - 30,000,000 shares authorized,                                   $ 6,386,849       $ 6,175,549
   20,803,486 issued and outstanding
  Preferred Stock                                                                $   976,500       $   976,500
   10,000,000 shares authorized,
   976,500 issued and outstanding
  Retained earnings                                                              $(6,268,035)      $(6,036,215)
  Accumulated Other Comprehensive Income                                         $(1,241,986)      $  (233,520)
                                                                                 -----------       -----------

         Total Stockholders' Equity                                              $   146,672       $   882,314

              TOTAL LIABILITIES AND
                STOCKHOLDERS' EQUITY                                             $   342,328       $ 1,324,104
                                                                                 ===========       ===========
</TABLE>


                                       6
<PAGE>
                           HALIFAX INTERNATIONAL, INC.
                         STATEMENT OF INCOME AND EXPENSE
             FOR THE TWELVE MONTHS ENDED DECEMBER 31, 2002 AND 2001


<TABLE>
<CAPTION>

                                            2002                 2001
                                         -----------           -----------
<S>                                      <C>                   <C>
INCOME
Sales                                    $    88,564           $   446,529

COST OF SALES                            $    11,415           $   334,022

GROSS MARGIN                             $    77,149           $   112,507

EXPENSES
  Automobile expenses                    $    19,702           $    12,013
  Bank charges                           $     4,183           $     3,855
  Consulting Fees                        $   158,126           $   107,721
  Contributions                          $       160           $       150
  Dues and subscriptions                 $       263           $       500
  Entertainment and promotion            $    24,919           $    40,966
  Insurance                              $     3,012           $    13,081
  Interest                               $        --           $       900
  Licenses                               $       275           $       662
  Marketing                              $       888           $        --
  Miscellaneous                          $        --           $       370
  Office expenses                        $     1,276           $    17,684
  Postage and courier                    $        26           $       108
  Professional fees                      $    41,906           $   201,706
  Rent                                   $    11,732           $    96,256
  Salaries and Wages                     $        --           $    48,900
  Telephone                              $     5,311           $     3,664
  Travel                                 $    37,190           $   132,859
                                         -----------           -----------
       Total Expenses                    $   308,969           $   681,395

NET INCOME FROM OPERATIONS               $  (231,820)          $  (568,888)
                                                               -----------

OTHER INCOME AND EXPENSES
  Interest Income                                 --                     9
                                         -----------           -----------
  Unrealized loss on investment          $(1,008,466)          $   233,520
                                         -----------           -----------

            NET INCOME                   $(1,240,286)          $  (802,399)
                                         ===========           ===========
</TABLE>


                                       7
<PAGE>
                           HALIFAX INTERNATIONAL, INC.

                         STATEMENTS OF RETAINED EARNINGS

             FOR THE TWELVE MONTHS ENDED DECEMBER 31, 2002 AND 2001

<TABLE>
<CAPTION>
                                                  2002                   2001
                                               -----------           -----------
<S>                                            <C>                   <C>
RETAINED EARNINGS - BEGINNING OF YEAR          $(6,036,215)          $(5,467,336)

NET INCOME FROM OPERATIONS                     $  (231,820)          $  (568,879)
                                               -----------           -----------

RETAINED EARNINGS - END OF YEAR                $(6,268,035)          $(6,036,215)
                                               ===========           ===========
</TABLE>


                                       8
<PAGE>
                           HALIFAX INTERNATIONAL, INC.

                            STATEMENTS OF CASH FLOWS

             FOR THE TWELVE MONTHS ENDED DECEMBER 31, 2002 AND 2001

<TABLE>
<CAPTION>
                                                           2002                 2001
                                                       -----------           -----------
<S>                                                    <C>                   <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net Income                                           $(1,240,286)          $  (568,879)
  Accumulated Other Comprehensive Income               $ 1,008,466           $   233,520
   Changes in:
    Accounts payable                                   $    39,500           $   222,000
    Accrued Interest                                   $        --           $     6,720
  Net cash used by operating activities                $  (192,320)          $  (587,119)

CASH FLOWS FROM FINANCING ACTIVITIES
  Issuance of Promissory notes                         $    (7,710)          $    78,190
  Issuance of Common Stock                             $   211,300           $ 1,046,650
                                                       -----------           -----------
    Net cash provided by financing activities          $   219,010           $ 1,124,840

CASH FLOWS FROM INVESTING ACTIVITIES
  Investments in Related Companies                     $     1,000           $  (608,466)
                                                       -----------           -----------
    Net cash used by investing activities              $     1,000           $  (608,466)

      NET INCREASE (DECREASE) IN CASH                  $    25,690           $   (70,745)

CASH - BEGINNING OF PERIOD                             $    10,638           $    81,383
                                                       -----------           -----------

CASH - END OF PERIOD                                   $    36,328           $    10,638
                                                       ===========           ===========
</TABLE>


                                       9
<PAGE>
                           HALIFAX INTERNATIONAL, INC.

                          NOTES TO FINANCIAL STATEMENTS

                                DECEMBER 31, 2002

NOTE 1 - PLAN OF REORGANIZATION AND ACQUISITION

On February 26, 1999, Halifax International, Inc. (formerly Silver Strike Mining
Company, "the Company") acquired Christopher Partners, Inc. through the issuance
of 5,414,111 shares of common stock. Shareholders of Silver Striker Mining
Company received a total of 1,022,500 shares of Halifax International, Inc.
common stock and $125,000. The Company also authorized a name change to Halifax
International, Inc. upon the effective date of the merger. This merger is
treated as a reverse acquisition and, therefore, all historical information is
that of the accounting survivor Christopher Partners, Inc.

NOTE 2 - CONSOLIDATION POLICY

These consolidated financial statements include the books of Halifax
International, Inc. (formerly Silver Strike Mining Company) and its wholly owned
subsidiaries Christopher Partners, Inc. and Truscom, Inc. All intercompany
transactions and accounts have been eliminated.

NOTE 3 - USE OF ESTIMATES

The preparation of financial statements in conformity with generally accepted
accounting principles requires management to use estimates and assumptions.
Those estimates and assumptions affect the reported amounts of assets and
liabilities, and the reported revenues and expenses. Actual results could differ
from the estimates used in preparing the financial statements.

NOTE 4 - RELATED PARTY TRANSACTION

Fees and expenses paid to related parties (officers and shareholders) for the
twelve months ended December 31, 2002 consisted of the following:

<TABLE>
<CAPTION>
         Payee                                       Amount
         -----                                       ------
<S>                                                  <C>
Philip E. Lundquist                                  $93,553
</TABLE>

NOTE 5 - INVESTMENT IN TRUSCOM, INC.

Truscom, Inc. is a wholly-owned subsidiary of Halifax International, Inc.
Truscom, Inc. owns a non-exclusive sales representation agreement for Japan with
XTEC, Inc. of Miami, Florida and is valued at cost less $793,466. While it is
reasonably possible that this estimate of value may


                                       10
<PAGE>
change in the near term, no estimate can be made of the range of additional loss
that is at least reasonably possible.

NOTE 6 - INVESTMENT IN WTI ADVANTAGE PRODUCTS, INC.

The acquisition of WTI Advantage Products, Inc. has been terminated.

NOTE 7 - INVESTMENT IN X-VU, LLC

On December 13, 2002, X-VU, LLC was incorporated in Georgia to market specialty
consumer electronic products and services across North American and via the
Internet.

NOTE 8 - NOTES PAYABLE

Notes payable bear interest at the annual rate of 12% and have a maturity of 12
months.

NOTE 9 - WARRANTS

In January 2001, a total of 500,000 warrants to purchase common stock; 250,000
at exercise price of $1.00 for 3 years, 250,000 at exercise price of $2.00 for 5
years, were granted.

In March 2001, a total of 1,761,583 warrants to purchase common stock at
exercise price of $1.50, expiring March 2003, were issued to investors who
purchased stock from 1996 through 1998.


                                       11

<PAGE>
                           HALIFAX INTERNATIONAL, INC.

                        SCHEDULE OF STOCKHOLDERS' EQUITY
          FROM SEPTEMBER 25, 1995 (INCEPTION) THROUGH DECEMBER 31, 2002

<TABLE>
<CAPTION>

                                          Common Stock                       Preferred Stock            Retained      Stockholders'
                                      Shares           Amount           Shares            Amount        Earnings        Equity
                                      ------           ------           ------            ------        --------      -------------
<S>                                <C>             <C>                  <C>               <C>           <C>           <C>
Founders' Stock, 9/25/95            6,000,000
Issuance of Common Stock            1,000,000      $   100,000
(Investor group)
Balance, 12/31/95                   7,000,000          100,000
Issuance of Common Stock              754,500          754,500
Services                              672,500
Net Income                                                                                               (734,591)
Balance, 12/31/96                   8,427,000          854,500                                           (734,591)         119,909
Issuance of Common Stock              444,900          444,900
Services                              285,500
Net Income                                                                                               (435,353)
Balance, 12/31/97                   9,157,400        1,299,400                                         (1,169,944)         129,456
Issuance of Common Stock            1,064,990          990,434
Services                              605,832
Net Income                                                                                               (905,505)
Balance, 12/31/98                  10,828,222        2,289,834                                         (2,075,449)         214,385
Revere stock split (2:1)
2/26/99                            (5,414,111)
Issuance of Common Stock            1,022,500         (125,000)
And cash
Issuance of Common Stock              634,200          565,805
Services                              311,410
Net Income                                                                                             (1,924,426)
Balance, 12/31/99                   7,382,221        2,730,639                                         (3,999,875)      (1,269,236)
Issuance of Common Stock            1,744,000        2,023,260
Conversion of Notes Payable
Into Preferred Stock, 9/30/00                                           976,500          976,500
Conversion of Note Payable
Into Common Stock                     375,000          375,000
Services                              884,000
Net Income                                                                                             (1,467,461)
Balance, 12/31/2000                10,385,221        5,128,899          976,500          976,500       (5,467,336)         638,063
Issuance of Common Stock            3,008,583        1,046,650
Services                            4,951,750
Net Income                                                                                               (568,879)
Accumulated Other                                                                                                         (233,520)
Comprehensive Income
Balance, 12/31/2001                18,345,554        6,175,549          976,500          976,500       (6,036,215)         882,314
Issuance of Common Stock            1,607,800          211,300
Services                              850,132
Net Income                                                                                               (231,820)
Accumulated Other                                                                                                       (1,008,466)
Comprehensive Income
Balance, 12/31/2002                20,803,486        6,386,849          976,500          976,500        6,268,035          146,672
                                  ===========      ===========      ===========      ===========      ===========      ===========
</TABLE>


                                       12