SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

               Quarterly Report Pursuant to Section 13 or 15(d) of

                       The Securities Exchange Act of 1934

               For the quarterly period ended: September 30, 2003

                         Commission file number 0-26559

                               CIK No. 0001082603

                                  XIN NET CORP.
             (Exact name of registrant as specified in this charter)

                  Florida                         330-751560
              -------------------------------     --------------------
              (State of other jurisdiction        (I.R.S. Employer
              of incorporation or organization)    Identification No.)

          #950 - 789 West Pender Street, Vancouver, B.C. Canada V6C 1H2
          -------------------------------------------------------------
               (Address of principal executive offices) (Zip Code)

       Registrant's telephone number, including area code: (604)632-9638

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to the filing require-
ments for at least the past 90 days.

                         YES  X          NO
                            -----         -----

As of September 30, 2003, there were 41,360,010 shares of $0.001 par value
common stock outstanding.

<PAGE>

                                  XIN NET CORP.
                            INDEX TO QUARTERLY REPORT
                                 ON FORM 10-QSB
                               September 30, 2003


PART I. FINANCIAL INFORMATION                                           PAGE

     ITEM 1. Consolidated Financial Statements:

          Consolidated Balance Sheets........................................F-1

          Consolidated Statements of Operations..............................F-2

          Consolidated Statements of Cash Flows..............................F-3

          Notes to Consolidated Financial Statements.........................F-4

     ITEM 2. Management's Discussion and Analysis............................. 3

     ITEM 3. Controls and Procedures.......................................... 6

PART II. OTHER INFORMATION

     ITEM 1. Legal Proceedings................................................ 6

     ITEM 2. Changes in Securities and Use of Proceeds........................ 7

     ITEM 3. Defaults Upon Senior Securities.................................. 7

     ITEM 4. Submission of Matters to a Vote of Security Holders.............. 7

     ITEM 5. Other Information................................................ 7

     ITEM 6. Exhibits and Reports on Form 8-K................................. 7


SIGNATURE..................................................................... 8


                                       2

<PAGE>
<TABLE>
<CAPTION>



                          PART 1. FINANCIAL INFORMATION

ITEM 1.   FINANCIAL STATEMENTS

                                    XIN NET CORP. AND SUBSIDIARIES
                                      CONSOLIDATED BALANCE SHEETS
                               SEPTEMBER 30, 2003 AND DECEMBER 31, 2002

                                                                   September 30,        December 31,
Stated in U.S. dollars                                                  2003                2002
--------------------------------------------------------------------------------------------------------
                                                                    (Unaudited)          (Audited)
<S>                                                              <C>                 <C>
ASSETS
Current Assets

  Cash and Cash Equivalents                                           $3,258,999           $957,133

  Investments                                                                  -              1,266

  Prepaid Expenses and Other Current Assets                              167,670             22,422
  Assets of Discontinued Operations - Internet-related Services
                                                                       2,435,485          2,186,337

  Net Assets of Discontinued Operations - ISP                            293,347            293,372
                                                                 ------------------- -------------------
Total Current Assets                                                   6,155,501          3,460,530


Investment - at equity                                                   253,524            319,600

Property and Equipment, Net                                               15,611             10,906

Goodwill                                                                 187,262            127,124
                                                                 ------------------- -------------------
Total Assets                                                          $6,611,898         $3,918,160
                                                                 =================== ===================

LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities

  Accounts Payable and Other Accrued Liabilities                        $135,783           $109,044

  Deferred Revenue                                                        66,282             37,725
  Liabilities of Discontinued Operations - Internet-related Services   3,200,857          2,529,996
  Security deposit from Beijing Sino Soft Intel Information

    Technology Ltd.                                                      500,000            500,000

  Security deposit from Sino-i.com Ltd.                                2,417,000                  -
                                                                 ------------------- -------------------
                                                                       6,319,922          3,176,765

Minority Interest                                                         43,161                  -

Commitments and Contingencies                                                  -                  -

Stockholders' Equity
  Common Stock : $0.001 Par Value
    Authorized : 50,000,000

    Issued and Outstanding : 41,360,010 (2002: 41,360,010)                41,360             41,360

  Additional Paid In Capital                                           8,194,045          8,194,045

  Accumulated Deficit                                                 (7,831,843)        (7,345,351)

  Accumulated Other Comprehensive Loss                                  (154,747)          (148,659)
                                                                 ------------------- -------------------
Total Stockholders' Equity                                               248,815            741,395
                                                                 ------------------- -------------------
Total Liabilities and Stockholders' Equity                            $6,611,898         $3,918,160
                                                                 =================== ===================
</TABLE>

                                      F-1

<PAGE>
<TABLE>
<CAPTION>

                                              XIN NET CORP. AND SUBSIDIARIES
                                           CONSOLIDATED STATEMENTS OF OPERATIONS
                       FOR THE THREE-MONTH AND NINE-MONTH PERIODS ENDED SEPTEMBER 30, 2003 AND 2002
                                                        (Unaudited)

                                                                       Three months ended           Nine months ended
                                                                         September 30,                September 30,
Stated in U.S. dollars                                                2003           2002          2003           2002
----------------------------------------------------------------------------------------------------------------------------
<S>                                                               <C>            <C>            <C>            <C>
Revenue

  Tuition fee                                                     $    78,040            $-       $ 221,323            $ -

  Commercial press                                                     89,718                        89,718              -
                                                                  -------------  -----------    ------------   --------------
                                                                      167,758             -         311,041              -
Cost of revenue

  Commercial press                                                     31,992             -          31,992              -

Gross profit                                                          135,766             -         279,049              -

Expenses

  Advertising and promotion                                             2,612             -          15,639          1,075

  Consulting and professional                                          32,008        31,826          78,434        101,843

  Depreciation                                                          2,182           556           5,739          1,665

  Foreign exchange (gain) loss                                         (1,759)        1,306          (6,214)          (820)

  General and administrative                                           34,504         1,257          57,188         22,872

  Rent                                                                 16,549         1,550          59,696          5,784

  Salaries, wages and sub-contract                                     83,256         2,050         195,750         11,043
                                                                  -------------  -----------    ------------   --------------
                                                                      169,352        38,545         406,232        143,462

Operating Loss                                                        (33,586)      (38,545)       (127,183)      (143,462)

Other Income and Expenses

   Interest income                                                          3             -              11          1,162

   Other income                                                         2,497             -           8,545         12,463
   Equity loss in undistributed earnings of investee company
                                                                      (21,705)      (89,708)        (66,076)      (170,500)
                                                                  -------------  -----------    ------------   --------------
                                                                      (19,205)      (89,708)        (57,520)      (156,875)

Loss before minority interest and discontinued operations             (52,791)     (128,253)       (184,703)      (300,337)

Minority interest                                                      21,198             -          21,198              -
                                                                  -------------  -----------    ------------   --------------
                                                                      (31,593)     (128,253)       (163,505)      (300,337)
Loss from Discontinued Operations - Internet-related Services               -       (41,806)       (322,987)      (266,322)
                                                                  -------------  -----------    ------------   --------------
Net Loss Available to Common Stockholders                            $(31,593)    $(170,059)    $  (486,492)   $  (566,659)
                                                                  =============  ===========    ============   ==============

Loss per share attributable to common stockholders:
  Loss from continuing operations                                      $(0.00)       $(0.01)         $(0.00)        $(0.02)
  Loss from discontinued operations                                      0.00         (0.00)          (0.01)         (0.01)
                                                                  -------------  -----------    ------------   --------------
  Total basic and diluted                                              $(0.00)       $(0.01)         $(0.01)        $(0.03)
                                                                  =============  ===========    ============   ==============

Weighted average number of common shares outstanding:
  Basic and diluted                                                41,360,010    21,360,010      41,360,010      21,360,010
                                                                  =============  ===========    ============   ==============
</TABLE>


                                      F-2

<PAGE>
<TABLE>
<CAPTION>


                                    XIN NET CORP. AND SUBSIDIARIES
                                CONSOLIDATED STATEMENTS OF CASH FLOWS
                     FOR THE NINE-MONTH PERIODS ENDED SEPTEMBER 30, 2003 AND 2002
                                             (Unaudited)

Stated in U.S. dollars                                                    2003           2002
-------------------------------------------------------------------------------------------------------
<S>                                                                    <C>               <C>
Cash flows from operating activities

  Net loss from continuing operations                                   $(163,505)       $(300,337)
  Adjustments to reconcile net loss to net cash
    Provided by (Used in) operating activities

    Depreciation and amortization                                           5,739            1,665

    Non-cash income from Dawa Business Press Inc.                            (476)               -

    Translation adjustments                                                (6,088)          (1,323)

    Minority interest                                                     (21,198)               -

    Equity loss of The Link Group, Inc.                                    66,076          170,500
    Changes in assets and liabilities

      Decrease (Increase) in prepaid expenses and other current assets    (84,542)          18,632

      Decrease in accounts payable                                        (29,270)         (68,783)

      Increase in deferred revenue                                         28,557                -

      Increase in security deposits                                     2,417,000                -
                                                                       -----------        ----------
  Net cash provided by (used in) operating activities                   2,212,293         (179,646)
                                                                       -----------        ----------

Cash flows from investing activities
  Purchases of property and equipment                                     (10,444)         (29,981)

  Reduction in investment                                                   1,266           49,818

  Reduction in loan to ProtectServe Pacific Ltd.                                -          360,400

  Investment in The Link Group, Inc.                                            -         (600,300)
                                                                       -----------        ----------
  Net cash flows used in investing activities                              (9,178)        (220,063)
                                                                       -----------        ----------
Cash flows from financing activities
  Principal payments on capital lease obligations                               -          (28,885)
                                                                       -----------        ----------
  Net cash flows used in financing activities                                   -          (28,885)
                                                                       -----------        ----------
Net cash provided by (used in) continuing operations                    2,203,115         (428,594)

Net cash provided by discontinued operations                               98,751           70,682
                                                                       -----------        ----------
Increase (Decrease) in cash and cash equivalents                        2,301,866         (357,912)

Cash and cash equivalents - beginning of period                           957,133          434,215
                                                                       -----------        ----------
Cash and cash equivalents - end of period                              $3,258,999          $76,303
                                                                       ===========        ==========

Supplemental Information :
Cash paid for :
    Interest                                                               $6,573           $9,475

    Income taxes                                                           10,978            7,176
</TABLE>


                                      F-3

<PAGE>


                         XIN NET CORP. AND SUBSIDIARIES
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                               September 30, 2003

                                  ( Unaudited )

1. Basis of Presentation

The accompanying unaudited financial statements have been prepared in conformity
with generally accepted  accounting  principles in the United States of America.
However,  certain  information  and footnote  disclosures  normally  included in
financial  statements  prepared in accordance with generally accepted accounting
principles have been omitted or condensed  pursuant to the rules and regulations
of the Securities and Exchange Commission ("SEC"). In the opinion of management,
all adjustments of a normal recurring  nature necessary for a fair  presentation
have  been  included.  The  results  for  interim  periods  are not  necessarily
indicative  of  results  for  the  entire  year.  These  condensed  consolidated
financial  statements and accompanying  notes should be read in conjunction with
the Company's annual consolidated financial statements and the notes thereto for
the fiscal year ended  December 31, 2002  included in its Annual  Report on Form
10-KSB.

The unaudited condensed  consolidated financial statements include Xin Net Corp.
and its subsidiaries.  Significant inter-company  transactions and accounts have
been eliminated.


2. Property and Equipment

      Property and equipment consists of the following :

                                       September 30, 2003      December 31, 2002

      Equipment                              $     30,946           $    20,284
      Library                                       9,546                 9,146

      Furniture                                    10,643                 8,606
                                       -----------------------------------------
      Total                                        51,135                38,036
      Less : Accumulated depreciation            (35,524)              (27,130)
                                       -----------------------------------------
      Net book value                          $    15,611           $    10,906
                                       =========================================

The  depreciation  expense charged to continuing  operations for the three-month
and  nine-month   periods  ended  September  30,  2003  was  $2,182  and  $5,739
respectively.


3. Investment in The Link Group, Inc. ("Link")

Pursuant to a Share Exchange Agreement dated December 20, 2001, the Company paid
$200,000 cash for 3,882,700 shares of The Link Group, Inc. ("Link").

                                      F-4

<PAGE>

Pursuant to a  Subscription  Agreement  dated January 18, 2002, the Company paid
$600,300 in a private placement of Link for 14,500,000 (pre-reverse one for four
split)  common  shares at  $0.0414  per  share,  as well as  10,875,000  special
warrants  convertible  into  10,875,000  post-reverse  one for four split common
shares on or before January 31, 2004 at no additional consideration. The Company
exercised  the  10,875,000  special  warrants  on March 12,  2002.  An option to
purchase an additional  7,500,000  post-reverse one for four split common shares
at $0.04 per share,  or $300,000,  until  February 15, 2002, was also granted to
the Company, which was not exercised.

By an  agreement  dated  January 21,  2002,  Link agreed to purchase  all of the
outstanding shares of Protectserve  Pacific Ltd. ("PSP") through the issuance of
37,500,000  (post-reverse one for four split) common shares.  Link has the right
to buy back its shares at $0.001 per share from these individuals if PSP's after
tax  profit is less than Hong Kong $9  million  dollars  ("HKD")  for the twelve
months ending  December 31, 2002. The buy back formula is for every HKD $333,333
that PSP falls short of the HKD $9 million  after tax profit,  Link can buy back
one  million  (post-reverse  one  for  four  split)  common  shares  from  these
individuals.

On February 18, 2002, the shareholders of Link approved the reverse split of the
issued  and  outstanding  common  shares  of Link at the  ratio of one for four,
thereby making the Company's total Link shares held equal to 15,370,675  shares,
representing  28.8% of the total  issued  and  outstanding  shares  of Link.  On
October 14, 2002, Link cancelled 8,300,000  outstanding common shares as part of
the  consideration  of the disposition of its subsidiary  company and thereafter
the Company's holding in Link  correspondingly  increases to 34.1%. On March 28,
2003, Link issued 3,000,000 common shares and cancelled 14,000,000 common shares
and thereafter the Company's holding in Link  correspondingly  changes to 24.8%.
On August 5, 2003,  Link cancelled  22,200,000  shares  pursuant to a repurchase
agreement and thereafter the Company's holding in Link correspondingly increases
to 38.6%. The Company  accounted for its investment in Link on the equity basis,
which is carried at cost,  adjusted  for the  Company's  proportionate  share of
their undistributed earnings or losses as follow at September 30, 2003:

   Original cost of 15,370,675 shares of The Link Group, Inc.   $     800,300
   Equity in undistributed earnings of investee company             (546,776)
                                                                 -------------
   Investment - at equity                                       $     253,524
                                                                 =============

4. Discontinued Operations - Internet-related Services

On  February  26,  2003,  the  Company  entered  into an  agreement  to sell the
internet-related   services  provided  in  China  to  a  subsidiary  company  of
Sino-i.com  Ltd., a company  listed on the Hong Kong Stock  Exchange for a total
consideration of RMB 20 million (approximately US$2,417,000). The transaction is
still subject to the approval of  shareholders.  As of September  30, 2003,  the
Company has received RMB 20 million as a security  deposit for the  transaction.
The decision to sell was due to the lack of funding and high  competition in the
market.

The estimated loss on disposal of the internet-related  business,  together with
the related assets and liabilities to be disposed, is as follows:

Sales proceeds                                                  $    2,417,000
Less :                  Current assets                             (1,992,665)
                        Capital assets                               (442,820)
Add :                   Current liabilities                          3,200,857
                                                                   ------------
                                                                     3,182,372
Less: Write off of loan balance due from internet-related
      business                                                     (3,084,544)
                                                                   ------------
Estimated gain on disposal of internet-related business         $       97,828
                                                                   ============

                                      F-5

<PAGE>

The results of the  discontinued  internet-related  services for the three-month
and nine-month periods ended September 30, 2003 and 2002 are as follows:

<TABLE>
<CAPTION>

                           Three months ended September 30,           Nine months ended September 30,
                              2003                 2002                  2003                  2002
<S>                   <C>                  <C>                  <C>                   <C>
Revenue               $                -   $        1,128,814   $         2,372,554   $         3,248,690
Operating Costs                        -          (1,170,620)           (2,695,541)           (3,515,012)

                         ----------------     ----------------     -----------------     -----------------

Net Loss              $                -   $         (41,806)   $         (322,987)   $         (266,322)
                         ================     ================     =================     =================
</TABLE>


5. Discontinued Operations - ISP Services

The Board of Directors of the Company  decided to discontinue  the  unprofitable
ISP services in the PRC. The Company's joint venture partner, Xin Hai, signed an
agreement  on June 22, 2001 to sell its ISP  operation  and related  assets to a
private company in Beijing, PRC for sales proceeds of $700,000. The agreement is
subject to  payments  being made by the other  party at  specified  dates and to
Company shareholders'  approval. The net assets classified as held for sale have
been grouped on the  accompanying  consolidated  balance sheets as Net Assets of
Discontinued Operations. As of September 30, 2003, $500,000 has been received as
a security  deposit for the  transaction.  A provision of $200,000 has been made
against the balance of the sales proceeds as the Company has determined that the
purchaser has a liquidity problem and may not be able pay the remaining balance.

The estimated  gain on disposal of the ISP  services,  together with the related
assets and liabilities to be disposed, is as follows:

      Sales proceeds                                         $        700,000
      Less :                 Capital assets                         (320,797)
                             Accounts receivable                    (289,871)
      Add :                  Deferred revenue                         317,321
      Less :                 Provision for doubtful debt            (200,000)
                                                                --------------
                                                             $        206,653
                                                                ==============

6. Basic and Diluted Earnings (Loss) Per Share

Basic  earnings  (loss) per share are computed by dividing  net earnings  (loss)
available to common stockholders by the weighted-average number of common shares
outstanding  during  the  period.  Diluted  earnings  per share is  computed  by
dividing net earnings available to common  stockholders by the  weighted-average
number of common shares  outstanding  during the period increased to include the
number  of  additional  common  shares  that  would  have  been  outstanding  if
potentially dilutive common shares had been issued.

The following  table sets forth the  computations of shares and net loss used in
the  calculation  of basic and diluted  loss per share for the  three-month  and
nine-month periods ended September 30, 2003 and 2002:

<TABLE>
<CAPTION>

                                                   Three months ended September 30,      Nine months ended September 30,
                                                           2003             2002               2003              2002
<S>                                                 <C>              <C>                <C>              <C>
Loss from continuing operations                     $      (31,593)  $      (128,253)   $     (163,505)  $       (300,337)

Loss from discontinued operations                                 -          (41,806)         (322,987)          (266,322)
                                                       -------------    --------------     -------------    ---------------

Net loss for the year                                      (31,593)         (170,059)         (486,492)          (566,659)

Weighted-average shares outstanding                      41,360,010        21,360,010        41,360,010         21,360,010

Effect of dilutive securities :

Dilutive options - $1.30                                          -                 -                 -                  -

                                      F-6

<PAGE>

Dilutive warrants - $0.50                                         -                 -                 -                  -

Dilutive warrants - $0.75                                         -                 -                 -                  -
                                                       -------------    --------------     -------------    ---------------

Dilutive potential common shares                                  -                 -                 -                  -
                                                       -------------    --------------     -------------    ---------------

Adjusted weighted-average shares and assumed
conversions                                              41,360,010        21,360,010        41,360,010         21,360,010

Loss per share attributable to common shareholders:
Loss from continuing operations                              (0.00)            (0.01)            (0.00)             (0.02)
Loss from discontinued operations                            (0.00)            (0.00)            (0.01)             (0.01)
                                                       -------------    --------------     -------------    ---------------
Total basic and diluted loss per share              $        (0.00)  $         (0.01)   $        (0.01)  $          (0.03)
                                                       =============    ==============     =============    ===============
</TABLE>

The effect of  outstanding  options and  warrants was not included as the effect
would be antidilutive.


7. Share Purchase Warrants

On April 1, 2003, the Company extended its outstanding  5,884,990 million Series
"A" Share Purchase Warrants as follows:

(i)       the  exercise  price of the  Series  "A" Share  Purchase  Warrants  is
          adjusted to $0.50 each and their term is extended to March 31, 2005:
(ii)      upon exercise of one Series "A" Share Purchase  Warrants at $0.50, the
          holder will receive one common share of the company and one Series "B"
          Share Purchase Warrant; and
(iii)     the  exercise  price of the  Series  "B" Share  Purchase  Warrants  is
          adjusted to $0.75 each and their term is extended to March 31, 2006;
(iv)      upon exercise of one Series "B" Share Purchase  Warrant at $0.75,  the
          holder will receive one common share of the Company.

8. Acquisition of Dawa Business Group Inc. ("Dawa")

On July 3, 2003, the Company  acquired 51% of the  outstanding and issued shares
of  Dawa in  exchange  for  49% of the  outstanding  and  issued  shares  of the
Company's subsidiary Windsor Education Academy Inc. ("Windsor").

Dawa's main business is the publication of a weekly Chinese community  newspaper
and a monthly magazine featuring education and employment in Vancouver's Chinese
community.  The Company acquired Windsor on December 10, 2002, a licensed school
specializing  in offering  English as a  Secondary  Language  ("ESL)  courses to
foreign students. The Company can promote Windsor and its affiliated educational
products through the Dawa publications.

Dawa's  financial  information is  incorporated  into the  consolidation  of the
Company  effective June 30, 2003, as the transactions that occurred between June
30,  2003 to July 2, 2003 were  immaterial.  The value  assigned  to assets  and
liabilities acquired can be summarized as follows :



                                      F-7

<PAGE>


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

     The information presented here should be read in conjunction with Xin Net
Corp.'s consolidated financial statements and related notes. In addition to
historical information, the following discussion and other parts of this
document contain certain forward-looking information. When used in this
discussion, the words "believes," "anticipates," "expects," and similar
expressions are intended to identify forward-looking statements. Such statements
are subject to certain risks and uncertainties, which could cause actual results
to differ materially from those projected due to a number of factors beyond the
Company's control. The Company does not undertake to publicly update or revise
any of its forward-looking statements even if experience or future changes show
that the indicated results or events will not be realized. Readers are cautioned
not to place undue reliance on these forward-looking statements, which speak
only as of the date hereof. Readers are also urged to carefully review and
consider the Company's discussions regarding the various factors, which affect
its business, included in this section and elsewhere in this report.

RESULTS OF OPERATIONS FOR THE QUARTER ENDED SEPTEMBER 30, 2003 COMPARED TO THE
SAME PERIOD IN 2002.

Revenues.  The Company had $78,040 in revenue in the period in 2003 from educa-
tional services, through its subsidiary, Windsor Education Academy Inc.
("Windsor"), which was acquired in late December 2002. The Company had $89,718
in revenue in the period in 2003 from commercial press, through its subsidiary,
Dawa Business Group Inc., ("Dawa"), which was acquired in early July 2003. The
Company discontinued the internet-related operations in China. Please refer to
Note 4 of the notes to the financial statements for details.

Cost of revenues. Cost of revenues was $31,992 for the three months ended
September 30, 2003, and represented costs incurred to generate Dawa revenues.
Cost of revenues consists primarily of printing costs, materials, and labor.
These costs are relatively fixed and do not fluctuate significantly.

Expenses. The Company incurred expenses in the quarter totaling $169,352 in 2003
compared to $38,545 in 2002. The largest components of expenses were consulting
and professional fees, wages, salaries, and sub-contract services, rent expense,
and corporate and administrative overhead. The increase in expenses was the
result of the expenses incurred related to the operations of Windsor, which was
acquired in late December 2002, and the commercial press operations of Dawa,
acquired in early July 2003. The Company discontinued the internet-related
operations in China and therefore all of the expenses related to these operation
are included in the caption "Loss from Discontinued Operations-Internet-related
Services" in the statement of operations.

Other income and expense. The Company had other income of $2,497 in the period
in 2003 compared to nil in 2002. The Company had a charge of ($21,705) in 2003
and a charge of ($89,708) in 2002 for equity loss in undistributed earnings of
the investee company.

Net Losses. The loss before minority interest and discontinued operations was
($52,791) in 2003 and ($128,253) in 2002. The net loss to common shareholders,
after minority interest deduction, was ($31,593) in 2003 and in 2002, after a
loss of ($44,806) from discontinued operations, the loss was ($170,059). The net
loss per share in the quarter was nominal in 2003 and ($.01) in 2002.

The Company expects the trend of losses to continue at the current rate until it
can achieve business operations in which revenues can equal or exceed expenses,
of which there can be no assurance.

                                       3

<PAGE>

Loss from discontinued operations. The loss from discontinued operations was nil
in the period in 2003 and $41,806 in 2002. Discontinued operations represents
net income and expenses of the Company's internet-related operations in China.
The Company entered into an agreement to sell the internet-related services
provided in China to a subsidiary company of Sino-i.com Ltd., a company listed
on the Hong Kong Stock Exchange for a total consideration of RMB 20 million
(approximately US$2,417,000). The transaction is still subject to the approval
of shareholders. As of September 30, 2003, the Company has received RMB 20
million as a security deposit for the transaction. The decision to sell was due
to the lack of funding and high competition in the market.


RESULTS OF OPERATIONS FOR THE NINE MONTH PERIOD ENDED SEPTEMBER 30, 2003 AS
COMPARED TO THE NINE MONTH PERIOD ENDED SEPTEMBER 30, 2002.

Revenues. The Company had $221,323 in revenue in the period in 2003 from
educational services. The Company had $89,718 in revenue in the period in 2003
from commercial press, which was acquired in early July 2003. The Company dis-
continued the internet-related operations in China. Please refer to Note 4 of
the notes to the financial statements for details.

Cost of revenues. Cost of revenues was $31,992 for the nine months ended
September 30, 2003, and represented costs incurred to generate Dawa revenues.
Cost of revenues consists primarily of printing costs, materials, and labor.
These costs are relatively fixed and do not fluctuate significantly.

Expenses.  The Company incurred expenses in the period totaling $406,232 in 2003
as compared to $143,462 in 2002. 2002. The largest components of expenses were
consulting and professional fees, wages, salaries, and sub-contract services,
rent expense, and corporate and administrative overhead The increase in expenses
was primarily the result of the expenses incurred related to the operations of
Windsor, which was acquired in late December 2002, and the commercial press
operations of Dawa, acquired in early July 2003. The Company discontinued the
internet-related operations in China and therefore all of the expenses related
to these operations are included in the caption "Loss from Discontinued
Operations-Internet-related Services" in the statement of operations.

Other income and expense. The Company had other income of $8,545 in the period
in 2003 compared to $12,463 in 2002. The Company had a charge of ($66,076) in
2003 and a charge of ($170,500) in 2002 for equity loss in undistributed earn-
ings of investee company.

Loss from Discontinued Operations.  The loss from discontinued operations was
($322,987) in the nine-month period in 2003 and ($266,322) in the same period of
2002. Discontinued operations represents net income and expenses of the
Company's internet-related operations in China. The Company entered into an
agreement to sell the internet-related services provided in China to a
subsidiary company of Sino-i.com Ltd., a company listed on the Hong Kong Stock
Exchange for a total consideration of RMB 20 million (approximately
US$2,417,000). The transaction is still subject to the approval of shareholders.
As of September 30, 2003, the Company has received RMB 20 million as a security
deposit for the transaction. The decision to sell was due to the lack of funding
and high competition in the market.

LOSS ON OPERATIONS

The Company had an operating loss of ($127,183) in the period in 2003 compared
to $143,462) in the same period in 2002.  The net loss in the period, after
minority interest adjustment, was ($163,505) in 2003 in the period, that when
combined with loss on discontinued operations of ($322,987) resulted in a
($486,492) loss for the period in 2003.  The loss in the period in 2002 was
($300,337) that, when combined with the (266,322) loss on discontinued opera-
tions resulted in a loss of ($566,659) in 2002.  The net loss per share was
($.01) in 2003 and ($.03) in 2002 in the nine month period.

LIQUIDITY AND CAPITAL RESOURCES

     The Company had net cash and cash equivalents of $3,258,999 at September
30, 2003, which will be used to fund continued operations. Management believes
cash is adequate to satisfy its cash requirements for at least the next twelve
months. The trend of operating losses could continue due to costs of equipment,
design of new value-added services, start up operations for new locations and
advertising and marketing, which precede development of additional revenue for
the Company.


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<PAGE>


     The Company has no other capital resources other than the ability to use
its common stock to achieve additional capital raising. It did not raise any
additional capital during the third quarter of 2003. It has equipment of $15,611
on the books, which is not necessarily liquid at such value. It has an invest-
ment in The Link Group, Inc. valued at $253,524. Other than cash capital, its
other assets would be illiquid.

     At the end of the quarter, it had $6,155,501 in current assets. It had
current liabilities of $6,319,922, which included a security deposit of $500,000
from the sale of its Internet Access Provision business in June 2001 and a
security deposit of $2,417,000 from the sale of its Internet related business in
February 2003.

     Net cash flows provided by continuing operations increased to $2,203,115 in
the first nine month period in 2003 from ($428,594) in the corresponding period
in 2002, primarily as a result of $2,417,000 received as a security deposit for
the sale of its Internet related business. Net cash flow used in investing
activities decreased to ($9,178) in first nine month period 2003 from ($220,063)
in the corresponding period in 2002, primarily due to cash paid ($600,300) for
its equity investment in The Link Group, Inc. during 2002 and offset by
($360,400) representing a reduction in the loan to Protectserve Pacific Ltd. Net
cash flow used in financing activities was $0 in first nine month period of 2003
compared to $28,885 for the nine month period of 2002, representing principal
payments on capital lease obligations.

Changes in Financial Condition:

     At the end of the third quarter 2003 Company assets had increased to
$6,611,898 compared to $3,918,160 at year-end 2002. Current assets increased to
$6,155,501 at the end of third quarter 2003 compared to $3,460,530 at year-end
2002 and total liabilities increased at end of third quarter 2003 to $6,319,922
compared to $3,176,765 at year-end 2002. At September 30, 2003 the Company had
$3,258,999 in cash compared to $957,133 at year-end 2002. Although working
capital decreased by $448,186, positive changes resulted from the sale of its
operations in China and the achievement of a private placement of stock for
$1,000,000 in late 2002.

Need for Additional Financing:

     The Company believes it has sufficient capital to meet its short-term cash
needs, including the costs of compliance with the continuing reporting
requirements of the Securities Exchange Act of 1934. However, if losses continue
it may have to seek loans or equity placements to cover longer term cash needs
to continue operations and expansion.

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

     If future revenue declines, or operations are unprofitable, it will be
forced to develop another line of business, or to finance its operations through
the sale of assets it has, or enter into the sale of stock for additional
capital, none of which may be feasible when needed. The Company has no specific
management ability, nor financial resources or plans to enter any other business
as of this date.

     The effects of inflation have not had a material impact on its operation,
nor is it expected to in the immediate future.


Market Risk:

     The Company's investments in The Link Group, Inc. will be subject to market
volatility. It does not hold any derivatives or other investments that are
subject to market risk. The carrying values of any financial instruments,
approximate fair value as of those dates because of the relatively short-term
maturity of these instruments which eliminates any potential market risk
associated with such instruments.

                                       5

<PAGE>

Future Trends:

     The Company will continue its cost-saving measures and ongoing efforts to
increase revenues in order to achieve profitability. However the Company cannot
assure that any profit on revenues can occur in the future. It may have to
continue to advertise and promote its business and operating losses may
continue. If the Company acquires additional capital, for example through sale
of stock in private placements or through investors exercising warrants, it may
be able to advertise and promote its services more aggressively and expand its
business more rapidly.

ITEM 3.  CONTROLS AND PROCEDURES

a.       Evaluation of Disclosure Controls and Procedures:

Disclosure controls and procedures are designed to ensure that information
required to be disclosed in the reports filed or submitted under the Exchange
Act is recorded, processed, summarized and reported, within the time period
specified in the SEC's rules and forms. Disclosure controls and procedures
include, without limitation, controls and procedures designed to ensure that
information required to be disclosed in the reports filed under the Exchange Act
is accumulated and communicated to management, including the Chief Executive
Officer and Chief Financial Officer, as appropriate, to allow timely decisions
regarding required disclosure. As of the end of the period covered by this
report, the Company carried out an evaluation, under the supervision and with
the participation of the Company's management, including the Company's Chief
Executive Officer and Chief Financial Officer, of the effectiveness of the
design and operation of the Company's disclosure controls and procedures. Based
upon and as of the date of that evaluation, the Chief Executive Officer and
Chief Financial Officer concluded that the Company's disclosure controls and
procedures are effective to ensure that information required to be disclosed in
the reports the Company files and submits under the Exchange Act is recorded,
processed, summarized and reported as and when required.

b.       Changes in Internal Control over Financial Reporting:

There were no changes in the Company's internal control over financial reporting
identified in connection with the Company evaluation of these controls as of the
end of the period covered by this report that could have significantly affected
those controls subsequent to the date of the evaluation referred to in the
previous paragraph, including any correction action with regard to significant
deficiencies and material weakness.



                                     PART II

                                OTHER INFORMATION

Item 1.           Legal Proceedings -

            On August 7, 2003, Xin Net Corp. was named as a defendant in the
Supreme Court of British Columbia seeking C$40,313 (US$29,744) allegedly due on
the contract between Edward Kheng Yoong Lee, Sidney Pak Lai Ho, Ricky Chung Hou
NG, and Lilian Lee ("Plaintiffs") and XIN NET Corp. for the sale of Windsor
Education Academy, Inc. XIN NET Corp. intends to vigorously defend the claim.

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<PAGE>

Item 2.           Changes in securities - None.

Item 3.           Defaults upon senior securities - None.

Item 4.           Submission of matters to a vote of security holders - None.

Item 5.           Other information - None.

Item 6.           Exhibits and reports on Form 8-K

                         (a) The following are filed as Exhibits to this
                    Quarterly Report. The numbers refer to the Exhibit Table of
                    Item 601 of Regulation S-K:

                                    Exhibit 31.1 - Sarbanes-Oxley Certification
                                    Exhibit 31.2 - Sarbanes-Oxley Certification
                                    Exhibit 32.1 - Sarbanes-Oxley Certification
                                    Exhibit 32.1 - Sarbanes-Oxley Certification

                         (b) Reports on Form 8-K filed  during the three  months
                    ended September 30, 2003. (incorporated by reference)

                                      8-K filed 7-29-03







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<PAGE>

                                   Signatures

         Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf of the
undersigned thereunto duly authorized.

Dated: November 20, 2003

                                          XIN NET CORP.



                                          by: /s/ Ernest Cheung
                                       ----------------------------
                                              Ernest Cheung,
                                             Secretary/Director









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