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                        ECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   Form 10-QSB

             [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

                For the quarterly period ended September 30, 2002
                                               ------------------
                                       OR

            [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

                  For the transition period from _____to ______

                         Commission file number: 0-30536

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

                                 FoneCash, Inc.
             (Exact name of registrant as specified in its charter)

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


           Delaware                                             22-3530573
           --------                                             ----------
(State or other jurisdiction of                              (I.R.S. Employer
 incorporation or organization)                             Identification No.)

     90 Park Avenue, 1700, New York, New York                   10016-1301
     (Address of principal executive offices)                  (Zip-Code)


Registrant's telephone number, including area code: (212) 984-0641


     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 such
filing requirements for the past 90 days. Yes X No__


     Indicate by check mark whether the  registrant  has filed all documents and
reports  required  to be  filed by  Sections  12,13,or  15(d) of the  Securities
Exchange Act of 1934 subsequent to the  distribution of securities  under a plan
confirmed by a court.


                                               Yes X No__

     The number of  outstanding  shares of the  registrant's  Common Stock,  par
value $.0001 per share, was 57,974,056 on September 30, 2002.

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<PAGE>


                                 Fonecash, Inc.
                         Quarterly Report on Form 10-QSB
                   For the Quarter Ended on September 30, 2002

                                Table of Contents



Part I.    FINANCIAL INFORMATION

Item 1     Consolidated Financial Statements (Unaudited)

            Balance Sheets as of September 30, 2002 and December 31, 2001

           Statement of Operations for the Period Ending September 30, 2002

           Statement of Cash Flow for the Period Ending September 30, 2002

           Notes to Consolidated Financial Statements

Item 2     Management's Discussion and Analysis of Financial Condition
           and Results of Operations

Part II    OTHER INFORMATION

          Incorporated  by reference in the  Company's  Form 10-SB,  Amendment 5
          registration  statement,  along with all exhibits,  submitted on May ,
          2000


<PAGE>
<TABLE>
<CAPTION>

                             FONECASH, INC. AND SUBSIDIARIES
                              (A Development Stage Company)
                               Consolidated Balance Sheets


                                         ASSETS
                                         ------

                                                           September 30,   December 31,
                                                               2002           2001
                                                           -----------    -----------
<S>                                                        <C>            <C>
Current assets:
    Cash                                                   $     1,686    $      --
    Accounts receivable                                         10,840         10,840
    Stock subscriptions receivable                              20,694           --
    Inventory                                                  177,800        177,800
    Prepaid expenses                                            25,000         25,000
                                                           -----------    -----------
                                                               236,020        213,640
                                                           -----------    -----------

Property and equipment, net                                     10,199         30,320
                                                           -----------    -----------

Other assets:
    Patent rights, net                                           1,250          2,000
    Other                                                         --             --
                                                           -----------    -----------
                                                                 1,250          2,000
                                                           -----------    -----------

                                                           $   247,469    $   245,960
                                                           ===========    ===========


                         LIABILITIES AND STOCKHOLDERS' DEFICIT
                         -------------------------------------

Current liabilities:
    Accounts payable                                       $   153,008    $   161,478
    Due to officer/stockholder                                 468,303        478,691
    Notes payable                                              211,601        196,024
                                                           -----------    -----------
                                                               832,912        836,193
                                                           -----------    -----------

Stockholders' deficit :
    Preferred stock; $.0001 par value; authorized -
        10,000,000 shares; issued - none                          --             --
    Common stock; $.0001 par value; authorized -
        500,000,000 shares; issued and outstanding -
        57,974,056 shares in 2002 and 14,899,056 in 2001         5,797          1,490
    Additional paid-in capital                               4,365,963      3,127,624
    Treasury stock, 500 shares at cost                          (1,500)        (1,500)
    Deficit accumulated during the development stage        (4,955,703)    (3,717,847)
                                                           -----------    -----------
                                                              (585,443)      (590,233)
                                                           -----------    -----------

                                                           $   247,469    $   245,960
                                                           ===========    ===========


                   See accompanying notes to the financial statements.

                                            3
</TABLE>

<PAGE>
<TABLE>
<CAPTION>

                               FONECASH, INC. AND SUBSIDIARIES
                                (A Development Stage Company)
                            Consolidated Statements of Operations


                                                  Nine            Nine        Aug. 7, 1997
                                              Months Ended    Months Ended   (Inception) to
                                              September 30,   September 30,   September 30,
                                                  2002            2001            2002
                                              ------------    ------------    ------------
<S>                                           <C>             <C>             <C>
Revenue:
  Sales                                       $       --      $     15,660    $     10,840
  Cost of sales                                       --             8,524           5,662
                                              ------------    ------------    ------------
    Gross profit                                      --             7,136           5,178
  Interest income                                       44              17           5,255
                                              ------------    ------------    ------------

    Total revenue                                       44           7,153          10,433
                                              ------------    ------------    ------------

Costs and expenses:
  Depreciation                                      20,121          55,035         210,426
  Amortization                                         750             805           4,118
  Research and development, related party             --             9,700         432,256
  Officer's compensation                           228,110           1,200         941,539
  Impairment of investment in related party           --              --            50,000
  Impairment of investment in subsidiaries            --           450,000         450,000
  General and administrative                       988,919         460,770       2,877,797
                                              ------------    ------------    ------------
                                                 1,237,900         977,510       4,966,136
                                              ------------    ------------    ------------

Net loss                                      $ (1,237,856)   $   (970,357)   $ (4,955,703)
                                              ============    ============    ============

Basic and diluted loss per common share       $       (.03)   $       (.13)
                                              ============    ============

Weighted average common shares outstanding      37,318,488       7,660,617
                                              ============    ============











                     See accompanying notes to the financial statements.

                                              4
</TABLE>


<PAGE>
<TABLE>
<CAPTION>

                                                   FONECASH, INC. AND SUBSIDIARIES
                                                    (A Development Stage Company)
                                     Consolidated Statements of Changes in Stockholders' Equity
                                   For the Period August 7, 1997 (Inception) to September 30, 2002


                                                                                                                          Deficit
                                                                                                                        Accumulated
                                                           Common Stock          Additional       Treasury Stock         During the
                                                    --------------------------     Paid-in   ------------------------   Development
                                                       Shares         Amount       Capital     Shares       Amount         Stage
                                                    -----------    -----------   ----------- -----------  -----------   -----------
<S>                                                 <C>            <C>           <C>         <C>          <C>           <C>
Balances, August 7, 1997 (inception)                       --      $      --     $      --          --    $      --     $      --

    Common stock issued for services
        and costs advanced, valued at
        $.0001 per share                              2,000,000            200          --          --           --            --

    Common stock issued for services,
        valued at $.15 per share                        200,000             20        29,980        --           --            --

    Net loss for the period                                                                                                 (61,404)
                                                    -----------    -----------   ----------- -----------  -----------   -----------

Balances, December 31, 1997                           2,200,000            220        29,980        --           --         (61,404)

    Sale of common stock ($.4156 per share)             204,500             20        84,965        --           --            --

    Net loss                                                                                                                (95,211)
                                                    -----------    -----------   ----------- -----------  -----------   -----------

Balances, December 31, 1998                           2,404,500            240       114,945        --           --        (156,615)

    Sale of common stock ($.7622 per share)           1,098,505            110       837,160        --           --            --

    Services contributed by the
        president of the Company                           --             --          60,000        --           --            --

    Common stock issued for services,
        valued at $.81 per share                        333,333             33       269,967        --           --            --

    Net loss                                                                                                               (785,366)
                                                    -----------    -----------   ----------- -----------  -----------   -----------

Balances, December 31, 1999                           3,836,338            383     1,282,072        --           --        (941,981)

    Sale of common stock ($1.25 per share)               25,000              3        31,247        --           --            --

    Common stock issued for services,
        valued at $.11 per share                      1,466,667            147       157,353        --           --            --

    Common stock issued for services,
        valued at $.5312 per share                      623,367             62       331,071        --           --            --

    Purchase of treasury stock                             --             --            --           500       (1,500)         --

    Net loss                                                                                                               (897,368)
                                                    -----------    -----------   ----------- -----------  -----------   -----------

Balances, December 31, 2000                           5,951,372    $       595   $ 1,801,743         500  $    (1,500)  $(1,839,349)

    Common stock issued for services,
        valued at $.12 per share                      6,959,708            696       858,080        --           --            --

    Sale of common stock ($.017 per share)            1,087,976            109        17,891        --           --            --

    Common stock issued in acquisition
        of subsidiaries, valued at $.50 per share       900,000             90       449,910        --           --            --

    Net loss                                                                                                             (1,878,498)
                                                    -----------    -----------   ----------- -----------  -----------   -----------

Balances, December 31, 2001                          14,899,056    $     1,490   $ 3,127,624         500  $    (1,500)  $(3,717,847)

    Sale of common stock ($.011 per share)           14,275,000          1,427       163,219        --           --            --

    Common stock issued for services,
        valued at $.04 per share                     28,800,000          2,880     1,075,120        --           --            --

    Net loss for the period                                                                                              (1,237,856)
                                                    -----------    -----------   ----------- -----------  -----------   -----------

Balances, September 30, 2002                         57,974,056          5,797     4,365,963         500       (1,500)   (4,955,703)
                                                    ===========    ===========   =========== ===========  ===========   ===========


                                         See accompanying notes to the financial statements.

                                                                  5

</TABLE>


<PAGE>
<TABLE>
<CAPTION>

                                     FONECASH, INC. AND SUBSIDIARIES
                                      (A Development Stage Company)
                                  Consolidated Statements of Cash Flows


                                                                  Nine          Nine        Aug. 7, 1997
                                                              Months Ended   Months Ended   (Inception) to
                                                              September 30,  September 30,   September 30,
                                                                  2002          2001            2002
                                                              -----------    -----------    -----------
<S>                                                           <C>            <C>            <C>
Cash flows from operating activities:
    Net loss                                                  $(1,237,856)   $  (970,357)   $(4,955,703)
    Adjustments to reconcile net loss to net
         cash used in operating activities
         Depreciation                                              20,121         55,035        210,426
         Amortization                                                 750            805          4,118
         Common stock issued for services                       1,078,000        386,000      2,785,609
         Common stock issued in acquisition of subsidiaries          --          450,000        450,000
         Write-down of lost inventory                                --             --           26,538
         Changes in assets and liabilities
            Increase in accounts receivable                          --          (15,660)       (10,840)
            (Increase) decrease in inventory                         --         (166,476)      (204,338)
            Increase in prepaid expenses                             --             --          (25,000)
            Increase (decrease) in accounts payable                (8,470)        93,393        153,008
                                                              -----------    -----------    -----------
    Net cash used in operating activities                        (147,455)      (167,260)    (1,566,182)
                                                              -----------    -----------    -----------

Cash flows from investing activities:
    Organization costs                                               --             --             (368)
    Purchases of property and equipment                              --             --         (220,625)
    Acquisition of patent rights                                     --             --           (5,000)
                                                              -----------    -----------    -----------
    Net cash used in investing activities                            --             --         (225,993)
                                                              -----------    -----------    -----------

Cash flows from financing activities:
    Proceeds from short-term debt                                  32,625         23,637        274,949
    Repayment of short-term debt                                  (17,048)       (15,974)       (63,348)
    Increase (decrease) in amounts
       due to an officer/stockholder                              (10,388)       147,215        468,303
    Purchase of treasury stock                                       --             --           (1,500)
    Proceeds from sale of common stock                            143,952         18,000      1,115,457
                                                              -----------    -----------    -----------
    Net cash provided by financing activities                     149,141        172,878      1,793,861
                                                              -----------    -----------    -----------

Net increase (decrease) in cash                                     1,686          5,618          1,686
Cash at beginning of period                                          --            1,822           --
                                                              -----------    -----------    -----------

Cash at end of period                                         $     1,686    $     7,440    $     1,686
                                                              ===========    ===========    ===========


                           See accompanying notes to the financial statements.

                                                    6
</TABLE>

<PAGE>


                         FONECASH, INC AND SUBSIDIARIES
                          (A Development Stage Company)
                                   Form 10QSB
                        Quarter Ended September 30, 2002
                   Notes to Consolidated Financial Statements

Note 1 - Condensed Consolidated Financial Statements


Basis of Presentation
---------------------


The accompanying interim unaudited consolidated financial statements include the
accounts of FoneCash,  Inc. and its subsidiaries which are hereafter referred to
as (the  "Company").  All  intercompany  accounts  and  transactions  have  been
eliminated in  consolidation.  These financial  statements have been prepared in
accordance with accounting  principles  generally  accepted in the United States
for interim  financial  information and with the  instructions to Form 10-QSB of
Regulation  S-B.  Accordingly,  they do not include all of the  information  and
footnotes  required by accounting  principles  generally  accepted in the United
States for complete  financial  statements.  In the opinion of management,  such
interim  statements  reflect all  adjustments  (consisting  of normal  recurring
accruals)  necessary to present fairly the financial position and the results of
operations  and cash flows for the  interim  periods  presented.  The results of
operations  for these  interim  periods are not  necessarily  indicative  of the
results to be expected for the year ending  December 31, 2002.  These  financial
statements should be read in conjunction with the audited  financial  statements
and footnotes included in the Company's report on Form 10-KSB for the year ended
December 31, 2001.


Note 2 - Stockholders' Equity (Deficit)



Common Stock


Since  December 31,  2001,  the Company has issued  23,400,000  shares of common
stock for consulting  services and 5,400,000 shares for officers'  compensation,
valued at $.04 per share. The Company has also sold 14,275,000  shares of common
stock at an average price of $.01 per share.



Loss Per Common Share
---------------------


Loss per common  share is  computed  by  dividing  the net loss by the  weighted
average shares outstanding during the period.


                                       7
<PAGE>




Item 2.  Management's Discussion and Analysis

This Quarterly Report on Form 10-QSB,  including the information incorporated by
reference  herein,  includes  "forward looking  statement" within the meaning of
Section 27A of the  Securities  Act of 1933,  as amended (the "Act") and Section
21E of the  Securities  Act of  1934,  as  amended  ("Act  of  34").  All of the
statements  contained  in this  Quarterly  Report  on Form  10-QSB,  other  than
statements of historical fact, should be considered forward looking  statements,
including,  but not limited  to,  those  concerning  the  Company's  strategies,
objectives and plans for expansion of its  operation,  products and services and
growth in demand for it's products and services. There can be no assurances that
these  expectations  will prove to have been correct.  Certain important factors
that  could  cause  actual  results  to  differ  materially  from the  Company's
expectations  (the  "Cautionary  Statements")  are  disclosed in this  Quarterly
report  on  Form  10-QSB.  All  subsequent  written  and  oral  forward  looking
statements  by or  attributable  to the Company or persons  acting on behalf are
expressly qualified in their entirety by such Cautionary  Statements.  Investors
are cautioned not to place undue  reliance on these forward  looking  statements
which  speak  only  as of the  date  hereof  and are not  intended  to give  any
assurance as to future results. The Company undertakes no obligation to publicly
release any revisions to these  forward-looking  statements to reflect events or
reflect the occurrence of unanticipated events.

Fonecash,  Inc. (the "Company") was incorporated  under the laws of the State of
Delaware on August 7,1997 and is in its development stage. The first sale of its
products was made in during this period.

The Company incurred  operating losses of $4,955,703 from Inception to September
30,  2002.  The  Company  expects  its  accumulated  deficit  to  grow  for  the
foreseeable  future as total costs and expenses  increases  due  principally  to
increased  marketing  expenses  associated with its plans to undertake trials of
its  products and  services.  There can be no  assurances  that the Company will
complete  successful  trials of its products and services,  nor that  sufficient
revenues will be generated from the possible sales of such products and services
to allow the Company to operate profitably.

General

The  Company  has  developed a system of  processing  credit  cards for an under
served community of low volume merchants and in-home salespersons  consisting of
a  terminal  and a system of  computers,  utilizing  established  communications
networks, both wired and wireless, for processing the data from credit and debit
cards.

Terminals are  electronic  collectors of credit and debit data from the magnetic
stripe  on cards.  In the case of debit and  credit  cards the  Fonecash  system
collects the data from the magnetic stripe when a merchant  accepts the card for
payment of goods or services.  This data is transmitted to processors  where the
validity  of the card  number is  confirmed  and the amount of the  purchase  is
authorized to the cardholder's account. Settlement occurs when the collected and
stored  data is sent to the card  issuing  bank  which  charges  the  customer's
account and  electronically  deposits  payment in the  merchant's  bank account,
usually within 24 - 48 hours.


                                       8
<PAGE>

The Company  intends to market a product line and a complete  processing  system
that is high  quality and simple to operate,  because the  Company,  and not the
individual merchant, takes the responsibility for closing the day's receipts and
uploading  the data to a third party  payment  processor,  such as  Paymenttech,
Visanet, or First Data Resources, for settlement which results in payments being
deposited in the merchants'  bank account within 48 hours.  Because the Company,
not only provides a terminal,  but also, provides a service that facilitates the
collection of daily payment  receipts,  and transmits these electronic  receipts
for payment and deposit of funds to each merchant,  the Company believes that it
will be able to compete  with the  current  makers of  terminals,  who only sell
terminals,  but also,  able to compete with payment  processors who only support
terminals  which transmit credit card data to their computers after the merchant
has manually closed out the day's electronic receipts and transmitted the totals
to the payment processor.

The Company  intends to establish up to three master  distributors in the United
States  with  the  most  likely  candidates  being  current   Independent  Sales
Organizations  (ISO's) who are already  engaged in the business of  distributing
automated  credit card  processing  terminals to established  merchants who have
been approved by their sponsoring banks.  These ISO's have trained  commissioned
sales  persons and have an interest in  placement  of any terminal in the market
regardless of manufacturer.

The  Company  has never  operated  under any  other  name,  nor has it ever been
involved with any bankruptcy,  receivership or similar  proceeding or engaged in
any material  reclassification,  merger,  consolidation,  or purchase or sale of
assets.

Results of Operation


General and administrative  expenses during the period ending September 30, 2002
were $988,919 as compared to $460,770 for the same period in 2001,  representing
an increase of  $528,149.  The  increase  during the three month  period  ending
September 30, 2002 was primarily due to cost associates  with legal,  accounting
and manufacturing of samples of the Company's wireless products.

Compensation  and related  benefits  during  these three months was $228,110 and
represented compensation to its consultant; but not to its president whose total
compensation for the three months ended September 30, 2002. amounted $3,000.

Balance Sheet Data

The Company's combined cash and cash equivalents totaled $236,020 for the period
ending  September 30, 2002. This is an increase of $22,380 from $213,640 for the
period ending December 31, 2001


                                       9
<PAGE>

The  Company  does not expect to generate a positive  internal  cash flow for at
least the next six months due to expected  increase in spending for salaries and
the expected costs of marketing and sales activities.

Property and equipment was valued at $10,199 for the period ending September 30,
2002 and this represents a decrease of $20,121 representing  depreciation on the
molds which have a useful life of 3 years and are depreciated on a straight-line
basis.

Part II           Other Information

         Item 1            Legal Proceedings

On April 8, 2002,  the  Company  was served  with a Notice of an  Administrative
Hearing at the Securities and Exchange  Commission  (SEC) offices in Washington,
D.C.  to be held on April 23,  2002,  relating  to  certain  allegations  of the
Enforcement  Division of the SEC,  that a  Registration  Statement on Form SB-2,
filed on December 26, 2001 and amended thereafter,  contained misrepresentations
and omissions of material  facts.  The  Commission  seeks to have the ability to
sell shares  registered  pursuant to the  Registration  Statement  stopped.  The
Company is currently in discussions  with the SEC to resolve this matter without
a hearing and believes  that this matter will be resolved  shortly,  in a manner
that will not  materially  affect the ability to operate or to engage in further
financing.  On May 21, 2002, The Company  executed an Offer of Settlement to the
administrative  proceeding  agreeing  to allow the  Commission  to  suspend  the
Registration  Statement and all amendments previously filed by the Company. This
agreement and the Consent to the findings  contained  therein are limited solely
to the Proceeding  and any other  proceeding to which the Commission is a party,
except the pending Civil Action,  and are made without  admitting or denying the
accuracy of the  allegations  in the  Commission's  Statement  of Matters or any
Order Making Finding and Issuing Stop Order which may be issued. This matter has
been resolved and the registration statement withdrawn. The Company is complying
with all requirements in the Consent order.



Also,  on April 8, 2002, in a concurrent  action,  the Company was served with a
Summons and Complaint, entitled Securities and Exchange Commission, Plaintiff v.
Fonecash,  Inc,  and  Daniel E.  Charboneau,  Defendants,  entered at the United
States  District  Court,  District of  Columbia.  This action  contains the same
allegations  as in the  Notice of  Administrative  Hearing,  related  to alleged
misrepresentations and omission in the filings of the Company. The Company is in
discussions  with the  Commission  related to the  resolution of this matter and
believes  that a resolution  will  shortly be reached  that will not  materially
impact on the  operations of the Company.  The Company has filed a Motion for an
extension  on the time to file an  Answer to the  Complaint  and is  awaiting  a
decision of the court.  On May 9, 2002, The Company  executed and entered into a
consent agreement of Preliminary Injunctions in the pending action. This Consent
was without admitting or denying the allegations of the Commission's  Complaint.
The proposed  Order enjoins the Company from  violating,  directly or indirectly
the Rules of the Securities  Act of 1933 as cited in the  Complaint.  This civil
action has not been resolved,  and the Company has decided to litigate this case
as it believes  it has  defenses  to the  allegations.  It is the opinion of the
Company  that the matter will reach a  resolution  that does not have a material
adverse effect on the Company.



                                       10
<PAGE>

The Company has been served  with a Summons and  Complaint  from Fleet  National
Bank in an  action  commenced  in the  Supreme  Court of the  State of New York,
County of New York entitled,  Fleet National Bank v.  Fonecash,  Inc,  Jean-Paul
Charboneau,  Individually and Jiann-Shong Wu,  Individually.  This action is for
the failure to pay the monthly  payments on a Line of Credit with Fleet National
Bank. The Plaintiff has obtained a judgment against the defendants.  The Company
is seeking a method to pay the outstanding balance so as not to adversely affect
the  Company.  If the judgment  creditor  seeks to enforce the judgment it would
have an adverse material effect on the Company to operate.



The Company has been served with a Summons and Complaint from Edgar Filings, LTD
in an action commenced in Harris County,  Texas, entitled Edgar Filings, Ltd. v.
FoneCash,  Inc. This action is for failure to pay various invoices  amounting to
$2,303.31 for services  incurred for filings  documents  with the Securities and
Exchange Commission.  The Plaintiff has received a judgment against the Company.
The Company intends to pay the amount due upon receipt of funds. If the judgment
creditor  seeks to enforce the  judgment it would have an adverse  effect on the
ability of the Company to operate.

The Company has been threatened  with  litigation  related to the use of Merrill
Communications  LLC. Merrill was used to file the Company's filings on the EDGAR
system. They claim that a balance of $21,371.07, including interest is currently
due.  The  Company  has  not  yet  been  served  with a  Complaint  by  Merrill.
Furthermore,  the Company disputes the total amount due to Merrill.  The Company
believes that a resolution  will be worked out that will not  materially  affect
the Company.  However,  if a resolution can not be worked out, a judgment in the
amount sought by Merrill might have a material  adverse impact on the operations
of the Company at this point in time.  At present the Company has a  preliminary
resolution  with the claimant to make payments on the  outstanding  amount.  The
Company has made an initial  payment.  If the creditor was to reduce the amount,
sue to judgment, after instituting litigation,  any enforcement of the judgment,
it would  have an  adverse  material  effect on the  ability  of the  Company to
operate.



     On August 13, 2002, the United Stated Attorney for the Southern District of
Florida  handed up an  indictment in the United  States  District  Court for the
Southern  District  of  Florida,  naming four  defendants,  including  Daniel E.
Charboneau,  President, CEO and Chairman of the Company. The indictment does not
name the Company,  or any other Company  employee.  Although  alleging a broader
conspiracy,  the indictment  alleges that Mr. Charboneau  engaged in a scheme to
circumvent  and  violated  certain  restrictions  on the  raising of capital for
public companies  through the sale of restricted  shares at an inflated price in
the  Company  and the  maximum  amount  that  can be  paid  for  commissions  to
intermediaries,  among other  counts of various  wire and mail fraud.  The other
defendants  named in the  indictment  have no involvement in the business of the
Company.  Mr.  Charboneau  has  entered a plea of "Not  Guilty"  to the  charges
against him and intends to vigorously  defend  himself.  The Company  intends to
continue  its  normal  day-to-day   business  operations  while  Mr.  Charboneau
vigorously  contest the  allegations .It is impossible to determine at this time
if this action will have any material affect on the Company.

                                       11
<PAGE>

         Item 2            Changes in Securities


     During the period ending June 30, 2002, the Company issued shares of common
stock to non-domestic investors for cash in accordance with Regulation S.


         Items 3  Defaults upon Senior Securities

                  None


         Item 4            Submission of Matters to a Vote of Security Holders

                  None

         Item 5            Other Information
                           Regulation FD Disclosure

     Certification  Pursuant to 18 U.S.C.,  Section 1350, As Adopted Pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.

     I,  Daniel E.  Charboneau,  Chief  Executive  Officer  and Chief  Financial
Officer of FoneCash,  Inc. (the  "Company"),  certify pursuant to Section 906 of
the Sarbanes-Oxley Act of 2002, 18 U.S.C., Section 1350, that::

E.   the Company's  Quarterly Report on Form 10-QSB for the fiscal quarter ended
     September 30, 2002, as files with the Securities and Exchange Commission on
     the date hereof (the  "Report")  fully  complies with the  requirements  of
     Section 13(a) or 15(d) for the Securities Exchange Act of 1934; and

F.   the information  contained in the Report fairly  presents,  in all material
     respects,  the financial  condition and results of operation of the Company
     for the period presented therein.

                                                     /s/Daniel E. Charboneau
                                                     Chief Executive Officer
                                                     Chief Financial Officer
                                                     November 20, 2002

         Item 6            Exhibits and reports on Form 8-K

a.       Exhibit Index

b.       Reports of Form 8-K



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<PAGE>

Signatures

In accordance with the  requirements of the Exchange Act, the registrant  caused
this report to be signed on its behalf by the undersigned who is duly authorized
to sign as an officer and as the principal officer of the Company.

Fonecash, Inc

By:      /s/ Daniel E. Charboneau
         ---------------------------------------------------------
         Daniel E. Charboneau, Chairman/CEO

Date:    November 20, 2002





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