UNITED STATES
                SECURITIES AND EXCHANGE COMMISSION
                      Washington, D.C. 20549

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

                           FORM 10-QSB

(Mark One)

[X]    Quarterly report pursuant to Section 13 or 15(d) of the Securities
       Exchange Act of 1934 for the period ended September 30, 2003

                                OR

[ ]    Transition report pursuant to Section 13 or 15(d) of the Securities
       Exchange Act of 1934

                Commission file number: 000-30382

                  DataLogic International, Inc.
-----------------------------------------------------------------------
      (Exact name of registrant as specified in its charter)



          Delaware                              330755473
          --------                              ---------
   (State or other jurisdiction of    (I.R.S. Employer Identification No.)
   incorporation or organization)


    18301 Von Karman Ave, Suite 250, Irvine, California 92612
-----------------------------------------------------------------------
             (Address of principal executive offices)

                          (949) 260-0120
                  -----------------------------
                 (Registrant's telephone number)


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 [ ]

As of November 12, 2003, there were 35,824,996 shares of the issuer's Common
Stock outstanding.

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



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




<PAGE>


                              INDEX



PART I.  FINANCIAL INFORMATION

  Item 1. Consolidated Financial Statements

          Unaudited Consolidated Balance Sheets - Nine Months Ended
          September 30, 2003 ...........................................3

          Unaudited Consolidated Statement of Operations  Three and
          Nine Months Ended September 30, 2003 and 2002 ................4

          Unaudited Consolidated Statement of Cash Flows  Nine Months
          Ended September 30, 2003 and 2002 ............................5

          Notes to Unaudited Consolidated Financial Statements .........6

  Item 2. Management's Discussion and Analysis of Financial Condition
          and Results of Operations ....................................13

  Item 3. Quantitative and Qualitative Disclosures About Market Risk ...17

  Item 4. Controls and Procedures ......................................17


PART II.  OTHER INFORMATION

  Item 1. Legal Proceedings ............................................17
  Item 2. Changes in Securities ........................................17
  Item 3. Defaults upon Senior Securities ..............................17
  Item 4. Submission of Matters to a Vote of Security Holders ..........17
  Item 5. Other Information ............................................18
  Item 6. Exhibits and Reports Filed on Form 8-K........................18


SIGNATURES .............................................................18





















<PAGE> 2


                  PART I. FINANCIAL INFORMATION

ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS


           DATALOGIC INTERNATIONAL, INC. & SUBSIDIARIES
                    CONSOLIDATED BALANCE SHEET
                        SEPTEMBER 30, 2003
                           (Unaudited)

                              ASSETS
                             -------
CURRENT ASSETS:
  Cash & cash equivalents                                    $     24,865
  Accounts receivable                                           2,378,752
  Inventory                                                        90,402
  Prepaid expenses                                                  1,462
                                                             -------------
     Total current assets                                       2,495,481

PROPERTY AND EQUIPMENT, net                                       110,301

DEPOSITS                                                           39,910

CLIENT LIST, net                                                   25,406
                                                             -------------
                                                             $  2,671,098
                                                             =============
               LIABILITIES AND STOCKHOLDERS' EQUITY
               ------------------------------------

CURRENT LIABILITIES:
  Accounts payable & accrued expenses                        $    812,662
  Line of credit                                                  328,393
  Note payable - officer                                          154,000
  Note payable                                                    258,200
  Due to factor                                                   992,068
                                                             -------------
     Total current liabilities                                  2,545,323

MINORITY INTEREST                                                  35,189

STOCKHOLDERS' EQUITY
  Common stock, .001 par value; Authorized shares 100,000,000
    Issued and outstanding shares 35,824,996                       35,825
  Additional paid in capital                                    1,494,021
  Treasury stock                                                  (10,000)
  Shares to be issued                                              57,000
  Accumulated deficit                                          (1,486,260)
                                                             -------------
     Total stockholders' equity                                    90,586
                                                             -------------

                                                             $  2,671,098
                                                             =============

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

<PAGE> 3
<TABLE>
<CAPTION>

           DATALOGIC INTERNATIONAL, INC. & SUBSIDIARIES
              CONSOLIDATED STATEMENTS OF OPERATIONS
                           (Unaudited)


                              For the three month periods  For the nine month periods
                                  ended September  30,        ended September 30,
                                   2003         2002           2003          2002
                              ------------- ------------- -------------- -------------
<S>                           <C>           <C>           <C>            <C>
Net revenue                   $  2,780,609  $    655,301  $   7,763,639  $  1,395,516

Cost of revenue                  2,446,165       606,045      7,034,904     1,288,200
                              ------------- ------------- -------------- -------------

Gross profit                       334,444        49,256        728,735       107,316

Operating expenses                 128,351        51,106      1,029,739       265,798
                              ------------- ------------- -------------- -------------

Income (Loss) from Operations      206,093        (1,850)      (301,004)     (158,482)

Non-Operating Income (expense):
   Loss on settlement of debts           -             -              -       (20,000)
   Factoring Expense               (72,095)       (3,010)      (102,077)       (3,010)
   Interest expense                (20,116)       (7,061)       (50,614)      (14,744)
                              ------------- ------------- -------------- -------------
     Total non-operating
       income (expense)            (92,211)      (10,071)      (152,691)      (37,754)
                              ------------- ------------- -------------- -------------
Income (Loss) before
 income tax                        113,882       (11,921)      (453,695)     (196,236)

Provision for income tax                 -             -          1,600         1,600

Minority interest allocation       (13,722)            -        (17,039)            -
                              ------------- ------------- -------------- -------------

Net Income (Loss)             $    100,160  $    (11,921) $    (472,334) $   (197,836)
                              ============= ============= ============== =============
Basic and diluted net
 income (loss) per share      $      0.003  $     (0.000) $      (0.015) $     (0.008)
                              ============= ============= ============== =============
Basic and diluted weighted
  average shares outstanding    36,929,887    25,962,093     32,078,736    25,720,335
                              ============= ============= ============== =============









Weighted average number of shares used to compute basic and diluted loss per share for
the nine month periods ended September 30, 2003 and 2002 and three month period ended
September 30, 2002 are the same since the effect of dilutive securities is anti-
dilutive.


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

</TABLE>
<PAGE> 4
           DATALOGIC INTERNATIONAL, INC. & SUBSIDIARIES
              CONSOLIDATED STATEMENTS OF CASH FLOWS
                           (Unaudited)



                                                  For the nine month periods
                                                       ended September 30,
                                                       2003          2002
                                                  ------------- -------------
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss                                        $   (472,334) $   (197,836)
  Adjustments to reconcile net loss to net cash
   used in operating activities:
    Depreciation and amortization                       27,535         4,023
    Loss on settlement of debts                              -        20,000
    Issuance of shares for service                     756,090        66,000
    Issuance of shares for compensation                 90,334             -
    Minority Interest                                   35,189             -
    (Increase) decrease in current assets:
          Receivables                               (1,951,032)     (372,159)
          Prepaid expenses                               4,573         5,678
          Inventory                                    (68,974)            -
          Deposits                                     (37,636)          385
    Increase (decrease) in current liabilities:
          Accounts payable and accrued expense        (139,368)       49,490
                                                  ------------- -------------
  Total Adjustments                                 (1,283,289)     (226,583)
                                                  ------------- -------------
       Net cash used in operating activities        (1,755,623)     (424,419)
                                                  ------------- -------------
CASH FLOWS FROM INVESTING ACTIVITIES
    Purchase of treasury stock                         (10,000)            -
    Acquisition of property & equipment                (43,986)       (8,680)
                                                  ------------- -------------
       Net cash used in investing activities           (53,986)       (8,680)
                                                  ------------- -------------
CASH FLOWS FROM FINANCING ACTIVITIES:
    Proceeds from factor                             1,587,100       132,069
    Proceeds from loan                                 246,803       142,400
    Proceed from line of credit                            571       158,630
                                                  ------------- -------------
       Net cash provided by  financing activities    1,834,474       433,099
                                                  ------------- -------------

NET INCREASE IN CASH & CASH EQUIVALENTS                 24,865             -

CASH & CASH EQUIVALENTS, BEGINNING BALANCE                   -             -
                                                  ------------- -------------
CASH & CASH EQUIVALENTS, ENDING BALANCE           $     24,865  $          -
                                                  ============= =============





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

<PAGE> 5


DATALOGIC INTERNATIONAL, INC. & SUBSIDIARY
NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
-----------------------------------------------------------------------

NOTE 1 - DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION

DataLogic International, Inc. (formerly, Topclick International, Inc.) (the
"Company") was incorporated on October 3, 1996 in the state of Delaware. The
Company changed its name from Galveston Oil & Gas, Inc. to Topclick
International, Inc. on February 5, 1999. The Company was developing an
Internet website for providing users with a one-stop information index to the
top Internet guides. On July 23, 2001, the board of directors approved the
amendment of the Company  certificate of incorporation to change its name to
DataLogic International, Inc.

On July 20, 2001, the Company acquired 100% shares outstanding of DataLogic
Consulting, Inc. (DCI), a Texas Corporation, and became a parent Company. DCI
provides SAS consulting services, Telecommunication and Wireless consulting
services, Web design and E-commerce development, and IT staffing and offshore
development services to various industries throughout the country. DCI was
formed on August 20, 1993.

On June 2, 2003, the Company closed a transaction, whereby it acquired 51% of
the issued and outstanding shares of capital stock of i-PhoneHome, Inc., a
California corporation which was 100% owned by several individuals. In
exchange for 51% of the shares common stock of i-PhoneHome, Inc., the Company
will issue i-PhoneHome, Inc. fifty-seven thousand ($57,000) dollars in
restricted common stock.  On December 2, 2003, the company will issue
i-PhoneHome, Inc. an additional forty thousand ($40,000) dollars in restricted
common stock provided that this agreement remained valid and that i-PhoneHome,
Inc. is profitable on or about this date.  On March 2, 2004, the Company will
issue i-PhoneHome, Inc. an additional forty thousand ($40,000) in restricted
common stock provided that this agreement remained valid and that i-PhoneHome,
Inc. is profitable on or about this date. i-PhoneHome, Inc. develops and
markets voice over IP (VoIP) phone products.

On July 24, 2003, i-PhoneHome, Inc. changed its name to IPN Communications,
Inc.

Basis of presentation

The accompanying unaudited condensed consolidated interim financial statements
have been prepared in accordance with the rules and regulations of the
Securities and Exchange Commission for the presentation of interim financial
information, but do not include all the information and footnotes required by
generally accepted accounting principles for complete financial statements.
The audited consolidated financial statements for the year ended December 31,
2002 were filed on March 27, 2003 with the Securities and Exchange Commission
and are hereby referenced.  In the opinion of management, all adjustments
considered necessary for a fair presentation have been included. Operating
results for the nine month ended September 30, 2003 are not necessarily
indicative of the results that may be expected for the year ended December 31,
2003.


<PAGE> 6






Issuance of shares for service

The Company accounts for the issuance of equity instruments to acquire goods
and services based on the fair value of the goods and services or the fair
value of the equity instrument at the time of issuance, whichever is more
reliably measurable.

Segment Reporting

During the periods ended September 30, 2003 and 2002, the Company only
operated in one segment. Therefore, segment disclosure has not been presented.

Major customer

One major customer provided 88% of the net revenue for the period ended
September 30, 2003. The receivable balance due from this customer was
$1,563,089 at September 30, 2003. The Company extends credit to its customers
based upon its assessment of their credit worthiness and generally does not
require collateral. Credit losses have not been significant.

Reclassifications

Certain comparative amounts have been reclassified to conform with the current
year's presentation.


NOTE 2 - PRINCIPLES OF CONSOLIDATION

The accompanying consolidated financial statements include the accounts of
DataLogic International, Inc, its 100% wholly owned subsidiary, and DataLogic
Consulting, Inc. (DCI) and 51% owned subsidiary, IPN Communications, Inc.
(formerly, i-PhoneHome, Inc.) from the acquisition date.  All significant
inter-company accounts and transactions have been eliminated in consolidation.


NOTE 3 - RECENT PRONOUNCEMENTS

In December 2002, the FASB issued SFAS No. 148 "Accounting for Stock Based
Compensation-Transition and Disclosure".  SFAS No. 148 amends SFAS No. 123,
"Accounting for Stock Based Compensation", to provide alternative methods of
transition for a voluntary change to the fair value based method of accounting
for stock-based employee compensation.  In addition, this Statement amends the
disclosure requirements of Statement 123 to require prominent disclosures in
both annual and interim financial statements about the method of accounting
for stock-based employee compensation and the effect of the method used, on
reported results.  The Statement is effective for the Companies' interim
reporting period ending January 31, 2003.

In compliance with FAS No. 148, the Company has elected to continue to follow
the intrinsic value method in accounting for its stock-based employee
compensation plan as defined by APB No. 25 and has made the applicable
disclosures below.




<PAGE> 7




Had the Company determined employee stock based compensation cost based on a
fair value model at the grant date for its stock options under SFAS 123, the
Company's net earnings per share would have been adjusted to the pro forma
amounts for the nine months ended September 30, 2003 (no options were issued
in the period ended September 30, 2002) as follows ($ in thousands, except per
share amounts). :


            Net loss - as reported                    $      (472)
            Stock-Based employee compensation
              expense included in reported net
              income, net of tax                                -

            Total stock-based employee
              compensation expense determined
              under fair-value-based method for all
              rewards, net of tax                             (11)
                                                      ------------
            Pro forma net loss                        $      (483)
                                                      ============


            Earnings per share:
            Basic, as reported                              0.02
            Diluted, as reported                            0.02
            Basic, pro forma                                0.02
            Diluted, pro forma                              0.02

On April 30 2003, the FASB issued FASB Statement No. 149 (FAS 149), Amendment
of Statement 133 on Derivative Instruments and Hedging Activities. FAS 149
amends and clarifies the accounting guidance on (1) derivative instruments
(including certain derivative instruments embedded in other contracts) and (2)
hedging activities that fall within the scope of FASB Statement No. 133 (FAS
133), Accounting for Derivative Instruments and Hedging Activities. FAS 149
also amends certain other existing pronouncements, which will result in more
consistent reporting of contracts that are derivatives in their entirety or
that contain embedded derivatives that warrant separate accounting. FAS 149 is
effective (1) for contracts entered into or modified after June 30, 2003, with
certain exceptions, and (2) for hedging relationships designated after June
30, 2003. The guidance is to be applied prospectively. The adoption of SFAS
No. 149 does not have a material impact on the Company  financial position or
results of          operations or cash flows.

On May 15, 2003, the Financial Accounting Standards Board (FASB) issued FASB
Statement No. 150 (FAS 150), Accounting for Certain Financial Instruments with
Characteristics of both Liabilities and Equity. FAS 150 changes the accounting
for certain financial instruments that, under previous guidance, could be
classified as equity or "mezzanine" equity, by now requiring those instruments
to be classified as liabilities (or assets in some circumstances) in the
statement of financial position. Further, FAS 150 requires disclosure
regarding the terms of those instruments and settlement alternatives. FAS 150
affects an entity's classification of the following freestanding instruments:
a) Mandatorily redeemable instruments b) Financial instruments to repurchase
an entity's own equity instruments c) Financial instruments embodying
obligations that the issuer must or could choose to settle by issuing a
variable number of its shares or other equity instruments based solely on (i)
a fixed monetary amount known at inception or (ii) something other than
changes in its own equity instruments d) FAS 150 does not apply to features
embedded in a financial instrument that is not a derivative in its entirety.
The guidance in FAS 150 is generally effective for all financial instruments



<PAGE> 8

entered into or modified after May 31, 2003, and is otherwise effective at the
beginning of the first interim period beginning after June 15, 2003. For
private companies, mandatorily redeemable financial instruments are subject to
the provisions of FAS 150 for the fiscal period beginning after December 15,
2003. The adoption of SFAS No. 150 does not have a material impact on the
Company  financial position or results of operations or cash flows.


NOTE 4 -  DUE TO FACTOR

On August 23, 2002, the Company entered into a factoring and security
agreement to sell certain accounts receivable to Allied Capital Partners, L.P.
The purchase price for each account sold is the face amount of the account
less a discount of 1.75%. All accounts sold are with recourse on seller.
Allied may defer making payment to the Company of a portion of the purchase
price payable for all accounts purchased which have not been paid up to 13.25%
of such accounts (reserve). All of the Company's accounts receivable,
inventories and computer hardware are pledged as collateral under this
agreement. The initial term is for three month and will automatically renew
for additional three month at the end of the term. As of September 30, 2003,
the Company received $854,385 as an advance against the factored receivable of
$992,067. In connection with the factoring agreement, the Company incurred
fees of $102,077 during the nine months ended September 30, 2003.


NOTE 5  -  NOTES PAYABLE- OFFICER

The notes from the officer of the Company are due September 30, 2003 and
January 21, 2004. The notes are unsecured and bear the annual interest rates
of 12% and 10% on the unpaid principal balance. Interest on these notes for
the period ended September 30, 2003 was $14,445.


NOTE 6  -  NOTES PAYABLE & LINE OF CREDIT

The Company has an unsecured note for $50,000 due January 15, 2004 bearing
interest rate of 10% per year and interest is due last day of each month, and
unsecured note for $50,000 due February 4, 2004 bearing interest rate of 10%
per year and interest is due at the end of the term or on demand and an
unsecured note for $100,000 due October 8, 2003 bearing interest rate of 10%
per year and interest is due last day of each month. The Company has unsecured
notes totaling $58,200 due June 30, 2004 bearing interest rate of 12%.
Interest on these notes for the period ended September 30, 2003 was $9,043.

The Company has a line of credit from a financial institution for $450,000.
The line expires on May 31, 2004. The line is secured by the Company  assets,
is personally guaranteed by CEO of the Company and bears an interest rate of
4.38%.





<PAGE> 9





NOTE 7 - SUPPLEMENTAL DISCLOSURE OF CASH FLOWS

The Company prepares its statements of cash flows using the indirect method as
defined under the Financial Accounting Standard No. 95.

The Company paid $0 for income tax during the nine-month periods ended
September 30, 2003 and 2002. The Company paid $35,817 and $5,004 interest
during the nine-month periods ended September 30, 2003 and 2002, respectively.

Cash flow statements for the nine-month period ended September 30, 2003 does
not include the effects of issuance of 1,000,000 shares of common stock for
consulting services amounting $66,000.

Cash flow statements for the nine-month period ended September 30, 2003 does
not include the effects of issuance of 8,812,500 shares of common stock for
consulting services amounting $1,001,001 and 1,050,403 shares of common stock
for salaries amounting $190,731.


NOTE 8 - STOCKHOLDERS' EQUITY

Common stock

During the period ended September 30, 2003, the Company issued common stocks
in exchange of various services to following parties:

The company issued 8,812,500 shares of common stock for consulting services
amounting $756,090. The company issued 1,050,403 shares of common stock for
salaries amounting $90,334.

Per purchase agreement IPN Communications, Inc. (formerly, i-PhoneHome, Inc.)
dated on June 2, 2003, the Company has common stock to be issued for $57,000
(note 9).


NOTE 9 - ACQUISITION

The Company entered into a stock purchase agreement (the "Purchase Agreement")
with i-PhoneHome, Inc., a California corporation, ("i-PhoneHome") engaged in
the business of providing VoIP products and services. Pursuant to the purchase
agreement closed on June 2, 2003, the Company purchased 51% of i-PhoneHome
outstanding common stock in exchange for newly issued shares of the Company
common stock. Upon the closing, the Company will issue i-PhoneHome, Inc.
fifty-seven thousand ($57,000) dollars in restricted common stock.  On
December 2, 2003, the Company will issue i-PhoneHome, Inc. an additional forty
thousand ($40,000) dollars in restricted common stock provided that this
agreement remained valid and that i-PhoneHome, Inc. is profitable on or about
this date.  On March 2, 2004, the Company will issue i-PhoneHome, Inc. and
additional forty thousand ($40,000) dollars in restricted common stock
provided that this agreement remained valid and that i-PhoneHome, Inc. is
profitable on or about this date.







<PAGE> 10



The Company will purchase necessary equipment to operate IPN Communications,
Inc. (formerly, i-PhoneHome, Inc.).  The total amount purchase will not exceed
$100,000.  At the mutual consent of both parties, any unused capital may apply
toward overhead expenses. The Company will pay for overhead expenses including
but not limited to office rental, data center, inventory and miscellaneous
office expenses.  Such expenses will not exceed an average of ten thousand
($10,000) dollars per month.

The Company agrees to enter into management service contract with IPN
Communications, Inc. (formerly, i-PhoneHome, Inc.)  for the duration of the
funding period.  The term of the agreement shall commence on June 2, 2003 and
shall remain in effect until June 2, 2004 unless: (a) immediately by the
Company upon the receipt of notification from the Company that IPN
Communications, Inc. is not performing satisfactorily; (b) by either party
upon breach of the agreement by the other party; or (c) by either party at any
time upon fourteen (14) days prior written notice to the other.  IPN
Communications, Inc. shall faithfully perform the normal duties of operation
management which include but not limited to sales and marketing, technical and
customer service support.  In full consideration of IPN Communications, Inc.
performance of the services, the Company shall pay i-PhoneHome, Inc. for work
performed in an amount $15,000 per month.  In addition, the Company shall pay
IPN Communications, Inc. eleven (11%) percent of net profits and for a maximum
of two hundred seventy thousand ($270,000) dollars in restricted common stock,
the Company shall IPN Communications, Inc. ninety thousand ($90,000) dollars
each time i-PhoneHome, Inc.net profit reached one hundred twenty-five thousand
($125,000) dollars increments.  i-PhoneHome, Inc., which develops and markets
voice over IP (VoIP) phone products, was incorporated on March 21, 2003. At
the date of acquisition, IPN Communications, Inc. had insignificant operations
and minimal of assets, therefore, no proforma information has been presented.

As a part of the acquisition, the Company also acquired intangible asset,
comprised of client list of $38,109, at the date of acquisition. The Client
list is being amortized over one year period. The company has an accumulated
amortization of $12,703 for the intangible asset through September 30, 2003.


NOTE 10 - BASIC AND DILUTED NET LOSS PER SHARE

Basic and diluted net loss per share for the nine-month period ended September
30, 2003 and 2002 were determined by dividing net loss for the periods by the
weighted average number of basic and diluted shares of common stock
outstanding. Weighted average number of shares used to compute basic and
diluted loss per share is the same since the effect of dilutive securities is
anti-dilutive.


NOTE 11 - GOING CONCERN

The Company's consolidated financial statements are prepared using the
generally accepted accounting principles applicable to a going concern, which
contemplates the realization of assets and liquidation of liabilities in the
normal course of business. However, the Company has accumulated deficit of
$1,486,260 at September 30, 2003. In view of the matters described above,
recoverability of a major portion of the recorded asset amounts shown in the
accompanying balance sheets is dependent upon continued operations of the
Company, which in turn is dependent upon the Company  ability to raise
additional capital, obtain financing and to succeed in its future operations.
The financial statements do not include any adjustments relating to the
recoverability and classification of recorded asset amounts or amounts and
classification of liabilities that might be necessary should the Company be
unable to continue as a going concern.

<PAGE> 11


The Company recently undertook several actions to revise its operating and
financial requirements to provide it with sufficient liquidity to continue to
fund operations for the next twelve months that included arranging working
capital financing.  Further, during the period ended September 30, 2003, the
Company was awarded an expansion of several multi-year contracts with several
State Agencies.  These awards can provide the Company with an increase level
of revenues that should support the Company  current overhead expenses and
provide for increasing cashflows that can improve the current stockholders
equity and allow the Company to continue its operations through the next
twelve months.

<PAGE> 12


ITEM 2. MANAGEMENT  DISCUSSION AND ANALYSIS AND PLAN OF OPERATION

The following discussion and analysis of the financial condition and results
of operations of the Company should be read in conjunction with the financial
statements and the notes thereto which appear elsewhere in this quarterly
report and the Company  Annual Report on Form 10-KSB for the year ended
December 31, 2002.

The information set forth below includes forward-looking statements.  Certain
factors that could cause results to differ materially from those projected in
the forward-looking statements are set forth below.  Readers are cautioned not
to put undue reliance on forward-looking statements.  The Company disclaims
any intent or obligation to update publicly these forward-looking statements,
whether as a result of new information, future events or otherwise.

Overview

Datalogic International, Inc. consists of two subsidiaries, DataLogic
Consulting, Inc. and IPN Communications, Inc.  DataLogic Consulting, a
wholly-owned subsidiary, is a professional service company dedicated to
solving its clients' business problems with technology-based solutions. The
Company  services include Information Technology consultancy, project
management, software development, Internet solutions,
telecommunications/wireless integration, value added reselling/training and IT
outsourcing. The Company also provides short and long term staffing solutions
to IT clients and healthcare/medical providers.  The Company  clients consist
of commercial enterprises and local and state governments.

The Company  performance in the first nine months of fiscal 2003 reflects the
significant change in its strategic direction that was initiated in fiscal
2002.  In early fiscal 2002, the Company began to place additional emphasis on
acquiring governmental contracts as a mean to increase sales amid the weak
commercial IT market.  This strategic move had brought significant additional
revenues to the Company.  As a result, the Company  fiscal 2003 net revenues
as of the end of Q3 has increased 456% from the same period in fiscal 2002.

IPN Communications, Inc, a majority-owned subsidiary, is provider of voice
over Internet protocol (VoIP) telephony product and services.  The company
target markets are consumers and business users worldwide who seek to reduce
communication costs.  IPN product suite includes USB and Ethernet based VoIP
phones and turn key servers that support in-network VoIP calling and VoIP to
public-switch telephone network (PSTN).

<PAGE> 13


Results of Operations

Comparison of Three Months Ended September 30, 2003 to Three Months Ended
September 30, 2002

Revenue. The Company  net revenues for the three months ended September 30,
2003 increased $2,125,308 or 324% to $2,780,609 for the three months ended
September 30, 2003 as compared to $655,301 for the three months ended
September 30, 2002.  The revenue growth was primarily due to the expansion of
several multi-year state contract awards that commenced within the first
quarter of 2003.

Gross Profit. The Company  gross profit from operations for the three months
ended September 30, 2003 increased $285,188 or 579% to $334,444 as compared to
$49,256 for the same period in the prior year. The increase in income from
operations was materially due to an increase in operating profits from more
billable employees, sales of VoIP phones and airtime, and the Company  ability
to better manage its general and overhead expenses.

Other Expenses. Factoring expense for the three months ended September 30,
2003 was $72,095, an increase of $69,085, as compared to $3,010 for the same
period in the prior year.  The increase in factoring expense was mainly due to
unusual fees incurred for several large late payments.  Interest expense for
the three month period ended September 30, 2003 was $20,116, an increase of
$13,055, as compared to $7,061 for the three months ended September 30, 2002.
The increase in interest expenses was attributable to the increase in the
Company  short-term debts to finance payroll.

Net Profit. As a result of the above, the net profit for the three month
period ended September 30, 2003, was $100,160, an increase of 940%, as
compared to the net loss of $11,921 for the three months ended September 30,
2002.


Comparison of Nine Months Ended September 30, 2003 to Nine Months Ended
September 30, 2002

Revenue. The Company  net revenues for the nine months ended September 30,
2003 increased $6,368,123 or 456% to $7,763,639 for the nine months ended
September 30, 2003 as compared to $1,395,516 for the nine months ended
September 30, 2002.  The revenue growth was primarily due to the expansion of
several multi-year state contract awards that commenced within the first
quarter of 2003.

Gross Profit. The Company  gross profit from operations for the nine months
ended September 30, 2003 increased $621,419 or 579% to $728,735 as compared to
$107,316 for the same period in the prior year.  The increase in income from
operations was primarily due to an increase in operating profits from more
billable employees as a result of the commencement of operations from the
Company  newly awarded contract expansions and the Company  ability to manage
it general and overhead expenses.

Depreciation and Amortization. Depreciation and amortization expenses for the
nine months ended September 30, 2003 were $27,535, an increase of $23,512, as
compared to $4,023 of such expenses for the nine months ended September 30,
2002. The increase in depreciation and amortization expenses for the nine
months ended September 30, 2003 was primarily due to the increased
requirements in office and VoIP equipment.


<PAGE> 14

Other Expenses. Factoring expense for the nine months ended September 30, 2003
was $102,077, an increase of $99,067, as compared to $3,010 for the same
period in the prior year.  The increase in factoring expense was mainly due to
unusual fees incurred for several large late payments.  Interest expense for
the three months ended September 30, 2003 was $50,614, an increase of $35,870,
as compared to $14,744 for the three months ended September 30, 2002.  The
increase in interest expenses was attributable to the increase in the Company
short-term debts to finance payroll.

As a result of the above and last quarter  merger and acquisition related
expenses, the net loss for the nine months period ended September 30, 2003,
was $472,334 as compared to the net loss of $197,836 for the nine months ended
September 30, 2002.


Liquidity and capital resources

Prior to the reverse merger on July 20, 2001, the Company's primary source of
cash was from the issuance of its equity securities. In January 1999, the
Company entered into a financing agreement, which provided the Company with
gross proceeds of $2,000,000. These funds were spent on developing an
information index to the top Internet guide and then a privacy-oriented
website. These enterprises did not generate sufficient funds to cover
operating expenses. The Company's failure to obtain additional financing for
the privacy-oriented business resulted in the change of business following the
last fiscal year-end.

After the reverse merger, the Company's primary source of cash has been from
fees and sales revenues realized from its IT consulting and professional
staffing operations. The Company currently maintains a $450,000 line of credit
with a domestic bank under a revolving credit agreement, which expires on May
31, 2004, unless renewed.  The line is secured and is personally guaranteed by
an officer of the Company and bears an interest rate of 4.38%.

The Company has two notes payable to the officers of the Company for an
aggregate amount of $154,000.  The notes from the officers of the Company are
due September 30, 2003 and January 21, 2004, respectively. The notes are
unsecured and bear the annual interest rates of 12% and 10% on the unpaid
principal balance.

The Company also has an unsecured note for $50,000 due January 15, 2004
bearing interest rate of 10% per year and interest is due last day of each
month, and unsecured note for $50,000 due February 4, 2004 bearing interest
rate of 10% per year and interest is due at the end of the term or on demand
and an unsecured note for $100,000 due October 8, 2003 bearing interest rate
of 10% per year and interest is due last day of each month. The Company has
unsecured notes totaling $58,200 due September 30, 2004 bearing interest rate
of 12%.

In addition to the above sources of capital, the Company also has a factoring
agreement with Allied Capital Partners, L.P. for an expandable amount.  Under
this agreement, the Company may sell certain accounts receivable to Allied
Capital Partners, L.P.  The purchase price for each account sold is the face
amount of the account less a discount of 1.75%. All accounts sold are with
recourse on the Company.  All of the Company's accounts receivable,
inventories and computer hardware are pledged as collateral under this
agreement. The initial term is for three month and will automatically renew
for additional three month at the end of the term.


<PAGE> 15

The Company liquidity consists of cash and cash equivalent of $24,865 and
$2,378,752 in accounts receivable.  The Company current liabilities consists
of $2,545,323 in accounts payable, accrued expenses and short-term debts.

The Company believes that its current cash position is sufficient to meet its
capital expenditure and working capital requirements for the near term;
however, the growth and technological change of the market make it difficult
for the Company to predict future liquidity requirements with certainty.  Over
the longer term, the Company must successfully execute its plans to increase
revenue and income streams that will generate significant positive cash flows
if it is to sustain adequate liquidity without impairing growth or requiring
the infusion of additional funds from external sources.


FORWARD LOOKING AND CAUTIONARY STATEMENTS

Except for the historical information and discussions contained herein,
statements contained in this Form 10-QSB may constitute forward looking
statements within the meaning of the Private Securities Litigation Reform Act
of 1995.  These forward-looking statements contained in this report involve
known and unknown risks, uncertainties and other factors that could cause
actual results to differ materially, including the company's failure to
continue to develop and market new and innovative products and services and to
keep pace with technological change; competitive pressures; failure to obtain
or protect intellectual property rights; quarterly fluctuations in revenues
and volatility of stock prices; the company's ability to attract and retain
key personnel; currency and customer financing risks; dependence on certain
suppliers; changes in the financial or business condition of the company's
distributors or resellers; the company's ability to successfully manage
acquisitions and alliances; legal, political and economic changes and other
risks, uncertainties and factors discussed elsewhere in this Form 10-QSB, in
the company's other filings with the Securities and Exchange Commission or in
materials incorporated therein by reference. The Company cannot guarantee
future results, performance or achievements. The Company disclaims any intent
and undertakes no obligation to publicly release any revision to or update of
any forward-looking statement contained in this report to reflect events or
circumstances occurring after the date hereof, the occurrence of unanticipated
events or circumstances, or otherwise.

The Company recognizes that it is not immune to some of the problems that are
affecting many of its IT competitors. The Company still experience weakness in
its commercial computer consulting businesses and its growth still limited by
the effects of the weak computer industry and the U.S. economy in general.
The Company expects that these factors will continue to work against it in the
fourth quarter but gradually becoming less critical in fiscal 2004.

Management recognizes that governmental contracts are highly competitive but
is a stable source of revenues.  The Company will continue to place heavy
emphasis on acquiring additional major governmental contracts to secure its
future revenues since many contract awards are multi-year.





<PAGE> 16





Management continues to believe that the healthcare industry will remain
stable and demands for staffing will continue to increase.  The Company will
continue to place emphasis on acquiring staffing contracts from healthcare and
medical providers.

Management believes that there will be high demands for VoIP products and
services.  The Company will place significant emphasis on selling its products
and services globally.  The Company expects the current level of interest on
its products and services to dramatically increase as its marketing efforts
further penetrate the market and new products and services are rolled out.

Management believes that it can further reduce operating expenses and
improving the bottom line by improving its billing and collection efficiency
and by reducing the cost of capital.  The Company expects that this quarter
unusual increase in factoring fees due to late payments will not recur.


ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not Applicable.

ITEM 4. CONTROLS AND PROCEDURES

An evaluation was carried out under the supervision and with the participation
of the Company's management, including the Company's Chief Executive Officer
and Chief Financial Officer, regarding the effectiveness of the design and
operation of the Company's disclosure controls and procedures pursuant to
Exchange Act Rule 13a-14. As a result of the evaluation, our Chief Executive
Officer and Chief Financial Officer have concluded that our disclosure
controls and procedures are effective in ensuring that information required to
be disclosed in the reports that we file or submit under the Securities
Exchange Act of 1934 is recorded, processed, summarized and reported within
the time periods specified in the Securities and Exchange Commission's rules
and forms.

There have been no significant changes in our internal controls or in other
factors that could significantly affect these controls since the last quarter.

                  PART II.    OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

         None.

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.





<PAGE> 17

ITEM 5.  OTHER INFORMATION

On October 9, 2003, the Company mutually agreed with Kiboga Systems, Inc. to
terminate its merger plans.  Given the terms and conditions of the merger,
management decided that it was not in the best interest of the shareholders to
close the transaction at this time.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

Exhibit  Description
-------  -----------
31.1     Certification pursuant Section 302
31.2     Certification pursuant Section 302
32.1     Certification pursuant Section 906
32.2     Certification pursuant Section 906




                            SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                    DataLogic International, Inc.
                                   (Registrant)

Date:  November 12, 2003            /s/ Derek Nguyen
                                    -------------------------------
                                    Title: Chief Executive Officer


Date:  November 12, 2003            /s/ Keith Nguyen
                                    -------------------------------
                                    Title: Chief Financial Officer