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

                                   FORM 10-QSB

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

          For the Quarterly Period Ended September 30, 2003

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

          For the transition period from _________ to _________

                        Commission File Number: 000-27045

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

                 Maryland                                    36-4286069
      --------------------------------                    -------------------
     (State or other jurisdiction of                     (I.R.S. Employer
      incorporation or organization)                     Identification Number)


        110 Washington Avenue, 4th Floor, North Haven, Connecticut 06473
 -------------------------------------------------------------------------------
                    (Address of principal executive offices)

                                  203-234-6350
                           --------------------------
                           (Issuer's telephone number)

                                 Not applicable
               ---------------------------------------------------
              (Former name, former address and former fiscal year,
                         if changed since last report.)

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

As of January 5, 2004, the Company had 13,094,593 issued, and outstanding shares
of its $.009 par value common stock.

Transitional Small Business Disclosure Format:  Yes [ ]   No [X]

Documents incorporated by reference:  None.

<PAGE>

                          INTERNATIONAL WIRELESS, INC.

                                      INDEX

PART  I.  FINANCIAL  INFORMATION

     Item 1. Condensed Financial Statements

          Condensed  Balance Sheet (Unaudited) - September 30, 2003 and December
          31, 2002.

          Statements  of  Operations  (Unaudited)  - For the Nine  Months  Ended
          September  30,  2003  and  2002  and  for  the  Period  September  27,
          2000(Inception) Through September 30, 2003

          Statements  of  Operations  (Unaudited)  - For the Three  Months Ended
          September 30, 2003 and 2002.

          Consolidated  Statements  of Cash  Flows  (Unaudited)  - For the  Nine
          Months Ended September 30, 2003 and 2002 and for the Period  September
          27, 2001 (Inception) Through September 30, 2003

          Notes to Condensed Consolidated Financial Statements (Unaudited)

     Item  2.  Management's Discussion and Analysis or Plan of Operation


PART  II.  OTHER INFORMATION

     Item  1.  Legal Proceedings

     Item  2.  Changes in Securities and Use of Proceeds

     Item  3.  Defaults Upon Senior Securities

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

     Item  5.  Other Information

     Item  6.  Exhibits and Reports on Form 8-K


SIGNATURES

                                        2
<PAGE>

<TABLE>
<CAPTION>
ITEM 1. FINANCIAL STATEMENTS

                   INTERNATIONAL WIRELESS, INC. AND SUBSIDIARY
                          (A Development Stage Company)

                            CONDENSED BALANCE SHEETS

                                     ASSETS

                                                           September 30, 2003      December 31, 2002
                                                              (Unaudited)           (Audited)
                                                             -------------      -----------------
<S>                                                           <C>                    <C>
CURRENT ASSETS
   Cash and cash Equivalents                                                         $   24,966
   Prepaid expenses                                                                      88,610
                                                                                     ----------
        Total Current Assets                                                            113,576

SOFTWARE, net                                                                           715,898
PROPERTY AND EQUIPMENT, net                                                              96,692

OTHER ASSETS
   Security deposits                                                                     24,428
                                                                                     ----------

TOTAL ASSETS                                                                         $  950,594
                                                                                     ==========

                      LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
   Bank overdraft                                             $     4,625
   Accounts payable                                               484,366            $  587,983
   Notes payable, related parties                                  77,188               168,473
   Accrued salaries                                                73,242               299,740
   Loans payable                                                   15,000                19,792
   Accrued payroll taxes                                          121,103               121,103
   Current portion of capital lease obligations                      -                   16,081
                                                              -----------            ----------
      Total Current Liabilities                                   775,531             1,213,172

LONG-TERM LIABILITIES
   Capital lease obligations, less current portion                                       14,018

    STOCKHOLDERS EQUITY
       Preferred stock $.001 par value, 5,000,000 shares
          authorized, none issued and
outstanding
       Common stock, $.009 par value,
        50,000,000 shares authorized;
        26,498,772 at June 30, 2003 and 23,249,442 at
        December 31, 2002 issued and outstanding                  508,489               209,245
      Paid-in-capital                                           9,009,489             8,612,489
      Deficit accumulated during development stage            (10,293,502)           (9,098,330)
                                                              -----------            ----------

TOTAL STOCKHOLDERS' EQUITY DEFICIT                               (775,524)             (276,596)
                                                              -----------            ----------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                           -               $  950,594
                                                              ===========            ==========


   The accompanying notes are an integral part of these financial statements.
</TABLE>
                                        3
<PAGE>

<TABLE>
<CAPTION>
                   INTERNATIONAL WIRELESS, INC. AND SUBSIDIARY
                          (A Development Stage Company)

                      STATEMENTS OF OPERATIONS (UNAUDITED)


                                                                                    For the Period
                                                                                  September 27, 2000
                                                           Nine Months Ended         (Inception)
                                                             September 30                 to
                                                          2003           2002     September 30, 2003
                                                     ---------------------------  ------------------
<S>                                                  <C>             <C>            <C>
REVENUE                                                                             $     31,093

OPERATING EXPENSES
   General and administrative expenses               $   465,280     $ 3,311,869       6,159,350
   Depreciation and amortization                         729,892         198,411         947,478
                                                     -----------     -----------    ------------

      Total Operating Expenses                         1,195,172       3,510,280       7,106,828

OPERATING LOSS                                         1,195,172       3,510,280       7,075,735

OTHER EXPENSES
   Unrealized loss on sale of marketable securities                       71,337       1,665,057
   Loss on sale of marketable securities                                               1,535,360
   Interest expense                                         -             11,528          17,350
                                                     -----------     -----------    ------------

     Total Other Expenses                                   -             82,865       3,217,767
                                                     -----------     -----------    ------------

   NET LOSS                                          $(1,195,172)    $(3,593,145)   $(10,293,502)
                                                     ===========     ===========    ============

NET LOSS PER COMMON SHARE -
   BASIC AND DILUTED                                 $     (0.05)    $     (0.24)   $      (1.11)
                                                     ===========     ===========    ============

WEIGHTED AVERAGE SHARES
   OUTSTANDING                                        25,172,239      14,869,273       9,296,541
                                                      ==========      ==========       =========

   The accompanying notes are an integral part of these financial statements.
</TABLE>

                                        4
<PAGE>

<TABLE>
<CAPTION>
                   INTERNATIONAL WIRELESS, INC. AND SUBSIDIARY
                          (A Development Stage Company)


                      STATEMENTS OF OPERATIONS (UNAUDITED)


                                                       Three Months Ended
                                                         September 30,
                                                     2003               2002
                                                  -----------------------------
<S>                                               <C>                <C>
OPERATING EXPENSES
   General and administrative expenses            $   23,676         $  814,410
   Depreciation and amortization                        -                66,566
                                                  ----------         ----------
      Total Operating Expenses                        23,676            880,976

OTHER EXPENSES
   Unrealized loss on sale of marketable
securities
   Loss on sale of marketable
securities
   Interest expense                                     -                 5,104
                                                  ----------         ----------
     Total Other Expenses                               -                 5,104
                                                  ----------         ----------
   NET LOSS                                       $  (23,676)        $ (886,080)
                                                  ==========         ==========
NET LOSS PER COMMON SHARE -
   BASIC AND DILUTED                              $     -            $    (0.05)
                                                  ==========         ==========

   The accompanying notes are an integral part of these financial statements.
</TABLE>

                                        5
<PAGE>

<TABLE>
<CAPTION>
                          INTERNATIONAL WIRELESS, INC.
                          (A Development Stage Company)

                      CONSOLIDATED STATEMENT OF CASH FLOWS
                                                                                                  For the Period
                                                                                                September 27, 2001
                                                                 For the Nine Months Ended         Inception to
                                                                       September 30,               September 30,
                                                                 --------------------------      -------------------
CASH FLOWS FROM OPERATING ACTIVITIES                                  2003         2002                2003
                                                                      ----         ----                ----
<S>                                                               <C>           <C>                <C>
   Net Loss                                                       $(1,195,172)  $(3,593,145)       $(10,293,502)
     Adjustments to reconcile net loss to net cash
     used in operating activities:
       Depreciation                                                    13,994        20,991              52,605
       Amortization of intangible asset                               715,898       177,420             894,893
       Prepaid consulting amortization                                                                   83,067
       Conversion of loan receivable to consulting expenses                                              20,500
       Loan receivable write off                                                                          6,324
       Unrealized loss on marketable securities                                      71,337           1,665,057
       Loss on sale of marketable securities                                                          1,535,360
       Stock based compensation                                       385,576     1,260,843           2,752,124
       Loan forgiveness                                                59,829                            59,829
     Changes in operating assets and liabilities:
       Decrease (increase) in prepaid expenses                         88,610        61,247
       Decrease (increase) in security deposits                        24,424         4,491
       Decrease (Increase) in accounts payable                       (103,797)      564,767             270,923
       (Decrease) increase in accrued salaries                       (226,498)                           73,242
       Increase in accrued payroll taxes                                 -             -                121,103
                                                                  -----------   -----------        ------------
                   Total adjustments                                  958,036     2,161,093           7,535,027
                                                                  -----------   -----------        ------------

       NET CASH USED IN OPERATING ACTIVITIES                         (237,136)   (1,432,052)         (2,758,475)

CASH FLOWS FROM INVESTING ACTIVITIES
   Purchases of property and equipment                                              (87,112)            (79,025)
   Repayment of loans receivable, related parties                                                        50,000
   Proceeds from sale of marketable securities                                                          202,892
   Advances under loans receivable to related parties                    -          286,162            (302,915)
                                                                  -----------   -----------        ------------
       NET CASH PROVIDED (USED IN ) INVESTING
         ACTIVITIES                                                      -          199,050            (129,048)
                                                                  -----------   -----------        ------------

CASH FLOWS FROM FINANCING ACTIVITIES
   Net proceeds from notes payable, related parties                   (16,667)      253,850             331,747
   Payments, increased obligations on capital lease obligations        (1,913)       (5,898)             11,853
   Net proceeds from issuance of common stock                         226,125       951,111           2,539,298
                                                                  -----------   -----------        ------------

     NET CASH PROVIDED BY FINANCING ACTIVITIES                        207,545     1,199,063           2,882,898
                                                                  -----------   -----------        ------------

     NET (DECREASE) INCREASE IN CASH AND CASH
       EQUIVALENTS                                                    (29,591)      (33,939)             (4,625)

CASH AND CASH EQUIVALENTS-BEGINNING OF YEAR                            24,966        54,310                -
                                                                  -----------   -----------        ------------


CASH AND CASH EQUIVALENTS-END OF YEAR                             $    (4,625)  $    20,371        $     (4,625)
                                                                  ===========   ===========        ============


   The accompanying notes are an integral part of these financial statements.
</TABLE>

                                        6
<PAGE>

                   INTERNATIONAL WIRELESS, INC. AND SUBSIDIARY
                          (A Development Stage Company)

                NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS


NOTE 1 BASIS OF PRESENTATION
       ---------------------

          The accompanying condensed consolidated financial statements have been
          prepared in accordance with generally accepted  accounting  principles
          for interim financial  information.  Accordingly,  they do not include
          all of the  information and footnotes  required by generally  accepted
          accounting  principles  for  complete  financial  statements.  In  the
          opinion of management, all adjustments (consisting of normal recurring
          accruals)   considered  necessary  in  order  to  make  the  financial
          statements  not misleading  have been  included.  Results for the nine
          months ended September 30, 2003 are not necessarily  indicative of the
          results  that may be expected  for the year ending  December 31, 2003.
          For  further  information,  refer  to  the  financial  statements  and
          footnotes thereto included in the International  Wireless,  Inc. ("the
          Company") annual report on Form 10-KSB for the year ended December 31,
          2002.

NOTE 2 GOING CONCERN UNCERTAINTY AND MANAGEMENT'S PLANS
       ------------------------------------------------

          COMPANY
          -------

          The  Company,  in April  2003,  ceased its  operations  because of its
          inability  to raise  cash to support  its  operations  in the  capital
          markets.  It became the  intention of the Board of Directors to seek a
          merger partner.  The Company, in December 2003, entered into a reverse
          merger  agreement  with PMI  Wireless,  Inc.,  a Delaware  corporation
          located on Cordova,  Tennessee.  The merger  became  final in December
          2003. See Note 5 Subsequent Events.

          GOING CONCERN AND MANAGEMENT'S PLAN
          -----------------------------------

          As  shown  in  the  accompanying  financial  statements,  the  Company
          incurred a net loss of $1,195,172 for the nine months ended  September
          30, 2003 and a cumulative loss from inception to September 30, 2003 of
          $10,293,502.  Additionally as noted above,  the Company has ceased its
          operations and is looking for a merger partner.  See Note 5 Subsequent
          Events.

          STATEMENT OF OPERATIONS
          -----------------------

          During the nine month period ending  September  30, 2003,  the Company
          ceased its operations and as a result, final obligations were recorded
          and adjusted,  the license  agreement was  considered to have no value
          and was written off and the principal  officers  agreed to waive their
          salary accruals.

NOTE 3 STOCKHOLDERS' EQUITY
       --------------------

          During the nine months  ended  September  30, 2003 the Company  issued
          220,000  shares of the  Company's  common  stock to a  consultant  for
          services  provided.  Stock based  compensation  expense of $32,575 was
          recorded  during the six months ended September 30, 2003 in connection
          with this issuance.

          During the nine months  ended  September  30, 2003 the Company  issued
          500,000  shares of common  stock as  payment  of a loan  payable.  The
          shares  were  valued at $0.01 per  share and the loan was  reduced  by
          $50,000.

          During the nine months ended  September  30, 2003,  70,000 shares were
          issued for the exercise of 70,000  non-qualified  stock options having
          an  exercise  price of $0.01  per  share.  Total  proceeds  aggregated
          $7,000.

          During the nine months ended September 30, 2003, the company  received
          proceeds of $208,629  from the sale of 2,166,250  shares of its common
          stock under a private placement.

                                        7
<PAGE>

                   INTERNATIONAL WIRELESS, INC. AND SUBSIDIARY
                          (A Development Stage Company)

          NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS (CONTINUED)


NOTE 3 STOCKHOLDERS EQUITY (CONTINUED)
       -------------------

          In August 2003,  the Board of Directors  authorized an increase of the
          Company's  authorized shares by 50,000,000 to a miximum  authorized of
          100,000,000  shares.  The  shareholders  ratified  the  increase at an
          August 29, 2003 shareholders' meeting.

          In August,  the Board of Directors issued  30,000,000  shares to First
          Union Venture Group,  LLC as  consideration  for their  performance of
          duties related to managing and final disposition of the Company.

NOTE 4  LITIGATION
        ----------

          On November  20, 2001, a judgment in the amount of $10,497 was entered
          against  the Company  and Omar A.  Rizvi,  the former  Chairman of the
          Board of Directors of Origin,  by the Labor  Commissioner in the State
          of California for past wages,  interest and penalties owed to a former
          employee of the Company who alleged to have  performed  paralegal  and
          bookkeeping  services in California  for Origin.  To date the judgment
          has not been paid.

          In  December  2002,  the  Company  was  sued by Greg  Laborde  in U.S.
          District Court for the District of New Jersey for Breach of Employment
          Contract and Defamation seeking monetary damages including  additional
          stocks and warrants. The Company in response has filed a counter-claim
          against Mr.  Laborde  seeking  damages in his  transaction  in selling
          Origin  Investment  Group,  Inc.,  to  International  Wireless  in its
          reverse  merger in January  2002.  The company  believes  the claim is
          without merit and has adequate defenses.

          On February  20, 2003, a judgment in the amount of $28,750 was entered
          against the Company  for unpaid rent on behalf of Graham  Paxton,  the
          former  President  and CEO of the  Company  as  part  of his  employee
          benefit plan.

          On March 11, 2003, the Company  received  notice from Attorney Omar A.
          Rizvi of his claim for breach of  contract  for  failure to deliver to
          him 100,000 shares for professional  services  allegedly  performed on
          behalf  of  the  Company,  and  wrongful  cancellation  of  additional
          warrants to purchase  200,000  shares of  International  Wireless  for
          which he  claimed  damages.  No suit  has  been  filed to date and the
          Company  believes  that  if  such a suit is  ever  filed  against  the
          Company,  the  company  has a good  defense  and proper  grounds for a
          counter-suit.

          On March 20,  2003,  a judgment  in the  amount of $2,000 was  entered
          against  the Company By Beyond  Words  Communication,  Inc.  for prior
          unpaid marketing services rendered to the company.

          On  September  30,  2003,  a judgment  in the amount of 99,089,  which
          included $50,000 security deposit  replenishment,  was entered against
          the  company  for breach of contract  for  non-payment  of rent on the
          company's office facility in Woburn, Massachusetts.  Additionally, the
          company  is  contingently  liable for the  balance of the lease  which
          expires  July 31,  2005.  The total  lease  payments  to July 31, 2005
          approximate $428,000.

          In May  2003,  certain  former  employees  filed  complaints  with the
          Commonwealth of  Massachusetts  Attorney  General's  office for unpaid
          salaries and accrued  vacation pay. In  accordance  with the Company's
          records the Company owes  approximately  $50,000 for back fees,  gross
          salaries  and  accrued  vacation.  In  addition,  there is a potential
          severance  pay  due  to  these  employees  in  accordance  with  their
          employment  agreement  totaling an  additional  $186,350 for which the
          Company totally disputes.

                                       8
<PAGE>

                   INTERNATIONAL WIRELESS, INC. AND SUBSIDIARY
                          (A Development Stage Company)

          NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS (CONTINUED)

NOTE 5  SUBSEQUENT EVENTS
        -----------------

          On August 29,  2003,  a change in control of the  Company  occurred in
          conjunction  with  naming  Attorney  Jerry  Gruenbaum  of First  Union
          Venture Group, LLC as attorney of record for the purpose of overseeing
          the proper  disposition  of the Company and its  remaining  assets and
          liabilities by any means  appropriate  including  settling any and all
          liabilities to the U.S.  Internal Revenue Service and the Commonwealth
          of Massachusetts' Attorney General's Office for unpaid wages.

          In conjunction  with naming  Attorney  Jerry  Gruenbaum of First Union
          Venture Group, LLC as attorney of record for the purpose of overseeing
          the proper  disposition  of the Company and its  remaining  assets and
          liabilities,  the Company  issued First Union  Venture  Group,  LLC, a
          Nevada Limited Liability Company,  Thirty Million  (30,000,000) common
          shares as  consideration  for their services.  In addition the Company
          canceled any and all outstanding options,  warrants, and/or debentures
          not  exercised  to date.  The Company  further  nullified  any and all
          salaries,  bonuses,  benefits  including  severance  pay  and  accrued
          salaries  of Stanley A. Young and Michael  Dewar.  On October 1, 2003,
          the Company  entered into an agreement  with Scanbuy Inc., to sell its
          intellectual  property  related  to the  identification,  capture  and
          decoding of 1D barcode by mobile devices equipped with digital cameras
          for  $150,000.  Under the terms of agreement,  Scanbuy,  Inc. will pay
          $50,000 at closing and the balance over 10 equal installments.

          On November  12, 2003,  at a Special  meeting of the  Shareholders,  a
          majority of the  Shareholders  of the Company being present,  approved
          the spin-off of the two subsidiaries of the registrant and any and all
          remaining assets of the registrant including any intellectual property
          to enable the registrant to pursue a suitable merger candidate.

          On November  12, 2003,  at a Special  meeting of the  Shareholders,  a
          majority of the  Shareholders of the Company being present  approved a
          30 to 1 reverse split of all existing outstanding common shares of the
          corporation.

          In  addition,  the  shareholders  approved  the  spin-off  of the  two
          subsidiaries  of the Company and any and all  remaining  assets of the
          Company  including any intellectual  property to enable the Company to
          pursue a suitable merger candidate.

          On November 12, 2003, the Company entered into a reverse merger Letter
          of Intent to Purchase PMI Wireless,  Inc. a Delaware  corporation with
          its corporate headquarters located in Cordova,  Tennessee (hereinafter
          "PMI").  The  reverse  merger  took place on  December 1, 2003 for the
          aggregate  consideration  of $50,000 in cash, all of which was paid to
          the U.S.  Internal Revenue Service for the Company's prior obligations
          plus  assumption of the Company  existing  debts,  for 9,014,800 newly
          issued  common  shares of the Company,  issued to over one hundred new
          shareholders.  The  consideration  for the Reverse  Merger was paid at
          closing.

          PMI  Wireless,  Inc.  is  an  emerging  technology  leader  delivering
          Customer Premise Equipment (CPE) for Broadband Wireless Access Systems
          in the ISM, WLL, MMDS and UNII frequency bands. PMI Wireless  provides
          a reduction of build-out  costs for Broadband  Wireless Access Systems
          while accelerating the speed of deployment. PMI Wireless is delivering
          next-generation  wireless  services  that support  expanded  coverage,
          seamless global roaming,  higher voice quality,  high-speed data and a
          full range of broadband  multimedia  services,  including  full motion
          video, video conferencing,  and high-speed Internet access. Additional
          services will include on-demand medical imaging,  real-time road maps,
          and anytime, anywhere video conferencing.

          On  December  10,  2003,  the  Company  entered  into  an  Acquisition
          Agreement to acquire one hundred percent of Mound Technologies, Inc. a
          Nevada  corporation  with  its  corporate   headquarters   located  in
          Springboro, Ohio (hereinafter "Mound").

          The closing under the Acquisition  Agreement  consisted of a stock for
          stock  exchange  in which the Company  acquired  all of the issued and
          outstanding  common  stock of Mound in  exchange  for the  issuance of
          1,256,000 shares of its common stock. As a result of this transaction,
          Mound became a wholly-owned  subsidiary of the Company.

                                       9
<PAGE>

                   INTERNATIONAL WIRELESS, INC. AND SUBSIDIARY
                          (A Development Stage Company)

          NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS (CONTINUED)


NOTE 5  SUBSEQUENT EVENTS(CONTINUED)
        -----------------

          The  1,256,000  shares of common  stock were issued to five  different
          shareholders.  Thomas C. Miller the new President and Chief  Executive
          Officer owns 800,000 shares  directly and is  attributable to owning a
          total of  1,200,000  through  relations  and shares under his control.
          Thomas C. Miller, the current President and Chief Executive Officer of
          Mound took over that position for the Company.  Jerry  Gruenbaum,  the
          General Counsel and Corporate  Secretary remained at that position and
          took over the position of Chief Financial Officer.

          Mound was incorporated in the state of Nevada in November of 2002. Its
          corporate  offices are located in Springboro,  Ohio. Mound is actively
          involved  in the  fabricated  metals  industry  as  well  as  property
          management.  This business includes two divisions and one wholly owned
          subsidiary.

          The Steel  Fabrication  Division is located in Springboro,  Ohio. This
          division  is  a  full  service  structural  and  miscellaneous   steel
          fabricator.  It also  manufactures  steel  stairs and  railings,  both
          industrial  and  architectural  quality.  The present  capacity of the
          facility is 6000 tons per year of structural and miscellaneous  steel.
          This  division had been  previously  known as Mound Steel  Corporation
          which was started at the same location in 1964.

          The Property Management Division is also located in Springboro,  Ohio.
          Presently five properties are owned and managed. This includes 145,000
          square   feet  of  light  and   heavy   manufacturing   buildings   on
          approximately 22 acres. An additional 33 acres of industrial  property
          is managed but not owned.

          Freedom  Products  of Ohio is a  wholly  owned  subsidiary  of  Mound.
          Freedom manufactures products for the heavy machinery industry and has
          the ability to do complete  assembly  and  testing if  required.  This
          includes  machine  bases,   breeching,   pollution  control  abatement
          fabrications  and  material  handling  fabrications.  Freedom  has the
          capacity to fabricate  weldments  and  assemblies  up to 50 tons total
          weight. Freedom Products of Ohio is located in Middletown, Ohio.

          On  December  11,  2003,  the  Company  entered  into  an  Acquisition
          Agreement  to  acquire  one  hundred   percent  of   Precision   Metal
          Industries,  Inc. a Florida  corporation  with its principal  place of
          business located in Pompano Beach, Florida.

          The closing under the Acquisition Agreement will consist of $4,500,000
          in cash and a stock  for stock  exchange  in which  the  Company  will
          acquire all of the issued and outstanding common stock of Precision in
          exchange for the issuance of 1,000,000 restricted shares of its common
          stock.  The  Agreement  calls for all shares to be  transferred  to an
          escrow  agent for up to six  months  until the  $4,500,000  in cash is
          satisfied.


                                       10
<PAGE>

                           PART II. OTHER INFORMATION

ITEM  1.  LEGAL PROCEEDINGSS
          ------------------

     On  February  20,  2003 a judgment  in the amount of  $28,750  was  entered
against  the  Company  for unpaid  rent on behalf of Graham  Paxton,  the former
President and CEO of the Company as part of his employee benefit plan.

     On March 11, 2003 the Company  received  notice from Attorney Omar A. Rizvi
of his claim for breach of contract for failure to deliver to him 100,000 shares
for  professional  services  allegedly  performed on behalf of the Company,  and
wrongful  cancellation  of  additional  warrants to purchase  200,000  shares of
International  Wireless for which he claimed damages.  No suit has been filed to
date and the  Company  believes  that if such a suit is ever filed  against  the
Company, the Company has a good defense and proper grounds for a counter-suit.

     On March 20, 2003 a judgment  in the amount of $2,000 was  entered  against
the Company by Beyond  Words  Communication,  Inc.  for prior  unpaid  marketing
services rendered to the Company.

     On March 31,  2003 a  judgment  in the  amount of  $99,089.59  was  entered
against the Company for breach of contract for non payment of rent plus deposits
on the Company's office facility in Woburn, Massachusetts.

     In  May,  2003  certain  former   employees   filed   complaints  with  the
Commonwealth of Massachusetts  Attorney General's office for unpaid salaries and
accrued vacation pay. In accordance with the Attorney's  General's  Office,  the
Company owes a total around  $88,540.29 for gross salaries and accrued  vacation
to the following individuals:

Thomas Gosselin            $5,966.59
Thomas Antognini          $11,165.55
John Puopolo              $17,010.14
James Levinger            $13,898.01
James Patrick Quinn       $40,500.00
                         ------------
Total                     $88,540.29

The Company  disputes  the above  amounts  and in addition  has proof that James
Quinn was at all times consultant for the Company.

                                       11
<PAGE>

In  addition  there is a  potential  severance  pay due to some  individuals  in
accordance  with  their  employment  agreement  for  which the  Company  totally
disputes.

     Other than the matters  above,  there is no other past,  pending or, to the
Company's knowledge, threatened litigation or administrative action which has or
is  expected  by the  Company's  management  to have a material  effect upon our
Company's business, financial condition or operations,  including any litigation
or action involving our Company's officers, directors, or other key personnel.

ITEM  2.  CHANGES IN SECURITIES AND USE OF PROCEEDS
          -----------------------------------------

Increase in authorized Securities
---------------------------------

In August 2003,  the Board of Directors  authorized an increase of the Company's
authorized shares by 50,000,000 to a miximum  authorized of 100,000,000  shares.
The  shareholders  ratified  the  increase at an August 29,  2003  shareholders'
meeting.

Issue of Equity Securities
--------------------------

During the nine months  ended  September  30, 2003 the  Company  issued  220,000
shares of the  Company's  common  stock to a consultant  for services  provided.
Stock based  compensation  expense of $32,575 was recorded during the six months
ended June 30, 2003 in connection with this issuance.

During the nine months  ended  September  30, 2003 the  Company  issued  500,000
shares of common stock as payment of a loan  payable.  The shares were valued at
$0.01 per share and the loan was reduced by $50,000.

During the nine months ended  September 30, 2003,  70,000 shares were issued for
the exercise of 70,000  non-qualified  stock options having an exercise price of
$0.01 per share. Total proceeds aggregated $7,000.

During the nine months ended September 30, 2003, the company  received  proceeds
of  $208,629  from the sale of  2,166,250  shares of its  common  stock  under a
private placement.

In  August,  the Board of  Directors  issued  30,000,000  shares to First  Union
Venture Group, LLC as consideration  for their  performance of duties related to
managing and final disposition of the Company.


ITEM  3.  DEFAULTS UPON SENIOR SECURITIES
          -------------------------------

None


ITEM  4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
          ---------------------------------------------------

None

                                       12
<PAGE>

ITEM  5.  OTHER INFORMATION
          -----------------

     On August  29,  2003,  a change  in  control  of the  Company  occurred  in
conjunction  with naming Atty. Jerry Gruenbaum of First Union Venture Group, LLC
as attorney of record for the purpose of overseeing  the proper  disposition  of
the Company and its remaining  assets and  liabilities by any means  appropriate
including  settling any and all liabilities to the U.S. Internal Revenue Service
and the  Commonwealth of  Massachusetts'  Attorney  General's  Office for unpaid
wages.

     In conjunction  with naming Attorney Jerry Gruenbaum of First Union Venture
Group,  LLC as  attorney  of record  for the  purpose of  overseeing  the proper
disposition of the Company and its remaining assets and liabilities, the Company
issued First Union Venture Group, LLC, Thirty Million (30,000,000) common shares
as  consideration  for their services.  In addition the Company canceled any and
all outstanding options,  warrants, and/or debentures not exercised to date. The
Company  further  nullified  any  and all  debts,  salaries,  bonuses,  benefits
including  severance  pay and  accrued  salaries of Stanley A. Young and Michael
Dewar.

     On November 12, 2003, at a Special meeting of the Shareholders,  a majority
of the  Shareholders of the Company being present,  approved the spin-off of the
two  subsidiaries  of the  registrant  and any and all  remaining  assets of the
registrant  including  any  intellectual  property to enable the  registrant  to
pursue a suitable merger candidate.

     On November 12, 2003, at a Special meeting of the Shareholders,  a majority
of the  Shareholders  of the Company  being  present  approved a 30 to 1 reverse
split of all existing outstanding common shares.

     On November 12, 2003,  the Company  entered into a reverse merger Letter of
Intent to Purchase PMI Wireless,  Inc. The reverse merger took place on December
1, 2003 for the  aggregate  consideration  of $50,000 in cash,  all of which was
paid to the U.S.  Internal  Revenue Service for the Company's prior  obligations
plus assumption of the Company existing debts, for 9,014,800 newly issued common
shares  of the  Company,  issued  to over  one  hundred  new  shareholders.  The
consideration for the Reverse Merger was paid at closing.

                                       13
<PAGE>

     PMI Wireless,  Inc. is an emerging  technology leader  delivering  Customer
Premise  Equipment (CPE) for Broadband  Wireless Access Systems in the ISM, WLL,
MMDS and UNII frequency  bands.  PMI Wireless  provides a reduction of build-out
costs for Broadband  Wireless  Access  Systems while  accelerating  the speed of
deployment.  PMI Wireless is delivering  next-generation  wireless services that
support  expanded  coverage,  seamless  global  roaming,  higher voice  quality,
high-speed  data and a full range of broadband  multimedia  services,  including
full  motion  video,  video   conferencing,   and  high-speed  Internet  access.
Additional services will include on-demand medical imaging, real-time road maps,
and anytime, anywhere video conferencing.

     On December 10, 2003, the Company entered into an Acquisition  Agreement to
acquire one hundred  percent of Mound  Technologies,  Inc. a Nevada  corporation
with  its  corporate  headquarters  located  in  Springboro,  Ohio  (hereinafter
"Mound").

     The closing under the Acquisition  Agreement consisted of a stock for stock
exchange in which the Company acquired all of the issued and outstanding  common
stock of Mound in exchange for the  issuance of  1,256,000  shares of its common
stock. As a result of this transaction,  Mound became a wholly-owned  subsidiary
of the  Company.  The  1,256,000  shares of  common  stock  were  issued to five
different  shareholders.  Thomas C. Miller the new President and Chief Executive
Officer owns 800,000 shares  directly and is  attributable  to owning a total of
1,200,000 through relations and shares under his control.  Thomas C. Miller, the
current  President and Chief Executive  Officer of Mound took over that position
for the Company.  Jerry Gruenbaum,  the General Counsel and Corporate  Secretary
remained at that position and took over the position of Chief Financial Officer.

     Mound was  incorporated  in the state of Nevada in  November  of 2002.  Its
corporate offices are located in Springboro, Ohio. Mound is actively involved in
the fabricated  metals  industry as well as property  management.  This business
includes two divisions and one wholly owned subsidiary.

     The Steel  Fabrication  Division  is  located  in  Springboro,  Ohio.  This
division is a full service  structural and miscellaneous  steel  fabricator.  It
also manufactures  steel stairs and railings,  both industrial and architectural
quality.  The  present  capacity  of the  facility  is  6000  tons  per  year of
structural and  miscellaneous  steel. This division had been previously known as
Mound Steel Corporation which was started at the same location in 1964.

                                       14
<PAGE>

     The  Property  Management  Division is also  located in  Springboro,  Ohio.
Presently five  properties are owned and managed.  This includes  145,000 square
feet of light and heavy  manufacturing  buildings on  approximately 22 acres. An
additional 33 acres of industrial property is managed but not owned.

     Freedom  Products of Ohio is a wholly owned  subsidiary  of Mound.  Freedom
manufactures products for the heavy machinery industry and has the ability to do
complete  assembly  and  testing  if  required.  This  includes  machine  bases,
breeching,  pollution  control  abatement  fabrications  and  material  handling
fabrications.  Freedom has the capacity to fabricate weldments and assemblies up
to 50 tons total  weight.  Freedom  Products  of Ohio is located in  Middletown,
Ohio.

     On December 11, 2003, the Company entered into an Acquisition  Agreement to
acquire  one  hundred  percent of  Precision  Metal  Industries,  Inc. a Florida
corporation  with its  principal  place of  business  located in Pompano  Beach,
Florida.

     The closing under the  Acquisition  Agreement will consist of $4,500,000 in
cash and a stock for stock exchange in which the Company will acquire all of the
issued and outstanding common stock of Precision in exchange for the issuance of
1,000,000  restricted  shares of its common stock.  The Agreement  calls for all
shares to be  transferred  to an escrow  agent  for up to six  months  until the
$4,500,000 in cash is satisfied.


ITEM  6.  EXHIBITS AND REPORTS ON FORM 8-K
          --------------------------------

(a) Exhibits:

(b) Reports on Form 8-K:

          Three Months Ended September 30, 2003

          The Company  filed a Form 8-K on September 11, 2003 relating to events
          taken  place on August 29,  2003  relating to the change in control of
          the registrant when it issued  30,000,000 common shares to First Union
          Venture Group,  LLC as consideration  for their services.  In addition
          the board of directors consisting of Ira Weiss as Chairman, Stanley A.
          Young, and John Kelly resigned.

                                       15
<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,  thereunto  duly
authorized.


                                                    INTERNIONAL WIRELESS, INC.
                                                                    (Registrant)


Date:    January 5, 2004                            By: /s/ THOMAS C. MILLER
                                                      --------------------------
                                                    Thomas C. Miller
                                                    President and Chief
                                                    Executive Officer
                                                    (Duly Authorized Officer)


Date:    January 5, 2004                             By: /s/ JERRY GRUENBAUM
                                                       -------------------------
                                                     Jerry Gruenbaum
                                                     Secretary and Chief
                                                     Financial Officer
                                                     (Principal Financial
                                                     and Accounting Officer)


                                       16
<PAGE>