As filed with the Securities and Exchange Commission on November 19, 2002

                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549
                                  FORM 10-QSB/A

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

For the quarter ended September 30, 2002

                                      OR

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

For the transition period from __________ to ______________

                     Commission File Number 000-30095

                      CTI DIVERSIFIED HOLDINGS, INC.
          (Exact name of registrant as specified in its charter)

       Delaware                                                 33-0921967
---------------------                                      ---------------------
State or other jurisdiction of                                (I.R.S. Employer
incorporation or organization                                Identification No.)

                  614 East 21 Ave., Vancouver, B.C  V5V 1R7
                  -----------------------------------------
           (Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code (604) 646-6638
Securities registered pursuant to Section 12(b) of the Act:

   Title of each class                 Name of each exchange on which registered
          None                                              None
------------------------               -----------------------------------------

           Securities registered pursuant to Section 12(g) of the Act:
                   Common Stock, par value $.0001 per share
           -----------------------------------------------------------
                                (Title of class)

   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
                                             -----    -----

<PAGE>



Number of shares outstanding of the registrant's class of common stock as of
September 30, 2002: 19,182,967.

The authorized share capital:   50,000,000 common shares, par value of
$0.0001

INDEX TO THE FORM 10-QSB

For the quarterly period ended September 30, 2002



                         PART 1 - FINANCIAL INFORMATION

                                                                            Page
                                                                            ----
Item 1.   Consolidated Financials Statements - CTI Diversified Holdings Inc.
Item 2.   Management's Discussion and Analysis of Financial Condition
          and Results of Operation

                         PART 11 - OTHER INFORMATION
Item 1.   Legal Proceedings
Item 2.   Changes in Securities and Use of Proceeds
Item 5.   Other Information



<PAGE>

                         FORWARD-LOOKING STATEMENTS

   This Quarterly Report on Form 10-QSB contains predictions, projections and
other statements about the future that are intended to be "Forward-Looking
Statements" within the meaning of section 21E of the Securities Exchange Act of
1934, as amended (collectively, "Forward-Looking Statements"). Forward-looking
statements involve risks and uncertainties. A number of important factors could
cause actual results to differ materially from those in the forward -looking
statements. These factors include the inability to successfully design, develop
and commercialize products, the reliance on third party suppliers for materials,
the inability to attract and retain qualified staff, the Company's limited
operating history and continuing operating losses, recent and potential
development strategic alliances, the outcome of pending litigation, the impact
of acquisitions, establishing and maintaining effective distribution channels,
impact and timing of large orders, pricing pressures in the market, inability to
create and protect intellectual property, inability to raise sufficient funding
to sustain negative cash flows, lack of liquidity, systems failures,
technological changes, volatility of securities markets, government regulations,
and economic conditions and competition in the geographic and the business areas
where we conduct our operations. In assessing forward-looking statement
contained in this quarterly report on Form 10-QSB, readers are urged to read
carefully all cautionary statements - including those contained in other
sections of this quarterly report on Form 10-QSB.

                          PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

Index
-----

Consolidated Statements of Operations and Deficit for the nine months ended
September 30, 2002 and 2001

Consolidated Balance Sheet at September 30, 2002 and December 31, 2001

Consolidated Statements of Stockholders' Deficiency

Consolidated Statement of Cash Flows for the nine months ended September 30,
2002 and 2001

Notes to Consolidated Financial Statements

<PAGE>

CTI DIVERSIFIED HOLDINGS, INC.
(A Development Stage Enterprise)
(Unaudited)
Consolidated Balance Sheets
(Expressed in U.S. Dollars)
================================================================================

                                                 September 30,     December 31,
                                                      2002             2001
-------------------------------------------------------------------------------

ASSETS

Current
   Cash and cash equivalents                  $       (4,941)   $           949
   Accounts receivable                                29,441               -
   Prepaid expenses                                    5,309                339
-------------------------------------------------------------------------------
Total current assets                                  29,809              1,288

Fixed assets                                          23,559             35,758

Goodwill                                                -                  -
-------------------------------------------------------------------------------
Total assets                                  $       53,368   $         37,046
-------------------------------------------------------------------------------

LIABILITIES

Current

   Accounts payable and accrued liabilities   $       941,087   $       346,536
   Current portion of notes payable                   729,716            94,153
   Current portion of amounts due to
     shareholders                                     584,924            79,479
-------------------------------------------------------------------------------
Total current liabilities                           2,255,727           520,168

Long-term debt                                         23,043              -

Notes payable                                          50,158            30,030

Due to shareholders                                   276,347           607,988
-------------------------------------------------------------------------------
Total liabilities                                   2,605,275         1,158,186
-------------------------------------------------------------------------------

STOCKHOLDER'S EQUITY (DEFICIENCY)

Capital stock                                           1,918             1,781

Contributed Surplus                                 4,018,200         3,713,131

Deficit accumulated during the development
  stage                                            (6,572,025)       (4,836,052)
-------------------------------------------------------------------------------

Total shareholders' equity (deficiency)            (2,551,907)       (1,121,140)
-------------------------------------------------------------------------------
Total liabilities and shareholders'
  deficiency                                   $       53,368   $        37,046
-------------------------------------------------------------------------------
Commitments

See accompanying notes to the financial statements

<PAGE>

CTI DIVERSIFIED HOLDINGS, INC.
(A Development Stage Enterprise)
(Unaudited)
Consolidated Statements of Operations and Deficit
(Expressed in U.S. Dollars)
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                    August 11, 1998
                                                     (inception) to     Nine Months    Nine Months     Three Months   Three Months
                                                    Sept 30, 2002         ended           ended            ended         ended
                                                      (cumulative)    Sept 30, 2002   Sept 30, 2001   Sept 30, 2002   Sept 30, 2001
-----------------------------------------------------------------------------------------------------------------------------------
<S>                                                 <C>             <C>             <C>             <C>             <C>
Expenses

   Advertising and promotion                        $     52,305    $     50,373    $     10,771    $     48,183    $      1,557
   Depreciation                                           21,683           7,940          10,382           1,738           2,339
   Automotive                                              2,391            -              2,666            -                675
   Consulting                                            307,397          97,243         172,715           7,520          26,285
   Insurance                                               3,186           3,186             558           1,773             304
   Interest and bank charges                              84,192          70,094             -            59,366             -
   Interest paid to shareholders                         137,002          39,160          96,061          10,613          15,806
   Investor relations and reporting costs                134,605          33,859          75,731         (19,788)          21,508
   Legal and accounting                                  242,761         180,296         131,258         116,012          20,479
   Licences, dues and subscriptions                        3,035             435          10,958             202             766
   Office                                                 46,953          11,766          30,530         (34,865)           9,359
   Rent                                                   63,771          48,089          19,439          37,864            (710)
   Telephone                                              21,533          12,016           8,427          10,257           2,115
   Travel                                                 97,030               0         110,124         (48,141)          11,281
   Miscellaneous                                             -                 0           2,816          (1,671)           1,344
   Wages and benefits                                    240,954         240,954            -            139,477             -
-----------------------------------------------------------------------------------------------------------------------------------
                                                       1,458,798         795,411         682,436         328,540         112,974
-----------------------------------------------------------------------------------------------------------------------------------
Loss from operations                                  (1,458,798)       (795,411)       (682,436)       (328,540)       (112,974)
Other items
   Loss on investments                                (4,191,607)       (934,197)     (1,923,413)            -        (1,089,893)
   Interest and other revenue                             12,577          (6,365)          16,381         (6,621)          8.384
-----------------------------------------------------------------------------------------------------------------------------------
                                                      (4,179,030)       (940,562)     (1,907,032)         (6,621)       (981,509)
-----------------------------------------------------------------------------------------------------------------------------------

Net loss for the period                               (6,572,025)     (1,735,973)     (2,589,468)       (335,161)     (1,194,483)

Deficit, beginning of period                                -         (4,836,052)     (2,117,973)     (6,236,864)     (3,512,958)
-----------------------------------------------------------------------------------------------------------------------------------
Deficit, end of period                              $ (6,572,025)   $ (6,572,025)   $ (4,707,441)   $ (6,572,025)   $ (4,707,441)
-----------------------------------------------------------------------------------------------------------------------------------
Loss per share (Basic and diluted)                                  $      (0.10)   $      (0.14)   $      (0.02)   $      (0.06)
-----------------------------------------------------------------------------------------------------------------------------------
Weighted average number of common shares outstanding                  18,790,009      17,808,744      19,182,967      17,808,744
-----------------------------------------------------------------------------------------------------------------------------------
</TABLE>

See accompanying notes to the financial statements

<PAGE>

CTI DIVERSIFIED HOLDINGS, INC.
(A Development Stage Enterprise)
(Unaudited)
Consolidated Statements of Stockholders' Deficiency
From August 11, 1998 (Date of Inception) to September 30, 2002
(Expressed in U.S. Dollars)
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                                                          Deficit
                                                                                                        Accumulated
                                                                                                         During the
                                                                                        Contributed     Development
                                                    Common Shares      Stock Amount        Surplus          Stage
---------------------------------------------------------------------------------------------------------------------
<S>                                                 <C>              <C>              <C>              <C>
Shares issued to acquire 19% of New York Bagel
   Co., Inc.                                         20,000,000      $        2,000   $        4,091   $         -

Issuance of 500,000 common shares in August 1998
   at $0.01 per share                                 2,000,000                 200            4,800             -
---------------------------------------------------------------------------------------------------------------------

Balance, December 31, 1998                           22,000,000               2,200            8,891             -

Net loss for the year ended December 31, 1999              -                   -                -              (2,994)

Balance, December 31, 1999                           22,000,000               2,200            8,891           (2,994)
---------------------------------------------------------------------------------------------------------------------
Cancellation of shares June 2000                    (15,000,000)             (1,500)           1,500             -

Issuance of 20,000 common shares on August
  11, 2000 in consideration of directors                 20,000                   2             -                -

Stock dividend on December 12, 2000:
  5.25 for one                                       29,835,000               2,983           (2,983)            -

Net loss for the year ended December 31, 2000              -                   -                -              (9,474)
---------------------------------------------------------------------------------------------------------------------
Balance, December 31, 2000                           36,855,000               3,685            7,408          (12,468)

Issuance of shares in consideration of legal
  services performed                                      5,000                   1            9,999             -

Cancellation of shares                              (26,355,000)             (2,635)           2,635             -

Issuance of shares in exchange for
  11,413,700 shares of common stock of Cobratech
  Industries Inc.                                     5,999,591                 600        1,686,297             -

Conversion of promissory notes into common stock,
  effective June 29, 2001                             1,304,153                 130        2,006,792             -

Net loss for the year ended December 31, 2001              -                   -                -          (4,823,584)
---------------------------------------------------------------------------------------------------------------------

Balance, December 31, 2001                           17,808,744               1,781        3,713,131       (4,836,052)

Issuance of shares in consideration for services        100,000                  10           22,990             -

Issuance of bonus shares (note 7)                       181,397                  18              (18)            -

Issuance of shares in exchange for 7,160,000
  shares of Sentry Telecom Systems Inc.                 500,000                  50          109,950             -

Conversion of debt into common stock                    592,826                  59          172,147             -

Net loss for the period ended Sept 30, 2002                -                   -                -          (1,735,973)
---------------------------------------------------------------------------------------------------------------------
Balance, September 30, 2002                          19,182,967      $        1,918   $    4,018,200   $   (6,572,025)
---------------------------------------------------------------------------------------------------------------------

</TABLE>


See accompanying notes to the financial statements

<PAGE>


CTI DIVERSIFIED HOLDINGS, INC.
(A Development Stage Enterprise)
(Unaudited)
Consolidated Statement of Cash Flows
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>

                                                   August 11, 1998
                                                   (inception) to
                                                    Sept 30, 2002       Nine months ended    Nine months ended
                                                    (cumulative)          Sept 30, 2002       Sept 30, 2001
------------------------------------------------------------------------------------------------------------
<S>                                             <C>                  <C>                  <C>
Cash flows from operating activities

  Net loss for the period                       $    (6,572,025)     $    (1,735,973)     $    (2,589,468)
  Adjustments to reconcile net income to
   net cash provided by operating activities:
     Depreciation                                        21,683                7,940               10,382
     Gain on sale of assets                             (24,637)              27,338               (5,508)
   Loss on investments and writedown of intangibles   5,313,904              934,197            1,902,969
   Other non-cash expenses                                 -                    -                   4,399
------------------------------------------------------------------------------------------------------------
                                                     (1,255,167)            (766,498)            (681,625)
Change in assets and liabilities:
   Decrease (increase) in accounts receivable           218,371              224,213                3,121
   Decrease (increase) in prepaid expenses                 (166)                 261                 (659)
   Increase (decrease) in accounts payable and
     accrued liabilities                                302,743              156,207              131,101
   Net liabilities acquired on acquisition of
     subsidiaries                                      (610,680)                -                    -
------------------------------------------------------------------------------------------------------------
                                                     (1,344,899)             380,681            (548,062)
------------------------------------------------------------------------------------------------------------
Cash flows from financing activities
   Net increase in convertible notes                  2,006,922                   -                 -
   Net increase in notes payable                        465,738              341,555             (105,190)
   Net increase in shareholder advances
     (repayments)                                       763,538               76,071            1,919,542
------------------------------------------------------------------------------------------------------------
                                                      3,236,198              417,626            1,814,352
------------------------------------------------------------------------------------------------------------
Cash flows from (used in) investing activities
   Capital expenditures                                 (76,259)              (4,473)             (26,315)
   Proceeds on sale of New York Bagel Inc.                6,066                 -                    -
   Investment in and advances to Subsidiaries.       (1,987,561)             (33,226)            (744,775)
   Proceeds on sales of assets                           24,888                 -                    -
   Notes Receivable                                        -                    -                (539,393)
------------------------------------------------------------------------------------------------------------
                                                     (2,032,866)             (37,699)          (1,257,853)
------------------------------------------------------------------------------------------------------------
Effect of exchange rate changes                          82,330                 -                    -

Increase in cash and cash equivalents                    (9,941)               (5,890)               8,437

Cash and cash equivalents, beginning of period            5,000                   949                3,229
------------------------------------------------------------------------------------------------------------
Cash and cash equivalents, end of period        $        (4,941)       $       (4,941)     $        11,666
------------------------------------------------------------------------------------------------------------
Supplementary disclosure - non-cash transactions
------------------------------------------------------------------------------------------------------------
Cash flows from financing activities            $     1,829,897      $        133,000      $     1,814,352
------------------------------------------------------------------------------------------------------------
Cash flows from (used in) investing activities       (1,806,897)             (110,000)          (1,257,853)
------------------------------------------------------------------------------------------------------------
Cash flows from (used in) operating activities         (380,681)             (380,681)            (548,062)
------------------------------------------------------------------------------------------------------------
</TABLE>

See accompanying notes to the financial statements

<PAGE>

CTI DIVERSIFIED HOLDINGS, INC.
(A Development Stage Enterprise)
(Unaudited)
Notes to the Consolidated Financial Statements
(Expressed in US Dollars)
September 30, 2002
================================================================================

1.   Basis of Presentation

     The accompanying unaudited consolidated financial statements have been
     prepared in accordance with generally accepted accounting principles for
     interim financial information and with the instructions to Form 10-Q and
     Article 10 of Regulation S-X. Accordingly, they do not include all of the
     information and notes required by generally accepted accounting principles
     for complete financial statements. The preparation of financial statements
     in conformity with accounting principles generally accepted in the United
     States requires the Company's management to make estimates and assumptions
     that affect the reported amounts of assets and liabilities and disclosure
     of contingent assets and liabilities at the date of the financial
     statements as well as the reported amounts of revenues and expenses during
     the reporting period. In the opinion of management, the accompanying
     financial statements include all adjustments which are normal, recurring
     and necessary in order to make the interim financial statements not
     misleading. Operating results for interim periods are not necessarily
     indicative of the results that may be expected for the year.

     For further information, refer to the audited financial statements and
     notes thereto included in the CTI annual report on Form 10-KSB for the
     fiscal year ended December 31, 2001.

     The accompanying consolidated financial statements have been prepared on a
     going concern basis, which contemplates the realization of assets and the
     discharge of liabilities in the normal course of business for the
     foreseeable future. The Company has no current source of revenue and its
     operations have been temporarily terminated due to a lack of funds. The
     future of the company as a "going concern" is highly dependent upon the
     Company's ability to attract new long-term and permanent equity financing,
     to complete the development and marketing of the Sentry products, to have
     the continued support of creditors and shareholders, and ultimately to
     reach a profitable level of operations. Accordingly, they do not give
     effect to adjustment, if any that would be necessary should the Company
     be unable to continue as a going concern and, therefore, be required to
     realize its assets and liquidate its liabilities other than in the normal
     course of business and at amounts which may differ from those shown in the
     financial statements.

2.   Summary of significant accounting policies

     (a)   Principles of Consolidation

           The consolidated financial statements include the accounts of CTI
           Diversified Holdings, Inc. and its subsidiaries (collectively the
           "Company"), Cobratech Industries Inc. ("Cobratech"), and Sentry
           Telecom Systems Inc. ("Sentry"). All significant intercompany
           accounts and transactions have been eliminated. Cobratech Industries
           Limited ("CIL"), Cobratech Industries Japan Limited ("CIJL"), and IT
           Transit Limited ("IT") ceased operations in 2001. The company is
           exploring voluntary bankruptcy as a means under which to accommodate
           this. The Company believes its loss is limited to its investment in
           and advances made to the foreign subsidiaries. Sentry Telecom Systems
           Inc. ceased operating in August 2002 when its working capital had
           been completely depleted. The Company continues to seek funding to
           re-start Sentry's operations.

     (b)   Loss per share

           Loss per share is computed using the weighted average number of
           common shares outstanding during the period. Potential common shares
           which could dilute earnings in the future are disclosed in (note 7).

     (c)   Use of Estimates

           The preparation of the consolidated financial statements in
           conformity with generally accepted accounting principles requires
           management to make estimates and assumptions that affect the reported
           amount of assets and liabilities and disclosure of contingent assets
           and liabilities at the date of the financial statements and the
           reported amount of revenues and expenses during the period. Actual
           results may differ from those estimates.


<PAGE>

CTI DIVERSIFIED HOLDINGS, INC.
(A Development Stage Enterprise)
(Unaudited)
Notes to the Consolidated Financial Statements
(Expressed in US Dollars)
September 30, 2002
================================================================================

2.   Summary of significant accounting policies continued

     (d)   Impairment of Long-term Assets

           The Company re-evaluates the recoverability of long-term assets,
           including fixed assets, long term investments, advances receivable,
           and intangible assets based upon estimates using factors such as
           future asset utilization, business climate and future discounted cash
           flows expected to result form the use of the related assets or be
           realized on sale. The Company's policy is to write down assets to
           their net recoverable amount in the period when it is determined that
           the carrying amount of the asset is not likely to be recovered.

     (e)   Cash equivalents

           The Company considers all highly liquid investments with maturities
           of three months or less when purchased, to be cash equivalents. There
           were no cash equivalents at September 30, 2002 and at December 31,
           2001.

     (f)   Fixed Assets

           Fixed assets are recorded at historical costs. Depreciation of fixed
           assets is calculated using the following methods and rates:

                       Computer equipment       - 30% declining balance basis
                       Furniture and fixtures   - 20% declining balance basis

     (g)   Comparative figures

           Certain of the comparative figures have been reclassified to conform
           to the current period presentation.

     (h)   Goodwill

           Goodwill arising from the acquisition of subsidiary companies is
           being amortized to income on the straight-line basis over the
           expected period of benefit, not to exceed forty years. Management
           reviews on a regular basis, the carrying amount of the goodwill for
           possible permanent impairment by evaluating undiscounted expected
           cash flows. Goodwill is written down to its estimated net recoverable
           amount when there is a permanent decline in its value.  At September
           30, 2002, the Company has written down its goodwill arising from the
           acquisition of Sentry to Nil, its estimated net recoverable amount.


<PAGE>

CTI DIVERSIFIED HOLDINGS, INC.
(A Development Stage Enterprise)
(Unaudited)
Notes to the Consolidated Financial Statements
(Expressed in US Dollars)
September 30, 2002
================================================================================

3.   Business acquisition

     Sentry Telecom Systems Inc.
     ---------------------------

     On April 15, 2002, the Company completed the acquisition of 90.67% of the
     outstanding common shares of Sentry. The results of Sentry's operations
     have been included in the consolidated financing statements since that
     date.  Sentry is a British Columbia private company, involved in the
     designing and selling of products for the computer telecommunication
     security industry. The acquisition has been accounted for using the
     purchase method.

     The aggregate purchase price was $381,862, including $250,000 of cash,
     500,000 shares of common stock valued at $110,000 or $0.22 per share, the
     market price of the common stock at the date the share purchase agreement
     was signed, and acquisition related expenses of $21,862.

     The following table summarizes the estimated fair value of the assets
     acquired and liabilities assumed as at April 15, 2002, the date of
     acquisition:

         Current assets                                    $     271,500
         Fixed assets                                             18,606
         Goodwill                                              1,134,332
                                                           -------------
             Total assets acquired                             1,424,438
                                                           =============
         Current liabilities                                     752,480
         Long term debt                                          290,096
                                                           -------------
             Total liabilities assumed                         1,042,576
                                                           -------------
             Net assets acquired                           $     381,862
                                                           =============

4.     Fixed assets

<TABLE>
<CAPTION>
                                            Accumulated      September 30, 2002  December 31, 2001
                                 Cost       depreciation      Net book value      Net book value
     --------------------------------------------------------------------------------------------
     <S>                     <C>             <C>             <C>             <C>
     Furniture & fixtures    $      26,319   $      26,319   $         Nil   $     25,572
     Computer equipment             48,796          22,237          26,559         10,186
     --------------------------------------------------------------------------------------------
                             $     116,445   $      48,556   $      23,559   $     35,758
     --------------------------------------------------------------------------------------------
</TABLE>

      During the latest quarter, the Furniture and Fixtures were abandoned when
      the Company moved from its premises at 8525 Commerce Court, Burnaby, B.C.
      It was determined that the costs of removal and sale would exceed the
      proceeds of sale.

<PAGE>

CTI DIVERSIFIED HOLDINGS, INC.
(A Development Stage Enterprise)
(Unaudited)
Notes to the Consolidated Financial Statements
(Expressed in US Dollars)
September 30, 2002
================================================================================

5.   Notes payable

     The terms of the notes payable are as follows:

<TABLE>
<CAPTION>
     -----------------------------------------------------------------------------------------------------
                                                                         Sept 30, 2002  December 31, 2001
     -----------------------------------------------------------------------------------------------------
     <S>                                                               <C>               <C>
     Note payable - Unity Wireless Corporation ("Unity"). The note
     bears interest at 1% per month and is secured by a general
     security agreement covering the assets of Cobratech Industries
     Inc. The balance at Sept 30, 2002 consists of principle plus
     accrued interest. In August 2002, the Company agreed to issue
     428,053 common shares of the Company as payment in full for this
     note and all accrued interest thereon.                            $      102,354    $        94,153


     Notes payable - The notes bear interest at the Bank of Montreal
     prime rate plus 5% per annum, compounded monthly. The holder of
     the note has agreed not to demand repayment prior to June 2003.           51,371             30,030

     Notes payable - The notes bear interest at 9% per annum,
     compounded monthly and are due on demand.                                290,998               -

     Notes payable - The notes bear interest at the Bank of Montreal
     prime rate plus 5% per annum, compounded monthly and are due on
     demand. The notes hold as security all of the assets of Sentry.          335,151               -
     ---------------------------------------------------------------------------------------------------
     Total notes payable                                                      779,874            124,183

     Less: current portion due within one year                                729,716             94,153
     ---------------------------------------------------------------------------------------------------
     Long term portion                                                       $ 50,158           $ 30,030
     ---------------------------------------------------------------------------------------------------
</TABLE>

<PAGE>

CTI DIVERSIFIED HOLDINGS, INC.
(A Development Stage Enterprise)
(Unaudited)
Notes to the Consolidated Financial Statements
(Expressed in US Dollars)
September 30, 2002
================================================================================

6.   Due to shareholders

     The terms of the amounts due to shareholders are as follows:
<TABLE>
<CAPTION>
     -----------------------------------------------------------------------------------------------------
                                                                         Sept 30, 2002  December 31, 2001
     -----------------------------------------------------------------------------------------------------
     <S>                                                               <C>               <C>
     Notes payable - The notes payable are due to shareholders and
     bear interest at the Bank of Montreal prime rate plus 5% per
     annum, compounded monthly.                                        $      568,182    $       522,097

     Notes payable - The notes are due to a shareholder and director
     of CTI. The notes bear interest at the Bank of Montreal prime
     rate plus 5% per annum, compounded monthly.                               94,766             85,891

     Advances from shareholders, bearing interest at 6% per annum,
     compounded monthly, with no set terms of repayment.                      104,860               -

     Advances from shareholders, non-interest bearing with no set
     terms of repayment.                                                       93,463             79,479
     ---------------------------------------------------------------------------------------------------
                                                                              861,271            687,467

     Less: current portion due within one year                                276,347             79,479
     ---------------------------------------------------------------------------------------------------
                                                                       $      584,924    $       607,988
     ---------------------------------------------------------------------------------------------------
</TABLE>


     (a)   The minimum principal repayments on the notes payable to shareholders
           during the next two years are as follows:

                         ------------------------------------------------------
                           2002                                   $     276,347
                           2003                                         584,924
                         ------------------------------------------------------
                           Total                                  $     861,271
                         ------------------------------------------------------

7.   Capital Stock

     (a)   Authorized: 50,000,000 common shares with a par value of $0.0001 per
           share

     (b)   Issued: 19,182,967 common shares

     (c)   Warrants

           In February 2002, the Company issued 300,000 share purchase warrants,
           with an exercise price of $0.25 per share and an expiry date of
           December 2006, to two directors of the company. The warrants also
           have a cashless exercise price. In lieu of exercising this warrant,
           the holder may elect to receive shares of common stock equal to the
           "value" of the warrant, calculated based on the fair market value of
           the shares in excess of the market price. As of September 30, 2002,
           the Company has the following warrants outstanding:

              Number of warrants            Exercise price       Expiry date
              ------------------            --------------       -----------
                 702,770                        $ 2.20            June 2003
                 601,380                        $ 1.50            June 2003
                 300,000                        $ 0.25            December 2006
             -----------
               1,604,150
             ===========




<PAGE>

CTI DIVERSIFIED HOLDINGS, INC.
(A Development Stage Enterprise)
(Unaudited)
Notes to the Consolidated Financial Statements
(Expressed in US Dollars)
September 30, 2002
================================================================================

7.   Capital Stock, continued

     (d)   Share issuances during the period

           In April 2002, the Company issued 100,000 shares of common stock in
           exchange for financial consulting and corporate public relations
           services performed during the period April 2001 to April 2002. The
           shares have been valued at $0.23 per share, the market price of the
           shares at the date of issuance.

           In April 2002, the Company issued 181,397 shares of common stock to
           seed capital investors of Cobratech as a bonus for non-filing of a
           registration statement, valued at $0.0001 (par value) per share.


           In April 2002, the Company issued 500,000 shares of common stock in
           exchange for 7,160,000 common shares of Sentry. The shares have been
           valued at $0.22 per share, the market price of the shares at the date
           the share purchase agreement was signed. 150,000 of the shares were
           released on the acquisition closing date of April 15, 2002. The
           remaining 350,000 shares are held in trust by the Company's
           solicitors and will only be released as certain performance
           milestones are achieved. To the extent that these performance
           milestones are not met, some or all of these unreleased shares will
           be surrendered and returned to the Company for cancellation.

           In May 2002, the Company agreed to convert certain amounts owing by
           Sentry to British Columbia Advanced Systems Institute ("ASI") into
           shares of common stock of CTI. ASI advanced Sentry $172,206 ($270,000
           Canadian) to assist in performing certain specified research and
           development work. In May, ASI agreed to convert the outstanding
           balance into 592,826 common shares of CTI. The shares issued on the
           conversion were valued at $0.29 per share, the average closing price
           for CTI shares for the 20 days prior to April 30, 2002.

           There were no shares issued during the three months ended September
           30, 2002.

8.   Commitments

     (a)   The Company has entered into operating leases for certain office
           equipment. Minimum rental payments under these leases are as follows:

                         ------------------------------------------------
                            2003                 $        3,897
                            2004                          1,948
                         ------------------------------------------------
                            Total                $        5,845
                         ------------------------------------------------

     (b)   The Company's office premises lease expired at the end of August 2002
           and was extended for one month. At the end of September 2002, the
           Company moved its offices temporarily into premises owned by a
           Director of the Company, at no compensation.

9.   Related party transactions

     The aggregate amount of expenditures made to parties not at arm's length to
     the Company for the nine month period ended September 30, consist of the
     following:

     --------------------------------------------------------------------------
                                                        2002            2001
     --------------------------------------------------------------------------
     Consulting fees paid or accrued to a director
       of the Company                               $    32,576     $      -

     Interest paid to shareholders                       48,754        96,061
     ---------------------------------------------------------------------------

     Management is of the opinion that the terms and conditions are consistent
     with standard business practice.


<PAGE>

CTI DIVERSIFIED HOLDINGS, INC.
(A Development Stage Enterprise)
(Unaudited)
Notes to the Consolidated Financial Statements
(Expressed in US Dollars)
September 30, 2002
================================================================================

10.  Contingency

     The Company is a defendant in an outstanding legal proceeding. The Company
     has disputed the claim and management has advised that the outcome of the
     claim is not determinable at this time.

11.  New authoritative pronouncements

     (a)   In July 2001, the FASB issued SFAS No. 141 "Business Combinations".
           SFAS No. 141 addresses financial accounting and reporting for
           business combinations and supersedes AFS Opinion No. 16 "Business
           Combinations" and SFAS No. 38 "Accounting for Preacquisition
           Contingencies of Purchased Enterprises". This standard eliminates the
           pooling-of-interests method of accounting for business combinations,
           requiring the purchase method of accounting. This standard also
           revises the measures for accounting for negative goodwill and
           establishing whether an intangible asset is a part of acquired
           goodwill. The provisions of this statement apply to all business
           combinations initiated after June 30, 2001. This statement also
           applies to all business combinations accounted for using the purchase
           method for which the date of acquisition is July 1, 2001 or later.
           The adoption of this standard has not had a material impact on our
           financial position or results of operations.

     (b)   In July 2001, the FASB issued SFAS No. 142 "Goodwill and Other
           Intangible Assets". SFAS No. 142 provides guidance on accounting for
           goodwill and intangible assets. This statement requires that goodwill
           not be amortized. A reduction in goodwill will only result from an
           impairment test if the test reveals that the fair value of goodwill
           is below its carrying value. An acquired intangible assets (other
           than goodwill) with an indefinite useful life should not be amortized
           unit its useful economic life is determined to be finite. These
           assets should be annually tested for impairment (at a minimum). An
           acquired intangible asset (other than goodwill) with a limited useful
           life should be amortized over its useful economic life and reviewed
           for impairment.

           The provisions of this statement are required to be applied starting
           with fiscal years beginning after December 31, 2001. Goodwill and
           intangible assets acquired after June 30, 2001, will be subject
           immediately to the non-amortization and amortization provisions of
           this statement. We do not believe that the adoption of this standard
           will have a material impact on our financial position or results of
           operations.

     (c)   In September 2001, the FASB issued SFAS No. 144, "Accounting for
           Impairment or Disposal of Long Term Assets", SFAS supersedes SFAS 121
           "Accounting for Impairment of Long Term Assets and Long-Lived Assets
           to be disposed of:, but retains the basic requirements regarding when
           and how to measure an impairment loss, SFAS applies to long-lived
           assets to be held or disposed of but specifically excludes certain
           classes or assets such as goodwill and intangible not being
           amortized. We do not believe that the adoption of this standard will
           have a material impact on our financial position or results of
           operations.


<PAGE>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS

   The following discussion of the financial condition, results of operations,
cash flows and changes in financial position of CTI Diversified Holdings, Inc.
(the "Company") should be read in conjunction with the Company's most recent
financial statements and notes appearing elsewhere in this Form 10-QSB; and in
the Company's 10-KSB filed on April 15, 2002.

Overview

   We, CTI Diversified Holdings, Inc., intend to design, develop and manufacture
telecommunication security products for a broad range of corporate, government,
military and institutional (collectively referred to as "enterprise")
applications. We are in the start-up phase of our operations, having not yet
completed development of our initial product and having not yet booked any sales
of our initial product. Upon the completion of a purchase and sale agreement in
April 2002 to acquire 90% of the outstanding shares of Sentry Telecom Systems
Inc. ("Sentry") from the founding shareholders of Sentry, the Company adopted
the Business plan of Sentry.

   Sentry is a private company incorporated in British Columbia, Canada. Sentry
has a limited history of operations, and has not been profitable to date. Sentry
has focused its efforts on developing security and detection products for
corporate and public telecommunications systems since 1998. Telecommunications
security and detection products encompass the hardware and software tools,
policies and procedures needed to ensure that only authorized persons may access
telecommunications resources. Our goal is to become a significant supplier of
security products to corporate customers and communications service providers
through the continuing development and introduction of security and
telecommunications network products that are compatible with other manufacturers
product offerings used in telecommunications.

   Our initial and primary product at present, the "Phonewall", is a
telecommunications security product, or a product that restricts or blocks
access to all or part of a telecommunications network. It has been designed to
protect communications or telephone networks that carry information or data
stored in an electronic form from the threat of unauthorized modem access and to
protect communications or telephone networks that carry primarily voice traffic
from the theft of unauthorized services. The Phonewall is a combination of
hardware and software that is installed on telephone lines between the user of
the product and a telephone service provider and that blocks access to computer
networks from intruders and/or unauthorized persons attempting to enter through
telephone lines and telephone networks.

  It monitors calls on the telephone lines and classifies their content as
voice, fax or data using our own proprietary signal processing capabilities. The
Phonewall can be configured to allow or disallow particular types of traffic,
such as data calls via modems, over an entire organization, or configured to
define limits for access to designated telephone numbers within an organization.
The Phonewall has the capability to distinguish phone calls carrying modem
signals from other types of phone calls, including voice, and the ability to
terminate the call if it violates security policy. Extensive reporting
capabilities, including reporting on the duration of calls, the type of traffic
including data, fax and voice calls, the number dialed, and the originating
number are included with the product.

  In the future, we intend to research, develop, and market a family of network
security monitoring and warning systems and associated peripheral control
devices for both domestic and international markets. The encompassing design is
planned to be capable of integration with converging broadband wireless and
wireline infrastructures, wireless computing, domestic electronic equipment, and
the Internet. We intend to focus on advancing our patented technologies with an
emphasis on addressing open global wireline/wireless standards that enable
electronic devices within personal and business networks to securely "talk" with
one another. We intend to strive to develop the next generation of security
gatekeepers, which will use our proprietary application algorithms and protocols
to facilitate and enable diverse communication devices to access and transfer
data without sacrificing security in the process.

   Sentry's plan over the next twelve months is to have the Phonewall
commercially available for sale. Achievement of this goal is dependent on the
Company accessing adequate financing, successfully completing its planned
personnel hires, developing and executing a solid marketing plan, successfully
establishing strategic alliances and effective distribution channels,
successfully designing, developing and commercializing its products,

<PAGE>

successfully creating and protecting its intellectual property, and its ability
to sustain volatility in markets, systems failures, technological changes, and
government regulations.

   Our negotiations to acquire Sentry commenced in February 2001, when we
entered into a Letter of Intent with Sentry. Sentry agreed to deal exclusively
with us for potential acquisition and we agreed to commence funding their
operational requirements on a monthly basis by way of unsecured loans. In May
2001 we entered into a Purchase and Sale Agreement (the "Sentry Purchase") with
Sentry to purchase a 34% equity interest, or 4,400,000 units, each unit
comprised of one common share plus one purchase warrant, for $1,100,000. The
Agreement was to close by August 15, 2001. We paid $250,000 as a non-refundable,
convertible deposit to Sentry and, between May 15 and August 15, advanced by way
of promissory notes approximately $224,000 to Sentry. The non-refundable deposit
was converted into units of Sentry at $0.25 per unit, each unit comprising one
common share and one warrant to purchase an additional common share.

   On August 15, 2001, the Sentry Purchase agreement between Sentry and CTI
expired. Due to our inability to generate revenues as planned in our Asian
operations, the need to fund those offices longer than planned and eventually
the need to expend additional money to wind down these operations, we had
experienced difficulties in advancing sufficient monies to Sentry for them to
meet their own business plan objectives. We commenced negotiating an extension
to the Sentry closing to December 31, but the extension negotiations were never
completed. In September, the capital markets were rocked by the events of 9/11
and it became even more difficult for us to continue to raise funds.
Accordingly, we reduced significantly the amount of funding being provided to
Sentry, and commenced negotiating a new agreement with the founding shareholders
of Sentry whereby we would acquire only their shares.  As a result of the
cessation of funding from us, Sentry ceased its operations in late September and
dismissed all of its employees. During the period October 2001 through March
2002, we advanced approximately $43,000 to Sentry, to cover only absolutely
essential expenditures, in order to keep Sentry alive during this period.

   In January 2002, we entered into an agreement to acquire an additional
7,160,000 common shares (80%) of Sentry, directly from the founding shareholders
of Sentry, in exchange for 500,000 shares of common stock of CTI. This agreement
closed on April 15, 2002 with the release of 150,000 shares. The remaining
350,000 shares are held in trust by the Company's solicitors and will only be
released as certain performance milestones are achieved. To the extent that
these performance milestones are not met, some or all of these unreleased shares
will be surrendered and returned to the Company for cancellation. Including the
1,000,000 shares of Sentry that were received pursuant to the non-refundable,
but convertible deposit on the May 2001 Sentry Purchase Agreement, CTI now owns
90.7% of the outstanding common stock of Sentry. It is our intent that Sentry's
minority stockholders, currently holding the balance of 839,200 shares of
Sentry, will receive an offer to exchange their Sentry shares for shares in our
company on a basis yet to be determined.

   We received $277,654 in the first four months of 2002 in financing from an
outside party, which allowed us to commence re-starting Sentry's operations in
late March.  We advanced $24,800 to Sentry during the period January 1, 2002 to
March 31, 2002, and advanced a further $110,000 in April 2002. These funds were
augmented by approximately $275,000 that Sentry received from Canadian income
tax authorities as a refund of the previous year's scientific research and
development expenditures. The aggregate of these funds allowed us to re-commence
Sentry's operations in April, 2002.

   In late March 2002, after completion of the new Sentry agreement, Donald
Farnell, resigned his positions at Sentry and was re-appointed a director,
President & CEO of our company and Marlene Gaudry was re-appointed our Chief
Financial Officer. Concurrently, Mark Godsy, who had become a significant
shareholder of our company, was appointed a director and agreed to serve as
Chairman of the Board. These management changes were augmented in early April by
the nomination of Douglas A. Mazur as a director and President and CEO of Sentry
and appointment of Mark Godsy as a director and Chairman of Sentry.

   By June, 2002, it was becoming obvious that CTI was not succeeding in its
attempts to raise additional funding through private placements in spite of the
assistance of Mr. Godsy in this initiative. Accordingly, CTI was unable to
advance promised additional funding to Sentry that would allow Sentry to hire
additional development and marketing personnel. As a direct consequence of this
funding shortfall, in June 2002, Mr. Mazur resigned as a director and President
& CEO of Sentry, Ms. Gaudry resigned as Chief Financial Officer of CTI and Mr.
Godsy resigned as a director and Chairman of both CTI and Sentry. Mr. Farnell
re-assumed the positions of President & CEO of Sentry and Chairman of CTI on an
interim basis.

<PAGE>

In August 2002, the working capital of both Sentry Telecom Systems Inc. and CTI
Diversified Holdings Inc. had been totally depleted. As a consequence, the
operations of Sentry ceased in August and the offices of the Company were
temporarily relocated to premises owned by a director of the Company. Fixed
assets comprising the furniture and some office equipment of the Company were
abandoned by the Company as it was determined that the proceeds of sale would be
less than the cost of removal, moving to an auction site and costs of sale. The
write off of asset carrying values required to give effect to this specific
change are reflected in the financial statements of the Company as at September
30, 2002. The Company is seeking funding to enable it to re-start the operations
of Sentry. Although there can be no assurance that the Company will be
successful in raising new funds, investors should be aware that significant
dilution of their investment is likely to occur if the Company succeeds in
raising new funds.

Additionally, the Company intends to make an offer to settle all outstanding
liabilities by issuance of equity. Management believes that this debt conversion
is necessary in order to make the Company's balance sheet more attractive to
potential investors. If the Company succeeds in converting all or some of these
liabilities into equity of the Company, existing shareholders will incur
significant dilution of their investment as a result thereof.



Results of Operations

(All amounts are in US dollars unless otherwise stated)

   The results for the period ended September 30, 2002 reflect the operating
results of CTI, Cobratech Industries Inc., for the period January 1 to September
30, 2002 and Sentry for the period from the date of acquisition (April 15, 2002)
until September 30, 2002. The results for the period ended September 30, 2001
reflect the operating results of CTI and Cobratech Industries Inc. on a
consolidated basis, and the Asian subsidiaries; Cobratech Industries Limited,
Cobratech Industries Japan Limited, and IT Transit Limited (collectively "Asian
Operations"), on an equity basis.

For the 3 months ended September 30, 2002
------------------------------------

   The total expenses for the 3 months ended September 30, 2002 was $328,540
compared to $112,974 for the three months ended September 30, 2001. Operating
expenses for Sentry for the period April 15 to September 30, 2002 are included
in the results of operation for the third quarter of 2002. Sentry's operating
results for the periods prior to April 15, 2002 are not included in the
consolidated operating results of CTI.

    The majority of the increase of expenses for the three months ended Sep 30,
2002 are attributable to the operations of Sentry. Wages and benefits, totally
attributable to Sentry, amounted to $139,477 while legal and accounting expenses
were $116,012, reflecting the increased accounting expenses of conducting an
audit of Sentry and the legal costs of the transaction. Rent was $37,864 for the
three months, which represents the cost of the Sentry premises. These premises
were abandoned in September.

   The company had a loss from operations of $328,540 for the three months
ended September 30, 2002, compared to $1,194,483 for the 3 months ended
September 30, 2001 and a loss per share of $0.02 for the three months ended
September 30, 2002 and $0.06 for the three month period ended September 30,
2001. The Company incurred a loss on its investments in its foreign subsidiaries
of $1,359,177 and a loss of $539,393 on its investment in Sentry for the period
ended September 30, 2001. The Company wrote down its goodwill resulting from the
acquisition of Sentry to nil at June 30, 2002, representing the estimated net
realizable of the goodwill at June 30, 2002. Sentry will not be able to re-
commence operating as a going concern unless sufficient new funding is secured.
The Company estimates that this new funding would have to be finalized before
the end on 2002 in order for Sentry to be re-started. After that date, it is
unlikely that the Company could re-hire the key Sentry personnel that would be
required to successfully re-start the operations.

For the 9 months ended September 30, 2002
-----------------------------------------

   For the first nine months of 2002, the Company had limited operations and
did not generate any revenue from operations.

   Total expenses for the 9 months of 2002 were $795,411 compared to $682,436
for the nine months ended September 30, 2001

   The majority of expenses incurred in the first nine months of 2002 consisted
of wages and benefits, legal and accounting costs, investor relations and
regulatory costs, consulting fees and advertising and promotion.  Legal and
accounting costs and consulting fees are primarily costs associated with the
preparation of our 10-KSB and general financial and executive consulting
services incurred in the first three quarters of 2002.

   For the nine months of 2001, we recorded a loss on our investments of
$1,898,570, which includes a write down of goodwill recorded on the acquisition
of Cobratech, a write down of our equity investment in our Asian operations and
a provision for impairment in value of our investment in Sentry. In 2002, we
recorded a loss on investments of $934,197, which was solely related to our
write down of the carrying value of our investment in Sentry.

   As a result of the above transactions noted above, we incurred a loss of
$1,735,973 or $0.10 per share for the first nine months of 2002 compared to a
loss of $2,589,468 or $0.14 per share for the first nine months of 2001.

Liquidity and Capital Resources

   At September 30, 2002, our current assets totalled $29,809 compared to $1,288
at December 31, 2001. Our current assets at September 30, 2002 consisted of
($4,941) in cash, $5,309 in prepaid expenses, and $29,441 in miscellaneous
amounts receivable.

   During the first 9 months of 2002, we used $766,498 of cash in operating
activities, generated $417,626 in cash from financing activities, and used
$37,699 of cash in investing activities.

   Our cash generated from financing activities relating to promissory notes
issued during the period which bear interest at 9% per annum, are unsecured, and
have no set terms of repayment, amounted to $341,555.

   At September 30, 2002, we had total liabilities of $2,605,275 compared to
$1,158,186 at December 31, 2001. The increase in liabilities reflects the
shareholder advances and promissory notes issued during this period as well as
an increase in accounts payable and accrued liabilities, which amounted to
$169,234 during the quarter ended Sep 30, 2002.

   Our existing cash balances are not sufficient to carry our normal operations.
In order to re-establish research and development expenditures of Sentry at
minimum required staffing levels, we will need to raise approximately $500
thousand before re-hiring personnel and approximately $1.5 million in total
during the next 12 months. To the extent that we require additional funds to
support our operations or the expansion of our business, we may sell additional
equity or issue debt. Any sale of additional equity securities will result in
dilution of our stockholders. There can be no assurance that additional
financing, will be available to our company or on acceptable terms.

We also intend to ask creditors and shareholders to convert amounts owing to
them (see notes 5 and 6 to the financial statements) into equity in order to
eliminate the need to raise additional funding to retire these liabilities. To
the extent that we are successful in converting these liabilities into equity,
we will issue additional shares, which will result in dilution to our existing
stockholders. There can be no assurance that we will be successful in converting
these liabilities to equity.


PART II - OTHER INFORMATION

ITEM 1.   LEGAL PROCEEDINGS

   CTI, along with Cobratech, has been sued in the Supreme Court of British
Columbia, Canada by Rajesh Taneja, an ex-contractor of Cobratech. The action is
dated December 20, 2001. Mr. Taneja is suing the Company for unspecified damages
for wrongful dismissal. The Company disputes the Claim and has filed a Statement
of Defence denying the allegations of wrongful dismissal. The company is
vigorously defending the claim. No trial date has been set, and no Examinations
for Discovery have been conducted.

   Cobratech, along with various alleged guarantors, has been sued in the
Supreme Court of British Columbia, by Unity Wireless Corp. for repayment of
certain funds advanced to Cobratech. In November 2000, Unity advanced $200,000
to Cobratech, evidenced by a promissory note and secured by a general security
agreement covering the assets of Cobratech. The loan bears interest at 1% per
month. The action is dated October 24, 2001. The principal balance owing at
December 31, 2001 under the loan agreement was approximately $78,000. The action
Was stayed until May 2002 on the condition that Cobratech agreed to pay 10
percent of all funds received from financing in excess of $100,000 from May
2002, until the outstanding amount has been paid. Two of our directors were
also directors of Unity. The company is currently in default of this agreement.

   In August, 2002, CTI reached a verbal agreement with Unity Wireless Corp.
wherein Unity agreed to convert its outstanding indebtedness into 428,053 common
sharers of CTI. To the extent that we are successful in completing the
conversion of this indebtedness into equity, the issuance of these shares will
result in dilution to our existing stockholders. There can be no assurance that
we will be successful in completing the conversion of this indebtedness into
equity.

<PAGE>

ITEM 2.   CHANGES IN SECURITIES AND USE OF PROCEEDS

We issued the following securities during the period, January 1, 2002 to
September 30, 2002:

    April 2002 - 100,000 shares of common stock issued to two shareholders in
    exchange for financial consulting and corporate public relations services,
    under Regulation S.

    April 2002 - 181,397 shares of common stock issued to approximately 35 seed
    capital investors of Cobratech as a bonus for non-filing of a registration
    statement, under Regulation S

    April 2002 - 500,000 shares of common stock issued to two persons in
    exchange for shares of Sentry, under Regulation S.

    May 2002 - 592,826 shares of common stock to a Canadian company issued on
    conversion of debts of Sentry, under Regulation S

ITEM 3.   DEFAULTS UPON SENIOR SECURITIES

Note payable - Unity Wireless Corporation ("Unity"). The note bears interest at
1% per month and is secured by a general security agreement covering the assets
of Cobratech Industries Inc. The entire balance of $102,354, at Sept 30, 2002
is overdue and legal action has been commenced by Unity Wireless Corporation.
In August 2002, the Company agreed to issue 428,053 common shares of the
Company as payment in full for this note and all accrued interest thereon and
Unity Wireless agreed, in writing, to accept these shares as settlement in
full.

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

We submitted no matters to a vote of security holders during the quarter ended
September 30, 2002.

ITEM 5.   OTHER INFORMATION

   In March 2002, after completion of the new Sentry agreement, Donald
Farnell, resigned his positions at Sentry and was re-appointed a director,
President & CEO of our company and Marlene Gaudry was re-appointed our Chief
Financial Officer. Ms. Gaudry resigned her position as CFO of CTI effective
June 28, 2002.

   Mr. Mark Godsy, who became a significant shareholder of our company in the
first quarter of 2002, was appointed a director and agreed to serve as Chairman
of the Board in March 2002.

   In April 2002, Mr. Douglas A. Mazur was appointed a Director, President and
CEO of Sentry. Mr. Douglas A. Mazur resigned from his position as Director,
President and CEO of Sentry effective June 28, 2002.

   In April 2002, Mr. Mark Godsy was appointed a Director and Chairman of
Sentry. Mr. Godsy resigned from his position as Director and Chairman of Sentry
and CTI effective June 26, 2002. Mr. Godsy will be returning the shares he
acquired from other shareholders to those other shareholders and, on completion,
will cease being a significant shareholder of our company.

   In August 2002, the Company shut down the operations of Sentry when funds
ran out. The Company moved out of its premises at 8525 Commerce Court, Burnaby
and abandoned most of its fixed assets that were comprised of furniture,
fixtures and some office equipment. The intellectual property of Sentry,
comprised of computer software, has been placed in storage with a director of
the Company. The offices of the Company have been temporarily moved, without
compensation, to premises owned by a director of the Company. At present, the
Company has no employees other that the President & CEO. The Company's
operations will be re-commenced only upon sufficient new funding being
obtained.

   In September 2002, as a result of the need to shut down the operations of
Sentry when the Company's funds were depleted, Mr. Rene Palsenbarg resigned as
a Director of the Company.

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

(a)   The following exhibits are filed as part of this Quarterly Report on
      Form 10-Q.

      3.1.1   Articles of Incorporation of Unique Bagel Co., Inc. a Delaware
              corporation (now CTI Diversified Holdings, Inc.) dated August 11,
              1998. Incorporated by reference to Exhibit 2.2 of the Company's
              Form 10SB12G, filed with the SEC on March 24, 2000

      3.1.2   Certificate of Amendment of the Certificate of Incorporation of
              Unique Bagel Co., Inc., a Delaware corporation dated January 10,
              2001, changing the name Unique Bagel to CTI Diversified Holdings,
              Inc. (incorporated by reference to Exhibit 3.1.2 to the Company's
              form 10-KSB filed on April 17, 2001

      3.1.3   Bylaws of Unique Bagel Co., Inc. (now CTI Diversified Holdings,
              Inc., a Delaware corporation), dated August 11, 1998. Incorporated
              by reference to Exhibit 3.1 of the company's Form 10SB12G, filed
              with the SEC on March 24, 2000)

<PAGE>

      10.1    Warrant to Purchase Common Stock of CTI Diversified Holdings, Inc.
              (incorporated by reference to Exhibit 10.1 of the Company's 10QSB,
              filed with the Sec on May 15, 2002).

      21.1    Schedule of Subsidiaries of CTI Diversified Holdings, Inc.
              (incorporated by reference to Exhibit 21.1 to the Company's Form
              10-KSB filed with the SEC on April 17, 2001)

(b)   The following Current Reports on Form 8-K were filed by the Company
      during the last quarter of the period covered by this report:

      Nil

                                    SIGNATURES

   Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized, on the 18 day of
November 2002.


                                          CTI DIVERSIFIED HOLDINGS INC.

Date: November 18, 2002

                                          By: /s/ Donald Farnell
                                             ---------------------------------
                                             Director, Chief Executive Officer


<PAGE>



CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION
906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of CTI Diversified Holdings, Inc., (the
"Company") on Form 10-QSB for the period ended September 30, 2002 as filed with
the Securities and Exchange Commission on the date hereof (the "Report"), I,
Donald Farnell, Chief Executive Officer and Acting Chief Financial Officer of
the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1)   The Report complies with the requirements of Section 13(a) or 15(d) of
      the Securities Exchange Act of 1934; and

(2)   The financial information contained in the Report fairly presents, in all
      material respects, the financial condition and results of operations of
      the Company.

    /s/ Donald Farnell
 -----------------------------------
   Donald Farnell
   Chief Executive Officer and
   Acting Chief Financial Officer
   November 18, 2002



<PAGE>

                                 CERTIFICATIONS

I, Donald Farnell certify that:

1. I have reviewed this quarterly report on Form 10-QSB/A of CTI Diversified
   Holdings, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of
   a material fact or omit to state a material fact necessary to make the
   statements made, in light of the circumstances under which such statements
   were made, not misleading with respect to the period covered by this
   quarterly report;

3. Based on my knowledge, the financial statements, and other financial
   information included in this report, fairly present in all material respects
   the financial condition, results of operations and cash flows of the
   registrant as of, and for, the periods presented in this report;

4. I am responsible for establishing and maintaining disclosure controls and
   procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the
   registrant and I have:

   a)  designed such disclosure controls and procedures to ensure that material
       information relating to the registrant, including its consolidated
       subsidiaries, is made known to us by others within those entities,
       particularly during the period in which this quarterly report is being
       prepared;

   b)  evaluated the effectiveness of the registrant's disclosure controls and
       procedures as of a date within 90 days prior to the filing date of this
       quarterly report (the "Evaluation Date"); and

   c)  presented in this report our conclusions about the effectiveness of the
       disclosure controls and procedures based on our evaluation as of the
       Evaluation Date;

5. I have disclosed, based on our most recent evaluation, to the registrant's
   auditors and the audit committee of registrant's board of directors (or
   persons performing the equivalent function):

   a)  all significant deficiencies in the design or operation of internal
       controls which could adversely affect the registrant's ability to record,
       process, summarize and report financial data and have identified for the
       registrant's auditors any material weaknesses in internal controls; and

   b)  any fraud, whether or not material, that involves management or other
       employees who have a significant role in the registrant's internal
       controls; and

6. I have indicated in this report whether or not there were significant changes
   in internal controls or in other factors that could significantly affect
   internal controls subsequent to the date of our most recent evaluation,
   including any corrective actions with regard to significant deficiencies and
   material weaknesses.


Date:  November 18, 2002


                                               /s/ Donald Farnell
                                              ----------------------------------
                                              Donald Farnell, CEO and Acting CFO

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