SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

(Mark One)

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

     For the quarterly period ended     June 30, 2003

                                       OR

[X]  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 000-23967

                              WIDEPOINT CORPORATION
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)

           Delaware                                       52-2040275
--------------------------------------------------------------------------------
(State or other jurisdiction of                (IRS Employer Identification No.)
 incorporation or organization)

One Lincoln Centre, 18W140 Butterfield Road,
Suite 1100, Oakbrook Terrace, Ill                                60181
--------------------------------------------------------------------------------
(Address of principal executive offices)                       (Zip Code)

Registrant's telephone number, including area code: (630) 629-0003

One Mid America Plaza, Suite 403, Oakbrook Terrace, Ill 60181
--------------------------------------------------------------------------------
Former name, former address and former fiscal year, if changed since last
report.

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

Yes X   No

     Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 under the Securities Exchange Act of 1934). Yes    No X

     APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares
outstanding of each of the issuer's classes of common stock, as of August 5,
2003: 15,579,913 shares of common stock, $.001 par value per share.

<PAGE>
                              WIDEPOINT CORPORATION

                                      INDEX
                                                                        Page No.
Part I.           FINANCIAL INFORMATION
---------------------------------------

Item 1.  Condensed Consolidated Financial Statements

Condensed Consolidated Balance Sheets as of June 30, 2003,
         (unaudited) and December 31, 2002                                     1

Condensed Consolidated Statements of Operations for the three
         and six months ended June 30, 2003 and 2002 (unaudited)               2

Condensed Consolidated Statements of Cash Flows for the three
         and six months ended June 30, 2003 and 2002 (unaudited)               3

Notes to Condensed Consolidated Financial Statements                           4

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations                                  11

Item 3.  Quantitative and Qualitative Disclosures About
         Market Risk                                                          16

Item 4.  Controls and Procedures                                              16

Part II.          OTHER INFORMATION
-----------------------------------

Item 6.  Exhibits and Reports on Form 8-K                                     17

SIGNATURES                                                                    18

CERTIFICATIONS                                                                19

<PAGE>
                          PART 1. FINANCIAL INFORMATION
                          -----------------------------

ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.


                     WIDEPOINT CORPORATION AND SUBSIDIARIES
                     CONDENSED CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>

                                                                            June 30,           December 31,
                                                                              2003                 2002
                                                                        ----------------    ------------------
                               ASSETS                                     (unaudited)

<S>                                                                         <C>                   <C>
Current assets:
        Cash and cash equivalents                                           $  1,082,348          $  1,208,660
        Accounts receivable,
            net of allowance of $2,450 and $3,950, respectively                                        394,227
                                                                                 417,900
        Prepaid expenses and other assets                                         47,606                66,480
                                                                        ----------------    ------------------
        Total current assets                                                   1,547,854             1,669,367

Property and equipment, net                                                       13,128                11,965
Other assets                                                                     245,077               240,536
                                                                        ----------------    ------------------

         Total assets                                                       $  1,806,059          $  1,921,868
                                                                        ================    ==================

                  LIABILITIES & SHAREHOLDERS' EQUITY

Current liabilities:
         Accounts payable                                                   $     63,881          $     78,384
         Accrued expenses                                                        267,926               243,611
         Current portion of capital lease obligation                                 648                 6,421
                                                                        ----------------    ------------------
         Total current liabilities                                               332,455               328,416

Shareholders' equity
           Preferred stock, $0.001 par value, 10,000,000 shares
authorized,
                 None issued and outstanding                                           -                     -
         Common stock, $0.001 par value, 50,000,000 shares authorized,
                15,579,913 shares issued and outstanding
                as of June 30, 2003 and December 31, 2002.                        15,580                15,580
         Additional paid-in capital                                           42,110,539            42,110,539
         Accumulated deficit                                                 (40,652,515)          (40,532,667)
                                                                        ----------------    ------------------

         Total shareholders' equity                                            1,473,604             1,593,452
                                                                        ----------------    ------------------

Total liabilities & shareholders' equity                                    $  1,806,059          $  1,921,868
                                                                        ================    ==================
</TABLE>

        The accompanying notes are an integral part of these statements.


                                       1
<PAGE>
                     WIDEPOINT CORPORATION AND SUBSIDIARIES

                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>

                                                                Three Months Ended              Six Months Ended
                                                                     June 30,                       June 30,
                                                         ---------------------------------------------------------------
                                                              2003             2002           2003           2002
                                                         ---------------------------------------------------------------
                                                                                  (unaudited)
<S>                                                         <C>              <C>            <C>            <C>
Revenues                                                    $   815,232      $   839,135    $ 1,737,883    $ 1,701,895
Operating expenses:
          Cost of sales                                         595,973          578,083      1,272,427      1,174,835
          Sales and marketing
                                                                111,681          140,295        237,727        280,972
          General & administrative                              163,142          160,306        347,368        362,281
          Depreciation & amortization                             3,459           15,557          6,639         37,024
                                                         ---------------------------------------------------------------

                Loss from operations                            (59,023)         (55,106)      (126,278)      (153,217)
Other income (expenses), net:
            Interest income (expenses), net                       3,283            3,933          6,430          8,142
                                                         ---------------------------------------------------------------
Net loss                                                    $   (55,740)     $   (51,173)   $  (119,848)   $  (145,075)
                                                         ===============================================================

Basic and diluted net loss per share                        $     (0.00)     $     (0.00)   $     (0.01)   $     (0.01)
                                                         ===============================================================

Basic and diluted weighted average shares outstanding        15,579,913       12,984,913     15,579,913     12,984,913
                                                         ===============================================================
</TABLE>

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

                                       2
<PAGE>
                     WIDEPOINT CORPORATION AND SUBSIDIARIES

                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>

                                                            Three Months                     Six Months
                                                           Ended June 30,                  Ended June 30,
                                                   ---------------------------------------------------------------
                                                         2003            2002           2003           2002
                                                   ---------------------------------------------------------------
                                                                            (unaudited)
Cash flows from operating activities:

<S>                                                   <C>             <C>             <C>            <C>
    Net loss                                          $    (55,740)   $    (51,173)   $  (119,848)   $  (145,075)
    Adjustments to reconcile net loss to net cash
        Depreciation and amortization expense                3,459          15,557          6,639
                                                                                                          37,024

    Changes in assets and liabilities
        Accounts receivable                                                 36,069
                                                           (58,245)                       (23,673)       (75,614)
        Prepaid expenses                                    (4,779)        (36,160)        18,874        (28,811)
        Other assets                                        (2,272)         13,631         (4,541)         2,633
        Accounts payable and accrued expenses                6,292         (55,653)       (13,431)      (261,105)
                                                   ---------------------------------------------------------------

            Net cash used in operating activities     $   (111,285)   $    (77,729)   $  (135,980)   $  (470,948)
                                                   ---------------------------------------------------------------
    Net cash used in investing activities:
        Purchase of property and equipment                  (1,868)              -         (7,802)             -
                                                   ---------------------------------------------------------------

            Net cash used in investing activities     $     (1,868)   $          -    $    (7,802)   $         -
                                                   ---------------------------------------------------------------
    Net cash used in financing activities
        Net borrowings on notes payable                     23,243          55,825         23,243         55,825
        Net payments on long-term obligations               (1,933)         (1,924)        (5,773)       (10,409)
                                                   ---------------------------------------------------------------

            Net cash provided                         $     21,310    $     53,901    $    17,470    $    45,416
                by financing activities
                                                   ---------------------------------------------------------------

    Net decrease in cash                              $    (91,843)   $    (23,828)   $  (126,312)   $  (425,532)
                                                   ---------------------------------------------------------------

    Cash, beginning of period                         $  1,174,191    $  1,161,840    $ 1,208,660     $ 1,563,544
                                                   ---------------------------------------------------------------

    Cash, end of period                               $  1,082,348    $  1,138,012    $ 1,082,348     $ 1,138,012
                                                   ===============================================================
</TABLE>

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

                                       3
<PAGE>

                     WIDEPOINT CORPORATION AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

1.   Basis of Presentation, Organization and Nature of Operations:

The accompanying unaudited financial statements have been prepared in accordance
with Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the
information and footnotes required by accounting principles generally accepted
in the United States of America ("US GAAP") for complete financial statements.
In the opinion of management, all adjustments, consisting only of normal
recurring adjustments, considered necessary for a fair presentation have been
included. These financial statements should be read in conjunction with the
financial statements of WidePoint Corporation, as of December 31, 2002, and the
notes thereto included in the Annual Report on Form 10-K filed by the Company.
The results of operations for the three months and six months ended June 30,
2003, are not necessarily indicative of the results that may be expected for the
year ending December 31, 2003.

WidePoint Corporation is a consulting services firm specializing in planning,
managing and implementing Information Technology ("IT") solutions. Its staff
consists of business and technical specialists that help customers augment and
expand their technical capabilities, drive new technical innovations and help
maintain a competitive edge in today's rapidly changing technological
environment.

From 1999 through 2002, the Company undertook several actions in an effort to
transition the Company from a millennium solutions provider to an IT services
company which included establishing the WidePoint brand, changing the corporate
name and organizational structure and implementing a strategy that was
responsive to the evolving requirements of the Company's markets, customers,
asset base and capital structure.

During 2002 and 2003, the Company has witnessed a negative economic environment
within the commercial IT sector due to constrained business investment and an
excessive supply of IT Consultants which as a result has both reduced gross
margins and decreased demand for the IT services that the Company provides to
it's customers. In its efforts to overcome the negative environment and expand
its revenue streams, the Company continues to implement and refine its strategic
plan which has included the launch of a federal business initiative, the
continued development of new technologies and capabilities focused within
wireless technologies, the development of various other practice areas and the
initiation and expansion of several alliances to expand the Company's ability to
provide expanded services and reach to a wider group of new customers.

Most of the Company's current costs consist primarily of the salaries and
benefits paid to the Company's technical, marketing and administrative
personnel. As a result of its plan to expand its operations through new internal
initiatives to expand revenue growth, the Company expects these costs to
increase. The Company's profitability depends upon both the volume of services
performed and the Company's ability to manage costs. Because a significant
portion of the Company's cost structure is labor related, the Company must
effectively manage these costs to achieve profitability. To date, the Company
has attempted to maximize its operating margins

                                       4
<PAGE>

through efficiencies achieved by the use of the Company's proprietary
methodologies and by offsetting increases in consultant salaries with increases
in consultant fees received from clients.

2.   Significant Accounting Policies:

Principles of Consolidation

The accompanying consolidated financial statements include the accounts of the
acquired entities since their respective dates of acquisition. All significant
intercompany amounts have been eliminated.

Use of Estimates

The preparation of consolidated financial statements in conformity with
accounting principles generally accepted in the United States of America
requires 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 and the reported amounts of
revenues and expenses during the reporting period. Actual results could differ
from those estimates.

Cash and Cash Equivalents

Investments purchased with original maturities of three months or less are
considered cash equivalents for purposes of these consolidated financial
statements. The Company maintains cash and cash equivalents with various major
financial institutions. At June 30, 2003 and 2002, cash and cash equivalents
included $1,081,817 and $1,040,280, respectively, on investments in overnight
sweep accounts. At times, cash balances held at financial institutions were in
excess of federally insured limits. The Company places its temporary cash
investments with high-credit, quality financial institutions, and as a result,
the Company believes that no significant concentration of credit risk exists
with respect to these cash investments.

Accounts Receivable

The majority of the Company's accounts receivable are due from established
companies in the following industries: manufacturing, consumer product goods,
direct marketing, healthcare and other service companies. As of June 30, 2003,
four customers represented 23%, 13%, 11% and 10% percent of accounts receivable,
respectively. As of June 30, 2002, two customers individually represented 27%
and 25%, respectively of accounts receivable.

Credit is extended based on evaluation of a customers' financial condition and,
generally, collateral is not required. Accounts receivable are due within 30 to
45 days and are stated at amounts due from customers net of an allowance for
doubtful accounts. Accounts outstanding longer than the contractual payment
terms are considered past due. The Company determines its allowance by
considering a number of factors, including the length of time trade accounts
receivable are past due, the Company's previous loss history, the customer's
current ability to pay its obligation to the Company and the condition of the
general economy and the industry as a whole. The Company writes-off accounts
receivable when they become uncollectible and payments subsequently received on
such receivables are credited to the allowance for doubtful accounts. The
following

                                       5
<PAGE>

table sets forth the rolling forward balances of the Allowance for doubtful
accounts of the Company.

<TABLE>
<CAPTION>

                                                                          Additions
                                                        Balance at       Charged to                        Balance at
                                                       Beginning of       Costs and                          End of
                    Description                           Period          Expenses         Deductions        Period
--------------------------------------------------     ------------      ----------        ----------      ----------
<S>                                                      <C>               <C>               <C>            <C>
For the quarter ended June 30, 2002,
   Allowance for doubtful accounts................       $ 30,000          $     -           $    -         $ 30,000

For the quarter ended June 30, 2003,
   Allowance for doubtful accounts................       $  3,350          $   356           $1,256         $  2,450
</TABLE>

Unbilled accounts receivable on time-and-materials contracts represent costs
incurred and gross profit recognized near the period-end but not billed until
the following period. Unbilled accounts receivable on fixed-price contracts
consist of amounts incurred that are not yet billable under contract terms.
There were no unbilled accounts receivable at June 30, 2003 and June 30, 2002,
respectively.

Concentrations of Credit Risk

Financial instruments that potentially subject the Company to credit risk
consist of cash and cash equivalents and accounts receivable.

Fair Value of Financial Instruments

WidePoint financial instruments consist of cash, accounts receivable, accounts
payable and accrued expenses. The fair value of these financial instruments
approximates their carrying value as of June 30, 2003, due to their short-term
nature.

Revenue Recognition

Revenue on time-and-materials contracts is recognized based upon hours incurred
at contract rates plus direct costs. Revenue on fixed-price contracts is
recognized on the percentage-of-completion method based on costs incurred in
relation to total estimated costs. Anticipated losses are recognized as soon as
they become known. Provisions for estimated losses on uncompleted contracts are
made in the period in which such losses are determined.

Significant Customers

During the second quarter of 2003, six customers individually represented 18%,
15%, 12%, 11%, 11% and 11% percent of revenue. During the second quarter of
2002, four customers individually represented 26%, 16%, 14% and 11% percent of
revenue. For the six months ended June 30, 2003, six customers individually
represented 17%, 16%, 14%, 11%, 10% and 10%, respectively, of revenue. For the
six months ended June 30, 2002, three customers individually represented 19%,
14% and 12%, respectively, of revenue.

                                       6
<PAGE>

Income Taxes

The Company accounts for income taxes in accordance with Statement of Financial
Accounting Standards ("SFAS") No. 109, "Accounting for Income Taxes." Under SFAS
No.109, deferred tax assets and liabilities are computed based on the difference
between the financial statement and income tax bases of assets and liabilities
using the enacted marginal tax rate. SFAS No. 109 requires that the net deferred
tax asset be reduced by a valuation allowance if, based on the weight of
available evidence, it is more likely than not that some portion or all of the
net deferred tax asset will not be realized. The Company continues to reduce
it's net deferred taxes by a 100% valuation allowance.

Stock-based compensation

The Company accounts for stock-based employee compensation arrangements using
the intrinsic value method in accordance with the provisions of Accounting
Principles Board (APB) Opinion No. 25, "Accounting for Stock Issued to
Employees," and complies with the disclosure provisions of SFAS No. 123
"Accounting for Stock-Based Compensation." Under APB Opinion No. 25,
compensation cost is generally recognized based on the difference, if any, on
the date of grant between the fair value of the Company's common stock and the
amount an employee must pay to acquire the stock. The following table
illustrates the effect on net income and earnings per share if the Company had
applied the fair value recognition provisions of FASB Statement 123, "Accounting
for Stock-Based Compensation," using the assumptions described below, to its
stock-based employee plans.

<TABLE>
<CAPTION>

                                                                   Three Months ended                Six Months ended
                                                                        June 30,                         June 30,
                                                            ---------------------------------- -----------------------------

                                                                  2003             2002            2003           2002

<S>                                                              <C>              <C>            <C>            <C>
        Net loss, as reported                                    $55,740          $51,173        $119,848       $145,075

        Deduct:  Total stock-based employee
        compensation expense determined under fair
        value based method for awards granted,
        modified, or settled, net of related tax
        effects                                                  152,364          161,045         304,727        322,090
                                                                --------         --------        --------       --------

        Pro forma net loss                                      $208,104         $212,218        $424,575       $467,165

        Earnings per share:
        Basic and diluted - as reported                           $(0.00)          $(0.00)         $(0.01)        $(0.01)

        Basic and diluted - pro forma                             $(0.01)          $(0.01)         $(0.03)        $(0.04)
</TABLE>

                                       7
<PAGE>

The pro forma disclosure is not likely to be indicative of pro forma results
which may be expected in future years because of the fact that options vest over
several years, pro forma compensation expense is recognized as the options vest
and additional awards may also be granted.

For purposes of determining the effect of these options, the fair value of each
option is estimated on the date of grant based on the Black-Scholes
single-option pricing model assuming the following for the three and six months
ended June 30, 2003 and 2002:

                                             2003                   2002
                                             ----                   ----
Dividend yield                                -                      -
Risk-free interest rate (%)              2.70 - 4.13%           2.70 - 4.13%
Volatility factor (%)                        156%                   156%
Expected life in years                        5                      5


Basic and Diluted Net Loss Per Share

Basic income or loss per share includes no dilution and is computed by dividing
net income or loss by the weighted-average number of common shares outstanding
for the period. Diluted income or loss per share includes the potential dilution
that could occur if securities or other contracts to issue common stock were
exercised or converted into common stock. The treasury stock effect of options
and warrants to purchase 1,816,000 and 2,427,000 shares of common stock
outstanding at June 30, 2003 and 2002, respectively, has not been included in
the calculation of the net loss per share as such effect would have been
anti-dilutive. As a result of these items, the basic and diluted loss per share
for all periods presented are identical.

Reclassifications

Certain amounts in prior years' financial statements have been reclassified to
conform with the current year presentation.

New accounting pronouncements

In 2002, the FASB issued SFAS 146, "Accounting for Costs Associated with Exit or
Disposal Activities." SFAS 146 requires that a liability for a cost associated
with an exit or disposal activity be recognized when the liability is incurred.
Severance pay under SFAS 146, in many cases, would be recognized over the
remaining service period rather than at the time the plan is communicated. The
provisions of SFAS 146 are effective for exit or disposal activities that are
initiated after December 31, 2002. We will adopt SEAS 146 for any actions
initiated after January 1, 2003, and any future exit costs or disposal
activities will be subject to this statement.

In 2003, the FASB issued FIN 46, "Consolidation of Variable Interest Entities."
FIN 46 defines a variable interest entity (VIE) as a corporation, partnership,
trust, or any other legal structure that does not have equity investors with a
controlling financial interest or has equity investors that do not provide
sufficient financial resources for the entity to support its activities. FIN 46
requires consolidation of a VIE by the primary beneficiary of the assets,
liabilities and results of activities

                                       8
<PAGE>

effective in 2003. FIN 46 also requires certain disclosures by all holders of a
significant variable interest in a VIE that are not the primary beneficiary. We
do not have any material investments in variable interest entities; therefore,
the adoption of this interpretation will have no impact on our consolidated
financial position or results of operations.

In 2002, the FASB issued SFAS No. 148, "Accounting for Stock-Based Compensation
- Transition and Disclosure", which amends SFAS No. 123, to provide alternative
methods of transition for a voluntary change to the fair value based method of
accounting for stock-based employee compensation. In addition, SFAS No. 148
amends the disclosure requirements of SFAS No. 123 to require prominent
disclosures in both annual and interim financial statements about the method
used on reported results. The disclosure provisions of SFAS No. 148 are
effective for fiscal years ending after December 15, 2002.

Pursuant to SFAS No. 148, we have elected to continue to account for employee
stock-based compensation under APB Opinion No. 25, "Accounting for Stock Issued
to Employees," using an intrinsic value approach to measure compensation
expense. Accordingly, no compensation expense has been recognized for options
granted to employees under the Plan since all such options were granted at
exercise prices equal to or greater than fair market value on the date of grant.

In 2003, the FASB issued SFAS 149, "Amendment of Statement 133 on Derivative
Instruments and Hedging Activities", which amends SFAS 133 for certain decisions
made by the FASB Derivatives Implementation Group. In particular, SFAS 149: (1)
clarifies under what circumstances a contract with an initial net investment
meets the characteristic of a derivative; (2) clarifies when a derivative
contains a financing component; (3) amends the definition of an underlying to
conform it to language used in FASB Interpretation No. 45 "Guarantor's
Accounting and Disclosure Requirements for Guarantees, Including Indirect
Guarantees of Indebtedness of Others"; and (4) amends certain other existing
pronouncements. This Statement is effective for contracts entered into or
modified after June 30, 2003, and for hedging relationships designated after
June 30, 2003. In addition, most provisions of SFAS 149 are to be applied
prospectively. The Company does not expect the adoption of SFAS 149 to have a
material impact on its financial position, cash flows or results of operations.

In 2003, the FASB issued SFAS No. 150, "Accounting for Certain Financial
Instruments with Characteristics of Both Liabilities and Equity" ("SFAS 150").
SFAS 150 changes the accounting for certain financial instruments that under
previous guidance issuers could account for as equity. It requires that those
instruments be classified as liabilities in balance sheets. The guidance in SFAS
150 is generally effective for all financial instruments entered into or
modified after May 31, 2003, and otherwise is effective on July 1, 2003. The
Company does not anticipate that the adoption of SFAS 150 will have a material
impact on its financial position, cash flows or results of operations.


                                       9
<PAGE>
3.   Promissory Notes:

Promissory Notes

Pursuant to stock purchase agreements entered into on July 8, 2002, between the
Company and each of Steve L. Komar, James T. McCubbin and Mark M. Mirabile, the
Company privately sold 865,000 shares of its common stock to each such person
without registration under the Securities Act of 1933, pursuant to the private
offering exemption under Section 4(2) thereof, in consideration of a three (3)
year full-recourse, five percent (5%) interest bearing promissory note with
equal annual principal payments due, issued by each such person to the Company
in the principal amount of $60,550, or $181,650 in the aggregate (which equals
$0.07 per share, being the closing price of the Company's common stock on July
8, 2002).

4.   Commitments and Contingencies:

Litigation

The Company is periodically a party to disputes arising from normal business
activities. In the opinion of management, resolution of these matters will not
have a material adverse effect upon the financial position or future operating
results of the Company and adequate provision for any potential losses has been
made in the accompanying consolidated financial statements.


                                       10
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSISOF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

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

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

Overview

WidePoint Corporation is a consulting services firm specializing in planning,
managing and implementing Information Technology ("IT") solutions. Its staff
consists of business and technical specialists that help customers augment and
expand their technical capabilities, drive new technical innovations and help
maintain a competitive edge in today's rapidly changing technological
environment.

The WidePoint approach is to apply a structured delivery methodology based on
industry standard best practices, enhanced with a set of deliverable templates
that increase productivity and effectiveness. WidePoint focuses on providing end
results with significant, tangible business benefits. Our consultants possess
recognized industry-standard certifications and years of successful project
experience.

Since 1996, WidePoint has focused on leveraging leading edge technologies,
methodologies and consultants to help clients improve their business
performance. This focus continues to tie together the Company's service
offerings and future direction. WidePoint's clients are increasingly looking to
harness the power of the Internet and leading IT technologies by integrating
these technologies with their existing systems as they transition, expand, and
refine their business environments.

From 1999 through 2002, the Company undertook several actions in an effort to
transition the Company from a millennium solutions provider to an IT services
company which included establishing the WidePoint brand, changing the Corporate
name and organizational structure and implementing a strategy that was
responsive to the evolving requirements of the Company's markets, customers,
asset base, and capital structure.

During 2002 and 2003, the Company has witnessed a negative economic environment
within the commercial IT sector due to constrained business investment and an
excessive supply of IT Consultants which as a result has both reduced gross
margins and decreased demand for the IT services that the Company provides to it
customers. In its efforts to overcome the negative environment and expand its
revenue streams, the Company continues to implement and refine its strategic
plan which has included the launch of a federal business initiative, continued

                                       11
<PAGE>

development of new technologies and capabilities focused within wireless
technologies, the development of various other practice areas, and the
initiation and expansion of several alliances to expand the Company's ability to
provide expanded services and reach to a wider group of new customers.

For the Quarter ended June 30, 2003, revenue was approximately $815,000 as
compared to revenue of approximately $839,000 for the Quarter ended June 30,
2002. For the six months ended June 30, 2003, revenue was approximately
$1,738,000 as compared to revenue of approximately $1,702,000 for the six months
ended June 30, 2002. The decrease in revenues in both the second quarter and for
the six months ended June 30, 2002, was attributable to a lower average bill
rate that was only partially offset by more billable hours worked in the second
quarter of 2003 as compared to the second quarter of 2002. While the Company has
witnessed an improvement in billable hours worked during the second quarter of
2003 as compared to the second quarter of 2002, the continued weakness within
the IT marketplace continues to create negative pricing pressures and an
increase in competitiveness that creates a more difficult environment to expand
revenues for the Company. The Company anticipates these trends will continue
into the second half of the year and as a result the Company continues to
develop several initiatives to expand its reach into new marketplaces that may
assist the Company in enhancing its ability to expand revenues in the future.

Most of the Company's current costs consist primarily of the salaries and
benefits paid to the Company's technical, marketing and administrative personnel
and depreciation expenses related to property and equipment. Consistent with the
development of a new focused strategic direction, the Company expects to expand
its operations through internal growth and by potential acquisition of new
personnel and assets. Therefore, the Company anticipates these costs may
increase.

The Company's profitability depends upon both the volume of services performed
and the Company's ability to manage costs. Because a significant portion of the
Company's cost structure is labor related, the Company must effectively manage
these costs to achieve profitability. To date, the Company has attempted to
manage its operating margins by offsetting increases in consultant salaries with
increases in consultant fees received from clients and by effectively managing
general overhead costs. During this economic slowdown within the IT marketplace
the Company has witnessed a degradation of its operating margins and continues
to experience margin pressures for the services that the Company offers. To be
successful the Company must continue to win new business, expand its revenues,
and manage its operating margins along with its general overhead costs to
mitigate the Company's losses and restore positive cashflow and earnings growth.

Results of Operations

Three Months Ended June 30, 2003, as Compared to Three Months Ended June 30,
----------------------------------------------------------------------------
2002
----

     Revenue. Revenue for the three month period ended June 30, 2003, was
approximately $815,000 as compared to approximately $839,000 for the three month
period ended June 30, 2002. The revenue decline was attributable to a lower
average bill rate partially offset by an increase in billable hours for its
consultants in the Quarter

                                       12
<PAGE>

ending June 30, 2003, as compared to the Quarter ended June 30, 2002.

     Gross profit. Gross profit for the three month period ended June 30, 2003,
was approximately $219,000, or 27% of revenues, a decrease of approximately
$42,000 from gross profit of approximately $261,000, or 31% of revenues, for the
three month period ended June 30, 2002. The decline in gross profit was
materially attributable to a reduction in gross margin as a result of negative
pricing pressures present within the current IT marketplace that the Company
cannot fully offset by reducing direct expenses.

     Sales and marketing. Sales and marketing expenses for the three month
period ended June 30, 2003, were approximately $112,000, or 14% of revenues, a
decrease of approximately $28,000, as compared to approximately $140,000, or 17%
of revenues, for the three month period ended June 30, 2002. The decrease was
materially attributable to a reduction in sales payroll and commission expenses
as a result of lesser revenues that were partially offset by an increase in
sales and marketing expenses related to the launch of our federal initiative
during the 1st half of 2003.

     General and administrative. General and administrative expenses for the
three month period ended June 30, 2003, were approximately $163,000, or 20% of
revenues, an increase of approximately $3,000, as compared to approximately
$160,000, or 19% of revenues, incurred by the Company for the three month period
ended June 30, 2002. The increase in general and administrative expenses for the
three months ended June 30, 2003, was primarily attributable to increases in
consulting, rent, and benefit expenses partially offset by decreases in labor,
legal and communication expenses as a result of the Company's continued effort
to align general and administrative expenses with future business planning
efforts.

     Depreciation and amortization. Depreciation and amortization expenses for
the three month period ended June 30, 2003, were $3,459, or less than 1% of
revenues, a decrease of $12,098, as compared to $15,557 of such expenses, or 2%
of revenues, incurred by the Company for the three month period ended June 30,
2002. The decrease in depreciation and amortization expenses for the three month
period ended June 30, 2003, was primarily attributable to a lesser amount of
depreciable assets as a result of the reduced equipments requirements of a
smaller consultant base.

     Other income (expense). Interest income (expense), net for the three month
period ended June 30, 2003, was $3,283, or less than 1% of revenues, a decrease
of $650 as compared to $3,933, or less than 1% of revenues, for the three month
period ended June 30, 2002. The decrease in interest income for the three month
period ended June 30, 2003, was primarily attributable to lesser amounts of cash
and cash equivalents along with lower short term interest rates that were
available to the Company on investments in overnight sweep accounts.

     Net loss. As a result of the above, the net loss for the three month period
ended June 30, 2003, was approximately $56,000 as compared to the net loss of
approximately $51,000 for the three months ended June 30, 2002.

Six Months Ended June 30, 2003, as Compared to Six Months Ended June 30, 2002
-----------------------------------------------------------------------------

     Revenue. Revenue for the six month period ended June 30, 2003, was
approximately

                                       13
<PAGE>

$1,738,000 as compared to approximately $1,702,000 for the six month period
ended June 30, 2002. The revenue increase was attributable to a greater number
of billable hours by consultants in the six months ending June 30, 2003 as
compared to the six months ended June 30, 2002.

     Gross profit. Gross profit for the six month period ended June 30, 2003,
was approximately $465,000, or 27% of revenues, a decrease of approximately
$62,000 from gross profit of approximately $527,000, or 31% of revenues, for the
six month period ended June 30, 2002. The decline of gross profit was materially
attributable to a reduction in gross margin as a result of negative pricing
pressures that are present within the current IT marketplace for the Company's
services.

     Sales and marketing. Sales and marketing expenses for the six month period
ended June 30, 2003, were approximately $238,000, or 14% of revenues, a decrease
of approximately $43,000, as compared to approximately $281,000, or 17% of
revenues, for the six month period ended June 30, 2002. The decrease was
materially attributable to a reduction in labor and commission expenses that
were partially offset by an increase in expenses related to the launch of our
federal initiative.

     General and administrative. General and administrative expenses for the six
month period ended June 30, 2003, were approximately $347,000, or 20% of
revenues, a decrease of approximately $15,000, as compared to approximately
$362,000, or 21% of revenues, incurred by the Company for the six month period
ended June 30, 2002. The decrease in general and administrative expenses for the
six months ended June 30, 2003, was primarily attributable to reductions in
labor, legal and communication expenses which were partially offset by increases
in benefit expenses.

     Depreciation and amortization. Depreciation and amortization expenses for
the six month period ended June 30, 2003, were $6,639, or less than 1% of
revenues, a decrease of $30,385, as compared to $37,024 of such expenses, or 2%
of revenues, incurred by the Company for the six month period ended June 30,
2002. The decrease in depreciation and amortization expenses for the six month
period ended June 30, 2003, was primarily attributable to a lesser amount of
depreciable assets as a result of the reduced equipments requirements of a
smaller consultant base.

     Other income (expense). Interest income (expense), net for the six month
period ended June 30, 2003, was $6,430, or less than 1% of revenues, a decrease
of $1,712 as compared to $8,142, or less than 1% of revenues, for the six month
period ended June 30, 2002. The decrease in interest income (expense), net for
the six month period ended June 30, 2003, was primarily attributable to lesser
amounts of cash and cash equivalents along with lower short term interest rates
that were available to the Company on investments in overnight sweep accounts.

     Net loss. As a result of the above, the net loss for the six month period
ended June 30, 2003, was approximately $120,000 as compared to the net loss of
approximately $145,000 for the six months ended June 30, 2002.


                                       14
<PAGE>
Liquidity and Capital Resources

The Company has, since inception, financed its operations and capital
expenditures through the sale of stock, seller notes, convertible notes,
convertible exchangeable debentures and the proceeds from the exchange offer and
exercise of the warrants related to a convertible exchangeable debenture.

Cash used in operating activities for the quarter ended June 30, 2003, was
approximately $111,000 as compared to cash used in operating activities of
approximately $78,000 for the quarter ended June 30, 2002. The increase in cash
used by operations during the second quarter of 2003 as compared to the second
quarter ending 2002 was primarily a result of a increase in days sales
outstanding in accounts receivable, a reduction in accounts payable and accrued
expenses and a reduction in losses. There was no material amount of capital
expenditures on property for the quarters ended June 30, 2003 and 2002.

As of June 30, 2003, the Company had net working capital of approximately $1.2
million. The Company's primary source of liquidity consists of approximately
$1.1 million in cash and cash equivalents and approximately $0.4 million of
accounts receivable. The Company's current liabilities include $0.3 million in
accounts payable and accrued expenses.

The market for the Company's services is experiencing an environment of
constrained technology investment as a result of an economic slowdown that has
reduced new technology initiatives. As a result of this negative environment,
the demand for IT consultants ranging from software programmers to network
engineers has been negatively effected. This has reduced demand for the
Company's consultants as well as created downward pricing pressures and an
increase in competition from both domestic and foreign firms for the diminished
amount of new and ongoing IT initiatives. The Company anticipates in the future
a reversal of these negative events as economic growth is restored and the
constrained environment in new technology initiatives ebb. Therefore, the
Company's business environment is characterized by rapid technological changes
and experiences times of high growth and contraction.

During 2002 and 2003, the Company has embarked upon several new initiatives to
counter the current negative environment within our industry and expand our
capacity to restore revenue growth. The Company requires substantial working
capital to fund the future growth of its business, particularly to finance
accounts receivable, sales and marketing efforts, and capital expenditures. The
Company currently has no commitments for capital expenditures. The Company's
future capital requirements will depend on many factors including the rate of
revenue growth, if any, the timing and extent of spending for new product and
service development, technological changes and market acceptance of the
Company's services.

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

                                       15
<PAGE>

external sources. Additionally, a major expansion, such as would occur with the
acquisition of a major new subsidiary, might also require external financing
that could include additional debt or capital. There can be no assurance that
additional financing, if required, will be available on acceptable terms, if at
all.

Other

Inflation has not had a significant effect on the Company's operations, as
increased costs to the Company have generally been offset by increased prices of
services sold.

The preparation of financial statements in conformity with US GAAP requires
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 and the reported amounts of revenues and
expenses during the reporting period. Actual results could differ from those
estimates.

This report contains forward-looking statements setting forth the Company's
beliefs or expectations relating to future revenues, profitability, and
performance. Statements that contain words such as `believes", "expects",
"anticipates", "intends", "estimates", or similar expressions are
forward-looking statements. Forward-looking statements involve risks and
uncertainties that could cause actual results to differ materially from those
expressed or implied by such forward-looking statements. Actual results may
differ materially from projected or expected results due to changes in the
demand for the Company's products and services, uncertainties relating to the
results of operations, dependence on its major customers, risks associated with
rapid technological change and the emerging services market, potential
fluctuations in quarterly results, its dependence on key employees and other
risks and uncertainties affecting the technology industry generally. The Company
disclaims any intent or obligation to up-date publicly these forward-looking
statements, whether as a result of new information, future events or otherwise.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not Applicable.

ITEM 4. CONTROLS AND PROCEDURES

An evaluation was carried out under the supervision and with the participation
of the Company's management, including our Chief Executive Officer and Chief
Financial Officer, regarding the effectiveness of our disclosure controls and
procedures (as defined in Rule 13a-14(c) under the Securities Exchange Act of
1934) as of June 30, 2003. As a result of their evaluation, our Chief Executive
Officer and Chief Financial Officer have concluded that the Company's disclosure
controls and procedures are effective to ensure that information required to be
disclosed by the Company in reports that it files or submits under the Exchange
Act is recorded, processed, summarized and reported within the time periods
specified in the Securities and Exchange Commission rules and forms. There were
no changes in the Company's internal control over financial reporting that
occurred during the quarter ended June 30, 2003, that has materially

                                       16
<PAGE>

affected and is reasonably likely to materially affect, the Company's internal
control over financial reporting.

                                    PART II.
                                OTHER INFORMATION

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

(a)  Exhibits
     --------

     31.1    Certification of Chief Executive Officer Pursuant to Section 302 of
             the Sarbanes-Oxley Act of 2002.

     31.2    Certification of Chief Financial Officer Pursuant to Section 302 of
             the Sarbanes-Oxley Act of 2002.

     32      Certification of Chief Executive Officer and Chief Financial
             Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.


(b)  Reports on Form 8-K
     -------------------
     None.


                                       17
<PAGE>
                                   SIGNATURES

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


                                       WIDEPOINT CORPORATION


Date:    August 14, 2003               /s/ STEVE L. KOMAR
                                       ------------------
                                       Steve L. Komar
                                       President and Chief Executive Officer



                                       /s/ JAMES T. MCCUBBIN
                                       ---------------------
                                       James T. McCubbin
                                       Vice President - Principal
                                       Financial and Accounting Officer


                                       18