CROWN  INTERNATIONAL  INC.



                  Filing Type:     10KSB
                  Description:     Annual Report
                  Filing Date:     July 12, 2002
                  Period  End:     March 31, 2002


          Primary Exchange:        Over the Counter Bulletin Board
          Ticker:




<PAGE>
                                Table of Contents

                                Index to Annual
                              Report on Form 10-KSB

                    For The Fiscal Year Ended March 31, 2002

                                                                           Page

Part  I                                                                       1

Item  1.    Description  of Business                                          1

Item  2.    Description  of Property                                          9

Item  3.    Legal  Matters                                                    9

Item  4.    Submission  of Matters to a Vote of Security Holders              9

Part  II                                                                     10

Item  5.    Market for Common Equity and Related Stockholder Matters         10

Item  6.    Plan Of Operation                                                10

Item  7.    Financial Statements                                             11

Item  8.    Changes In and Disagreements With Accountants on Accounting      11
            and  Financial  Disclosure

Part  III                                                                    12

Item  9.    Directors, Executive Officers, Promoters and Control Persons;    12
            Compliance  with  Section  16(a)  of  the  Exchange  Act

Item  10.   Executive Compensation                                           13

Item  11.   Security Ownership of Certain Beneficial Owners and Management   14

Item  12.   Certain Relationships And Related Transactions                   15

Item  13.   Exhibits  and  Reports  on  Form  8-K                            15

SIGNATURES                                                                   16

FINANCIAL  STATEMENTS                                                        17


<PAGE>
                    U.S. SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                  FORM 10-KSB

[X]           ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934
                    For the Fiscal Year Ended: March 31, 2002

[ ]            TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934
      For  the  transition  period  from           to

      Commission  File  No.  000-31915

                          CROWN INTERNATIONAL, INC./FL
            --------------------------------------------------------
            (Name of small business issuer as specified in its chart

               FLORIDA                              65-0716874
    -------------------------------               -------------------------
    (State  or  other  jurisdiction  of                    (IRS  Employer
    incorporation  or  organization)                 Identification  Number)

        80 Richmond St. West, Suite 1604
        Toronto,  Ontario  Canada                       M5H 2A4
        -----------------------------------------------------------------
              (Address of principal executive offices) (Zip Code)

Issuer's  telephone  number:  416-866-8213
                              --------------

Securities registered pursuant to Section 12(b) of the Exchange Act: None

Securities registered pursuant to Section 12(g) of the Act:

                    Common Stock, par value $.001 per share
                                (Title of Class)

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 past 12
months (or 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 [ ]

Check if disclosure of delinquent filers in response to Item 405 of Regulation
S-B is not contained in this form, and no disclosure will be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-KSB or any amendment to
this Form 10-KSB. [ ]

State issuer's revenues for twelve months ended March 31, 2002: NIL

State the aggregate market value of the voting and non-voting common equity held
by non-affiliates computed by reference to the price at which the common equity
was sold, or the average bid and asked price of such common equity, as of a
specified date within the past 60 days: Not applicable. The Company has no
public trading market.

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: 2,903,900 shares of common stock, as
of March 31, 2002.

DOCUMENTS INCORPORATED BY REFERENCE: none

Transitional Small Business Disclosure Format: No

This Form 10-KSB contains "forward-looking statements" relating to the
Registrant which represent the Registrant's current expectations or beliefs
including, but not limited to, statements concerning Registrant's operations,
performance, financial condition and growth. For this purpose, any statements
contained in this Form 10-KSB that are not statements of historical fact are
forward-looking statements. Without limiting the generality of the foregoing,
words such as "may", "anticipation", "intend", "could", "estimate", or
"continue" or the negative or other comparable terminology are intended to
identify forward-looking statements. These statements by their nature involve
substantial risks and uncertainties, such as credit losses, dependence on key
personnel and variability of quarterly results, ability of Registrant to
continue its growth strategy and competition, certain of which are beyond the
Registrant's control. Should one or more of these risks or uncertainties
materialize or should the underlying assumptions prove incorrect, actual
outcomes and results could differ materially from those indicated in the
forward-looking statements.


                              1
<PAGE>
PART  I
ITEM  1.  DESCRIPTION  OF  BUSINESS
-----------------------------------

 (a)  BUSINESS  DEVELOPMENT
 --------------------------

     Crown International Inc. (the "Company") was incorporated on December 6th,
1996 under the laws of the State of Florida under the name of Crown
International Inc. See Exhibit 3.1 at Page E-5. The Bylaws of the Company are
included as Exhibit 3.2 Page E-10. From the date of its corporation to 31 March
2002, the only activity undertaken by the Company was on November 5th, 1999
where the Company entered in to a Bill of Sale with Greatway Global
Communications Corp. (identified hereinafter as "Greatway") an Ontario, Canada
Corporation. See Exhibit 2 Page E-1. The above exhibits were previously filed
with the Registrant's Form 10-SB filed 2 November 2000. This Bill of Sale
provided as follows:

(1)Greatway transferred all of its assets and intellectual properties to the
Company at Greatway's net book value. These assets and equipment are listed on
Schedule A of the Bill of Sale filed as Exhibit 2, Page E-1 of the Registrant's
Form 10-SB previously filed. The equipment was transferred for the amount of
$20,200 and are commodity items. The intellectual property, being Greatway's
research and development expenditures, were transferred for the amount of
$850,000.

(2)The Company completed this sale with the exchange of 2,000,000 shares of
Crown International Inc. (Florida) to Greatway. No monies were exchanged in the
transaction.

(3)Greatway remains the registered owner of the 2,000,000 shares of the Company.
Macwin Investments Inc., an Ontario, Canada Private Corporation and 125739
Canada Inc., a Canadian Private Corporation, own 1,640,000 and 360,000
respectively of the total issued and outstanding shares of Greatway.

(4)The Agreement was completed November 5th, 1999 and 2,000,000 shares of Crown
International Inc. (Florida) were subsequently issued to Greatway. All shares as
issued have restrictive legends under Rule 144 of the Securities Act of 1933 as
amended. The Company presently operates the business hereinafter described and
other than the asset purchase the Company has had no separate business
activities since its formation to the current date.


                                        2
<PAGE>
(5) The business purpose for the purchase of the assets from Greatway in
exchange for the transfer to Greatway of two million shares of the Company's
stock was two-fold. First, it provided the stockholders of the Company with the
opportunity to change from ownership of an inactive Company to ownership in an
active Company with the prospects of stock appreciation. Second, the agreement
provided Greatway with the opportunity to acquire a majority interest in a
United States corporation, with the ultimate goal of achieving a public market
for its stock.

     The agreement was at arm's-length because the Officers and the Board of
Directors of both corporations were independent of each other. Further, at the
time of the agreement none of the stockholders of the two corporations owned any
stock of the other corporation. There were no agreements or understandings in
place that would negate the transaction as being arm's-length.

(6) Greatway was incorporated for and its sole purpose was to develop and prove
the technologies that permit its users to interact from different locations at
the same time and work with and make changes on content or data files.

     Greatway is a predecessor of the Company, based upon the definition of
"Predecessor" in Regulation (Section) 240.12b-2 (Rule 12b-2), under the
Securities Exchange Act of 1934, as amended. Accordingly, the developments of
Greatway during the last three years is as follows:

(1) Greatway Global Communications Corp. was formed as a Corporation under the
laws of Ontario, Canada on October 6, 1997.

(2) Greatway is a corporation in good standing under the laws of Ontario, Canada
as of the date of this filing.

(3) As described above, Greatway, on November 5, 1999 sold all of its assets to
Crown International, Inc. under an Agreement of Bill of Sale. Refer to Exhibit
2, Page E1 of Form 10-SB previously filed for a description of the assets
acquired.

     As of March 31,2002 there has been no other items of business to report.

(b)  BUSINESS  OF  ISSUER
-------------------------

GENERAL

     Firstly, the Company intends to offer the following services to businesses
and Corporations. These services are described as follows:

- Corporate Broadcasting - which includes the delivery over the internet of
Corporate information and events. Basic services would include meetings, such as
annual general meetings of shareholders, corporate messages, product launches or
promotional information, corporate profiles, all of which would be delivered or
broadcast over the internet

- Strictly Electronic Meetings - whether text, audio, video or combination
thereof would be delivered over the internet

- Enriched Website Features - which would include some features of the Company's
technology such as the ability of website users in various different geographic
locations at the same or various different times to work together and share data
files and for those various users to manage the content of a website, thereby
linking over the internet various corporate participants, such as investors,
suppliers, branch locations, customers, professionals, sub contractors, in a
network for working together and sharing information over the internet

     Secondly, The Company intends to rent an item of electronic equipment,
having dimensions of 19" wide by 19" deep by 4" thick, and being a server which
is a computer with which other computers over a network can request


                                    3
<PAGE>
and receive information; which server will contain the Company's software that
is designed to permit users to interact simultaneously and work with and make
changes on content or data files (audio, video, text, graphics, animation and
design) with other users having their own similar server regardless of their
geographic location (herein referred to as the "Box").

(1)  PRINCIPAL  PRODUCTS  OR  SERVICES  AND  THEIR  MARKETS:
------------------------------------------------------------

Principal  Products  or  Services
---------------------------------

     The Company's services as described above are intended to provide the
Company's corporate customers with a full range of means by which to communicate
electronically and broadcast or deliver over the internet information, data or
messages to corporate participants.

     The Company's principal Product is the Box as described in "General" above
and will be marketed as the "GlobeLink Box". Further features are:

     One Box is selected as the Master Box to contain all of a project's content
or data files, thereby enabling the other Boxes linked to it to centralize the
management, storage and organization of the content or data files and to be able
to access or work on any files at any time.

     Users are able to set file status codes, send messages, update files,
retrieve files, set permissions on files, and create their own "mediafile"
categories. The Box allows users to preview files without coming into the
workplace or studio. Using the Company's data delivery technologies they are
able to preview media formats directly from the central server (Box). This saves
having to convert media files to standard streaming (Or delivery) format.

System Architecture: The Company intends to provide its services by retaining
Companies with which it has developed close relationships during the development
of its technologies, to produce the specifications and features of its services.
For example, the Company, in order to provide its services, must co-ordinate
functions such as audio video production with a camera at a corporate site and
editing the production and adapting it for delivery or distribution over the
internet (streaming) in a studio facility.

     For the Company's technology and Box, the Company's cross platform solution
to multimedia collaboration means that the Company's system works on all major
computer operating systems such as Microsoft's Windows, UNIX, Linux, Macintosh
and Sun and it is designed to integrate into any studio environment. The
Company's architecture for the Box allows it to be shipped pre-configured to
users, thereby reducing the time for set up procedures at the users site. These
Boxes will be linked by a variety of transmission lines having a wide range of
speeds and capacity to create a network for interaction of various functions and
tasks required in the production of content in various sectors such as film,
recording and advertising, education and training or industrial design. The
Company's Business Model involves the rental of fully configured computer
servers (the Box), containing the Company's software, at various user sites. As
part of the rental or subscription service , each Box will be upgraded remotely
by the Company transferring over the network to customer's Boxes the upgrades as
enhancements are released. The box will be rented in two versions.

     (1) The Master Box - is intended for the prime production facility and will
contain all versions of data files in a project. It is currently the Company's
intention to physically locate the Master Box at an internet service provider so
as to maximize the speed and delivery of the data to all participants in the
Project.

     (2) The Client Box - will be located at the premises of sub contractors
such as animators, sound recording, film, graphic designers, editors,
advertising agencies and their clients or workstations of corporate participants
in various geographical locations.


                                     4
<PAGE>
b)  Markets
-----------

Market  Segmentation
--------------------

     Initially, the Company intends to market its services to small and
mid-sized corporations that are publicly traded. These corporations may have a
desire to make available their shareholder meetings over the internet. The
Company views the internet delivery of meetings as an entry-level introduction
to the full range of the Company's services.

     The Company, initially, plans to market the Box to corporations and
production facilities, worldwide where participants in a project located in
various diverse geographic locations can work together on a data file at the
same time without the need to travel.

     Since November 1999,in the opinion of management of the Company, the
Company was positioned to take its technologies and products to the commercial
world, starting with a select number of targeted customers in North America and
Europe. These targeted customers would be studios that perform various functions
such as video, sound, animation, design and graphics. However, because of poor
conditions in the advertising and studio sector as well as the marketplace in
general, the Company's management has decided to withhold marketing the Box
until conditions and attitudes towards new technology improves. In the meantime,
the Company intends to market its services to corporations and thereby develop a
customer base to whom the box can be marketed. Services such as Corporate
Broadcasting are the focus of the Company until such conditions improve.

     The market place, which already offers video streaming (delivery) and
exchange, the Company's Box is intended to provide a fully functional, self
contained solution to facilitate collaboration (or working together) of
geographically separated production facilities in the audio and video recording
industry without the need to courier tapes, disks and other media format. In
addition to the Company's software allowing users to interact, the Company has
incorporated its own asset management system that allows any production house in
the network of users of the Box to track changes and synchronize the activity of
a project and to store all versions of various files, including an integrated
process offering multi functions and multi tasks to collaborate at the same
time. A master file for working together will be located in the Master Box and
can be accessed and worked upon remotely from Client Boxes in various locations.
The master file remains up to date and current in the Master Box.

Business  Applications  of  Services
------------------------------------

     Internet Corporate Broadcasting Services - for delivery over the internet:

1)   Basic
          Meetings(i.e.  shareholders)
                             -    audio
                             -    video
                             -    recorded or live
          Corporate messages -    press releases
                             -    President's
                             -    Executive interviews
          Products           -    launches
                             -    displays
          Corporate  Information  or  Promotional  video

2)   Electronic Meetings - can be conducted on the internet utilizing solely
                    text

3)   Enriched Corporate Website
          - Collaboration and Interactivity where participants can share and
          work together on data files from difference geographic locations over
          the internet


                                  5
<PAGE>
          -    Incorporating the foregoing - meetings, messages, product
               displays etc.
          -    Content management - without webmaster intervention
          -    Content creation, change and approvals can be assigned across an
               organization
          -    Networking corporate participants(clients, suppliers, projects,
               etc.)
          -    Ease of set-up and use
          -    Centralize the Management of projects in multiple geographic
               locations.


Business  Applications  of  Technology
--------------------------------------

     In the opinion of Management of the Company, its technology can be used in
a wide variety of applications. The company plans to bring these to market in a
specific order, to maximize the return on investment and streamline the
development effort. The Company will market its technology in the following
order:

1) Corporate Broadcasting - services being offered by The Company.

2) "GlobeLink Box" - as described above, allows geographically separated
production facilities to work together without the need to courier tapes, disks
and other forms of media.

3) Broadband on Demand - where high data capacity transmission lines like fiber
optic can be used and paid for as required by the user and is to be marketed to
telephone companies and internet service providers. This facilitates the
dissemination of audio and video as required by using the Company's "hub" (a box
with large storage capacity) which will receive, store and transfer data files
from various locations within a local region (city) and make those files
available to other locations.

4) Virtual Private Networks - for multi location corporations - enables working
together at the same time on files from various remote locations. The Company's
project management software provides version control to be time stamped of
changes being made by each participant. Version control is where each version of
a data file on which work has been performed is saved and catalogued.

5) Broadband Content Providers (Content providers requiring high data capacity
transmission lines) - not only allows the streaming (delivery) of quality audio
and video over the internet, but includes the ability to:
*    use multiple pictures on the same screen
*    display full motion video
*    interactive video conferencing
*    initialization (initiate a session from a remote location)

6) Distance Training/Education (Teacher or Instructor from one location
providing a course over the Internet to multiple remote locations) - the
Company's software allows the delivery of high resolution detail, thereby
enhancing the training material and minimizing the communication costs.

(c) Other
---------

Development  History  including  Industry  Participants
-------------------------------------------------------

     Greatway's technology had its origins in a Research Laboratory setting in
Ottawa, Canada, including the Communications Research Center, Ottawa Carleton
Research Institute, and Canarie (Canadian Network For Advancement of Research,
Industry and Education).


                                 6
<PAGE>
     The Canarie Project provided the environment needed to develop the
Company's technology. Canarie is a research and development network in Canada.
The Company's technology and capabilities were demonstrated over the Canarie
Fiber Optic Network by linking General Assembly, a commercial studio in Ottawa,
Canada, The Ottawa Carleton Research Institute, Bell Lab Centennial College
(Toronto), Multi-Media Lab at St. Clair College (Windsor) and Multi-Media Lab at
Capilano College (Vancouver). This Project enabled students and teachers in
geographically dispersed locations to work together on the same file and produce
advanced multi media material. The linking allowed the end product(s) to be
catalogued and tracked accurately so that it could be efficiently shared by
others. This Project was undertaken between the fall of 1998 and June 1999 and
thereafter Greatway and the Company adapted the technologies to common
commercial transmission lines having a wide range of speeds and capacity and
developed uses, and functions and software compatibilities required by the
Studio Industry, all of which has been embodied into the Company's Box. Also,
between 1995 and 2000 Greatway worked with and received input from studios,
specifically being:

Raleigh Studios, Hollywood
Dan Krech Productions, Inc., Toronto, Canada
General Assembly, Ottawa, Canada
Stonehenge Studios, Toronto, Canada
Vault Studios, Toronto, Canada
Discovery Productions, Toronto, Canada

During the development of the Company's technologies, familiarity with internet
participants, technologies and requirements were acquired by the Company's
management. In the area of content and data management of web sites on the
internet, the Company developed a close relationship with X2idea Corp., a
corporation based in Toronto, Canada that provides enriched web services.

(2)  DISTRIBUTION  METHODS  OF  THE  PRODUCTS  OR  SERVICE
----------------------------------------------------------

     For the Company's Services: By offering a full range of internet
communications services, Management of the Company intends to develop a customer
base by offering basic and reasonably priced services. From this base the
Company anticipates future sales of its more elaborate services and of its
technologies.

     For the Company's Product (Box ): In the opinion of Management of the
Company, by placing the Company's Box into the site of each participant in a
project, the participant's can work together on the same data file at the same
time or efficient time. Because the Company's Box was developed within the
studio environment and with the guidance of studio participants, in the opinion
of management of the Company, the Company's box contains the features, functions
and technological compatibilities to provide an industry specific solution that
to the user is intended to be "plug and play" and user friendly. Also with the
prevalence of various transmission lines having a wide range of speeds and
capacity, the Box should be available for use to a variety of locations.

     Through use and visibility among industry participants, in the opinion of
Management of the Company, a network of users of the Box should evolve. Also as
a result of user feedback and our own studio partners, updates and enhancements
will regularly be provided to users as part of their rental/subscription fee.
The rental fee of the Company's Box was determined after discussion with some of
its industry participants and was based upon the rental fee being less than the
industry's current costs for working together on content files from different
locations, such as travel and couriers.

     In addition to the Box rentals, where customers have multiple locations or
functions and a private and secure private transmission lines, (its own network)
the Company has received positive reception for selling enterprise software to
these corporations or groups having multiple locations and their own private
network. The Company's software would be installed for a one year period into
one Box which would be linked to the users' desk top computers


                                    7
<PAGE>
performing various functions in a production within the private network. As part
of the initial price, upgrades would be provided from time to time and annually,
for a fee, use of The Company's software could be renewed for a further year. In
addition where these corporations or groups require additional customization an
additional fee will be rendered. Also, Boxes can be rented to these corporations
for use by their clients or other associated locations outside of their private
network.

(3)  STATUS  OF  ANY  PUBLICLY  ANNOUNCED  NEW  PRODUCT  OR  SERVICE:
---------------------------------------------------------------------

The company has not publicly announced its product or service.

(4)  COMPETITIVE BUSINESS CONDITIONS AND THE SMALL BUSINESS ISSUER'S COMPETITIVE
     ---------------------------------------------------------------------------
POSITION  IN  THE  INDUSTRY  AND  METHODS  OF  COMPETITION:
-----------------------------------------------------------

     a)   General
     ------------

     The Company's Services: During the development of the Company's
technologies, Management of the Company acquired an awareness and understanding
of the various components required to provide its services. Accordingly
Management of the Company is of the opinion that it can offer its services less
expensively and quicker because of its understanding of the process and its
relationships with the studios and technical people required to provide its
services.

     The Company's Box: In the opinion of Management of the Company, the
Company's Box is intended to save time and money for studios or workplaces that
presently work together and share data files by using couriers and personal
travel. Presently some products enable users to share a document on line - the
so called electronic white board. However, in the opinion of Management of the
Company, no other current offerings allow for the combination of working
together and making changes on a project at the same time and combining various
functions and tasks.

     In the opinion of the Management of the Company ,the marketplace offers
single or limited function technologies that enable users to exchange or share
content files and work together on them. In the opinion of Management of the
Company , the Company Box is an integrated process for multi tasks and functions
and compatibilities required by production facilities in the film,
entertainment, recording and advertising sectors but which could be adapted to
other sectors such as training, education, or commercial design. In the opinion
of Management of the Company, the Company views its competitive advantage as an
integrated and centralized environment, but which can also be used generally
where users in various geographic locations wish to work together and share the
same data files.

     Any one or more of our competitors or other enterprises not presently
identified by or known to us may develop technologies and/or products which are
superior to ours, less expensive than our products and technologies or market
more successfully existing or new competing products and technologies. To date,
we have not generated any revenues from our products or technologies and are
competing against companies that may have significantly greater financial and
human resources.

     b)   Barriers  to  Entry
     ------------------------

In the opinion of Management of the Company the barriers to entry are -

1)   For its Services:
     -    In a troubled economy, the reluctance to break from historical
          practices and use the internet to deliver or broadcast and communicate
          meetings, messages, product launches


                                  8
<PAGE>
     -    For publicly traded companies, assurance of regulatory compliance for
          shareholder meetings and disclosures
     -    Time and expense to install and train people for interactive internet
          working together

2)   For  its  Box:

     -    The need for any potential competitor to have in-house software
          engineers that have the requisite technical skills coupled with a
          detailed understanding of how the modern production studio operates.
          Over the last five years the Company has worked closely with studio
          people and facilities in order to determine their needs and functions
          as previously stated in Development History including Industry
          Participants
     -    The need for access to a high-speed network and production studio
          environment in order to develop and test the software during the
          development process which the Canarie project provided the Company
     -    The technophobic, conservative nature of some participants generally
          and specifically in the production studio industry. The Company is
          well aware of the need to include visible sites and users for its Box.
          Therefore the Company has regularly consulted with studio owners and
          participants who have not only provided significant input concerning
          the features needed, but who are also candidates to use the "Box" in
          the initial roll out.
     -    The marketplace generally is adverse to new technology and the slowing
          economy makes more difficult expenditures for technology.

c)   Advertising and Promotion
------------------------------

    1)     Regarding  the  Company's  corporate services, the Company intends to
approach  organizations  with  a  customer  base  interested  in  broadcasting
information  and  events.  For  example,  transfer  agents,  investor and public
relations  corporations, shareholder services organizations, corporate event and
incentive  organization.

    2)    The Company is following a number of approaches to promoting the box:

     -    As the Company acquires clients to use its services, the Company will
          introduce them to the Company's Box.
     -    The Company's technology and business model has been developed with
          the assistance of numerous industry partners and participants.
          Initially the Company will solicit the support of key participants to
          use the Boxes for their projects and will thereby act as natural
          references. Accordingly from these world wide contacts a Global
          network of studios or other users of the Box will evolve and form the
          initial customer base or "Critical Mass" and act as the springboard
          for future Global sales.
     -    The Company plans to retain a third party company to package the Box
          and develop promotional material.

(5)  SOURCES  AND  AVAILABILITY  OF  RAW  MATERIALS  AND  THE NAMES OF PRINCIPAL
--------------------------------------------------------------------------------
SUPPLIERS:
----------

     For  the  Company's  services,  it  intends  to work closely with Discovery
Productions,  Toronto, Canada for content production and studio requirements and
for its enriched web services and technology support with x2idea Corp., Toronto,
Canada.

     The  principal  component  of the Box is a server which , in the opinion of
Management  of  the  Company,  is readily available in the marketplace, the most
favoured  presently by Management of the Company is that supplied by VALinux. In
addition  certain  readily available software is also incorporated into the Box.
The  Company's  software together with strong security is integrated very simply
into  the  foregoing.


                                     9
<PAGE>
(6)  DEPENDENCE  ON  ONE  OR  A  FEW  MAJOR  CUSTOMERS:
     --------------------------------------------------

The  Company  has  no  customers.

(7)  PATENTS,  TRADEMARKS, LICENSES, FRANCHISES, CONCESSIONS, ROYALTY AGREEMENTS
     ---------------------------------------------------------------------------
OR  LABOUR  CONTRACTS,  INCLUDING  DURATION:
--------------------------------------------

The Company does not hold any patents, trademarks or licenses. The Company
acquired all of the intellectual property of Greatway, which property included
its network architecture, source codes and software codes for its software and
designs and its software architecture.

(8)  NEED  FOR  ANY  GOVERNMENT  APPROVAL  OF  PRINCIPAL  PRODUCTS  OR SERVICES:
--------------------------------------------------------------------------------

At this time there is no required government approval of the products and
services offered. Further, there are no direct governmental regulations that
impact the business operations.

(9)  EFFECT  OF  EXISTING  OR PROBABLE GOVERNMENTAL REGULATIONS ON THE BUSINESS:
--------------------------------------------------------------------------------

Not applicable - see (8) above.

(10)  ESTIMATE  OF  THE AMOUNT SPENT DURING EACH OF THE LAST TWO FISCAL YEARS ON
--------------------------------------------------------------------------------
RESEARCH  AND  DEVELOPMENT ACTIVITIES, AND IF APPLICABLE THE EXTENT TO WHICH THE
--------------------------------------------------------------------------------
COST  OF  SUCH  ACTIVITIES  ARE  BORNE  DIRECTLY  BY  CUSTOMERS:
----------------------------------------------------------------

     For the fiscal year ended 31 March 2002 the Company expended $35,451.00 on
research and development and for the fiscal year ended 31 March, 2001, the
Company expended $95,870 on Research and Development.

     Both of these amounts are comprised of monies expended by the Company.
Macwin Investments advanced the monies for these expenditures.


(11)  COSTS  AND  EFFECTS OF COMPLIANCE WITH ENVIRONMENTAL  LAWS (FEDERAL, STATE
--------------------------------------------------------------------------------
AND  LOCAL):
------------

There are no costs and effects of compliance with any environmental laws.

(12)  NUMBER  OF  TOTAL  EMPLOYEES  AND  NUMBER  OF  FULL  TIME  EMPLOYEES:
---------------------------------------------------------------------------

The  Company  has  no  employees  at  the  present  time.



ITEM  2.  DESCRIPTION  OF  PROPERTY
-----------------------------------

     The Company leases premises at 80 Richmond St. West, Suite 1604 Toronto,
Ontario Canada on a month to month basis. The Company owns no real property.

ITEM  3.  LEGAL  PROCEEDINGS
----------------------------

Not  applicable.

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

Not  applicable.


                                      10
<PAGE>
PART  II

ITEM  5.  MARKET  PRICE  OF  AND  DIVIDENDS  ON  THE  REGISTRANT'S
------------------------------------------------------------------
       COMMON  EQUITY  AND  RELATED  STOCKHOLDER  MATTERS
       --------------------------------------------------

(a)  Market  Information:
There is no public trading market for the common stock of Crown International,
Inc.

The securities to be registered in this filing are the common stock of the
Company . The Company has no other class of stock. In regard to this class of
common equity:

     1) There is no stock subject to outstanding warrants or options of any type
whatsoever.

     2) The registrant has not agreed to register under the Securities Act any
of the stock owned by the stockholders. At this time 403,600 shares are free
trading (being held by non-affiliates for a continuous period in excess of two
years) and could be sold under Rule 144(k) if that rule were available.
2,500,300 shares are held by affiliates for over one year and could be sold
under Rule 144(e)(1)

     3) There is no stock that is proposed to be publicly offered by the
registrant, or otherwise.

(b)  Holders:
The  only  class  of  equity  in  the  Company  is  common  stock  .  There  are
approximately  36  stockholders  of  record.

(c)  Dividends:
The Company has never paid dividends and has no intention of paying dividends in
the  future.

RECENT  SALES  OF  UNREGISTERED  SECURITIES
-------------------------------------------

On November 5, 1999 the company entered into an Agreement (Bill of Sale) with
Greatway Global Communications Corp., (Greatway") a Corporation organized under
the laws of the Province of Ontario, Canada, whereby the Company transferred
2,000,000 shares of its common stock to Greatway in exchange for a transfer of
certain intellectual property and assets to the Company. See Exhibit 2 at Page
E-1 Bill of Sale previously filed. The specific assets transferred to the
Company are described on Schedule A of the Bill of Sale.

     This was not public offering in that no shares were offered to the public,
the transaction was a sale to one person, and the manner of the transaction was
that of a private sale. The Company is claiming an exemption from registration
for this sale under the authority of Section 4(2) of the Securities Act of 1933,
as amended, in that it was a transaction by an issuer not involving any public
offering.

ITEM  6.  PLAN  OF  OPERATION
-----------------------------

     The Company's technology located in the boxes has been disassembled and
will be held in abeyance until market conditions improve or a compelling and
profitable customer or customers are ready to buy. The Company does not plan to
do any Research and development at this time.

     By the end of August 2002 the Company intends to produce on a potential
customer's website a demonstration of certain features of the Company's
services. With the availability of this website demonstration, the Company can
approach prospective corporate customers to purchase its services.


                                        11
<PAGE>
     The Company plans to market not only directly to corporations but also
through organizations with a base of corporate clients such as transfer agents,
investor and shareholder organizations and organizations marketing corporate
packages and incentives. As the Company acquires corporate customers using the
Company's basic services, the Company will offer to this customer base its more
enriched services such as web content management, the Company's Box, and
features of the Company's technology.

     In addition to the Box rentals, where customers have multiple locations or
functions and private and secure transmission lines, (its own network) the
Company intends to offer enterprise software to these corporations or groups
having multiple locations and their own private network. The Company's software
would be installed for a one year period into one Box which would be linked to
the users' desk top computers performing various functions in a production
within the private network. In addition where these corporations or groups
require additional customization an additional fee will be rendered. Also, Boxes
can be rented to these corporations for use by their clients or other associated
locations outside of their private network.

     To date the Company has been funded from shareholders advances and advances
from Macwin Investments Inc., an Ontario, Canada Corporation owned by Lorna
Irwin , spouse of Company Director, Alan Irwin. The Company anticipates meeting
its cash requirement for the next 6 month period from Shareholder advances, and
for the following 6 month period with a private placement for at least $300,000
pursuant to exemption provided by Rule 506 of Regulation D as published by the
Securities and Exchange Commission.

     Further, the Company plans to raise $2,000,000 under Rule 506 for the
purposes of adapting its technology to other uses and sectors and for the
marketing thereof and to fund further Research and Development for its
technologies and applications, all of which are optional.

     (a)In the opinion of Management of the Company, in the event that the
Company is not able to raise all or part of the anticipated $2,000,000, the
Company will defer future Research and Development expenditures and delay non
critical expenditures. In the opinion of Management of the Company Such actions,
should they become necessary will not interfere with the day to day operations
of the Company.

     (b)The Company's priority is to offer its services, which are not dependent
upon the $2,000,000 placement. In the opinion of Management of the Company, it
has the ability to fund operations for twelve months due to minimum expenditures
of administrative and operating costs regardless of the funding it intends to
obtain from the private placements.

     The Company does not anticipate having any employees in the next fiscal
year. However, the Company's access to technology consultants and industry
participants are sufficient to undertake the Company's Plan of Operation for the
next fiscal year.

ITEM  7.  FINANCIAL  STATEMENTS
-------------------------------

The  financial statements are filed herewith before the signatures commencing on
page  17.

ITEM  8.  CHANGES  IN  AND  DISAGREEMENTS  WITH  ACCOUNTANTS
------------------------------------------------------------

Not  applicable.


                                   12
<PAGE>
PART  III
---------

ITEM 9.  DIRECTORS, EXECUTIVE OFFICERS, PROMOTORSAND CONTROL PERSONS; COMPLIANCE
--------------------------------------------------------------------------------
WITH  SECTION  16A  OF  THE  EXCHANGE  ACT.
-------------------------------------------

(a)   DIRECTORS  AND  EXECUTIVE  OFFICERS:
------------------------------------------

     The  following  table  lists,  as  of  31  March,  2002,  the directors and
executive  officers  of  the  Company:


Name,  Municipality  of Residence   Age   Length  of  Service
---------------------------------   ---   --------------------------
Alex  Kennedy                       67    Appointed  as  Director  and
Toronto,  Ontario                         Secretary,  Since  April 22, 2000

Gary  Risidore                      55    Appointed  President  and
Toronto,  Ontario                         Director,  Since  April 22, 2000

Alan  Irwin                               Appointed  Director
Toronto,  Ontario                   59    Since  April  22,  2000

     Alex Kennedy is the Secretary and a Director of the Company. Within the
past 5 years he has been involved with RDG Minerals Inc., Mining ) ,and TTLN -
Total Entertainment Inc.( Internet Entertainment). He brings extensive
background in the retail-merchandising field. Where he was CEO of 2 national
retail companies in Canada. He is a Director for Ashurst Technologies
Ltd.(listed on the Toronto Stock Exchange ) and NETFORFUN.com Inc. ( a Canadian
public Company seeking a listing on CDNX ). Mr. Kennedy is available upon
request to the Company to advise on General Management issues such as Marketing
and Relations with industry participants.

     Gary Risidore is the President and a Director of the Company. During 1995
and 1996, he was a member of the senior management team with Generex
Biotechnology Corp. (GNBT-NASDAQ), a Biotechnology Company. From 1997 to 1999 he
was the President and a Director of IVP Technologies Corp. IVP Technologies
markets and distributes, by virtue of a Software Distribution Agreement,
software that is an enterprise oriented, remote-data collection, management and
reporting system. He has successfully developed complete turnkey projects in the
industrial sector. He provided consulting services for Greatway Global
Communications Corp.(a networking and telecommunications company ) commencing
April 1998 and became President and Director of Greatway in April, 1999. From
April 1999 until mid September 2000, Mr. Risidore was engaged on a full time
basis with Greatway and the Company. Since mid-September, 2000 Mr. Risidore has
been convalescing from physical ailments and is not active in the Company and
its business.

     Alan Irwin, B.A., LL.B. is a Director of the Company. In 1995 and 1996 he
was the Director and President of Typhon Industries Ltd., a public company in
recreation and entertainment. Since 1997 he has been the developer of Greatway
Global Communications Corp. in product and business. He brings with him
expertise in new business development, mergers and acquisitions, divestitures
and various financing arrangements for both publicly held and private company's.
Mr. Irwin is the Chief Operating Person, a Director of the Company and provides
Management services as a representative of Macwin Investments, Inc.

     Under Section 3 of ARTICLE III of the Bylaws, the directors serve until the
next annual meeting of the shareholders, at which time directors are elected by
the shareholders. A director is to hold office until his or her successor is
elected. If a director vacates his or her position during that director's
tenure, his or her replacement is filled by a majority of the remaining
directors, of the shareholders if no directors remain.


                              13
<PAGE>
(b)   IDENTIFY  SIGNIFICANT  EMPLOYEES
--------------------------------------

     There are no employees with the Company. The following provide Consulting
services to the Company:

     Name, Municipality of Residence   Age   Length  of  Service
     --------------------------------------------------------------------
     Lorna  Irwin                      50    Principal  Financial  Person
     Toronto,  Ontario                       since  November  1999
     Canada

     Lisa  Bailey                      45    Senior  Financial  Advisor
     Perth,  Ontario                         since  November  1999
     Canada

     Lorna Irwin - is the full time Principal Financial Person with the Company
and is also the controlling shareholder of Macwin Investments Inc., an Ontario,
Canada Private Corporation, and Macwin Investments Inc. is the controlling
shareholder of Greatway, and Greatway is the controlling shareholder of The
Company. For the past 13 years, Lorna Irwin has operated Macwin Investments Inc.
and Macwin Consulting Inc. (also an Ontario, Canada Private Corporation) and
both Companies offer financing and consulting services, para legal services and
bookkeeping and portfolio management services to various private and public
companies.

     Lisa Bailey - is a self employed small business advisor. Since 1984 she has
offered financial services and specializes in the area of planning,
administration and management of businesses. Currently working in the Ottawa,
Canada area Ms. Bailey has acted as the Senior Financial advisor to Greatway,
and now, the Company and provides assistance in matters of financial planning
and projections.

     Lorna Irwin, being the Principal Financial Person, provides management
services as a representative of Macwin Investments Inc. She receives no
compensation from the Company.

     Lisa Bailey is available upon request to the Company to advise on general
financial matters and to assist in the preparation of financial statements and
projections.

     The Company has entered into a Management Contract with Macwin Investments
Inc. for Management, Marketing and Professional services upon such terms and
conditions as described and set forth in Exhibit No. 10.3, Page 18 herein.

(c)  COMPLIANCE  WITH  SECTION  16(a)  of  THE  EXCHANGE  ACT:
--------------------------------------------------------------

     Not applicable.

ITEM  10.  EXECUTIVE  COMPENSATION
----------------------------------

     None of the Officers or directors receive any compensation at this time. No
employee, officer, or director of the Company has any form of long-term
compensation, including ( but not limited thereto) qualified or non-qualified
stock options, warrants, incentive plans, SAR's, stock bonus plans, retirement
plans, or otherwise.

    Amount of time devoted to the Company's business by Officers/Directors:
       Alan  Irwin,  Director                             -     100%
       Alex  Kennedy,  Director/Secretary                 -      30%
       Gary  Risidore,  Director/President                -       5%


                                         14
<PAGE>
     Amount of time devoted to the Company's business by Significant others as
stated in ITEM 9 (b) above:

      Lorna  Irwin                               -      100%
      Lisa  Bailey                               -       30%

ITEM  11.  SECURITY  OWNERSHIP  OF  CERTAIN  BENEFICIAL  OWNERS  AND  MANAGEMENT
--------------------------------------------------------------------------------

(a)   SECURITY  OWNERSHIP  OF  CERTAIN  BENEFICIAL  OWNERS
      ----------------------------------------------------

       The  following  persons  (including  any  group  as defined in Regulation
S-B,  Section  228.403)  are  known  to  the  Company,  as the issuer, to be the
beneficial  owner  of  more  than five percent of any class of the said issuer's
voting  securities:

          Name and               Amount and
          Address of             Nature of
Title of  Beneficial             Beneficial    Percentage
Class     Owner                  Owner         of Class
----------------------------------------------------------
Common    Brigand Capital Corp.    500,300          17.23
          120 Adelaide St. W.,
          Toronto, Ontario
          M5H 1T1

Common    Greatway Global        2,000,000          68.87
          Communications Corp.
          80 Richmond St. W.,
          Toronto, Ontario
          M5H 2A4

TOTAL                            2,500,300          86.10

(1) Brigand Capital Corp. is an Ontario, Canada corporation. V.T.Franszke is the
sole stockholder of that Company.

(2) Greatway Global Communications Corp. is an Ontario, Canada Corporation.

     (a)Macwin Investments Inc., an Ontario, Canada Corporation holds 82% of the
common shares of Greatway Global Communications Corp. Lorna Irwin has
controlling ownership and is the sole stockholder of Macwin Investments, Inc.

     (b)125739 Canada, Inc., a Canadian Private Corporation holds 18% of the
common shares of Greatway Global Communications Corp. Kenneth Stewart,
personally, and 147854 Canada Inc., a Canadian Private Corporation, in which
Kenneth Stewart is the controlling stockholder, are the controlling stockholders
of 125739 Canada Inc.

(b)  SECURITY  OWNERSHIP  OF  MANAGEMENT
     -----------------------------------

     The following information lists, as to each class, equity securities
beneficially owned by all directors.

          Name and               Amount and
          Address of             Nature of
Title of  Beneficial             Beneficial    Percentage
Class     Owner                  Owner         of Class
----------------------------------------------------------
Common    Alan  Irwin            1,640,000     56.47
          R.R. #2,
          Godfrey, Ontario
          KOH  1TO


                                       15
<PAGE>
     (1) Alan Irwin is the spouse of Lorna Irwin. Lorna Irwin is the sole
shareholder of Macwin Investments, Inc., an Ontario, Canada Corporation. Macwin
Investments, Inc. is the majority stockholder of Greatway Global Communications
Corp.

NOTE TO (a) and (b) ABOVE: As to the beneficial ownership of the securities
listed above in (a) and (b), no such owner has the right to acquire within sixty
(60) days or otherwise, the right to acquire shares from options, warrants,
right, conversion privileges, or similar obligations.

(c)     CHANGES  IN  CONTROL
        --------------------

There are no arrangements that may result in a change in control of the Company.

ITEM  12.  CERTAIN  RELATIONSHIPS  AND  RELATED  TRANSACTIONS
-------------------------------------------------------------

     Since April 1, 2000 the Company has been provided with monies and services
for the Company's activities in the amount of $697,455 by Macwin Investments
Inc. Macwin Investments Inc., a Ontario, Canada private Corporation owned by
Lorna Irwin, the spouse of Alan Irwin, a Director of the Company. Macwin
Investments is the controlling shareholder of Greatway Global Communications
Corp., the holder of 68.87% of the common stock of the Company.

     Macwin Investments Inc. has provided management services to the Company in
the amount of $390,600 and monies in the amount of $306,855 for the purchase of
equipment, general and administrative expenses and research and development
expenses. To date $60,547 of the monies advanced have been repaid to Macwin
Investments Inc.

     The outstanding advances in the amount of $636,908 are non-interest bearing
and have no fixed term for repayment.

ITEM  13.  EXHIBITS  AND  REPORTS  ON  FORM  8-K
------------------------------------------------

(a)   Exhibit  No.    Description
      ------------    -----------

          2           Bill  of  Sale  filed  to the Registrant's Form 10-SB on 2
                      November,  2000,  Page  E-1
          3.1         Articles  of  Incorporation  of  Crown International, Inc.
                      filed  to  the  Registrant's  Form  10-SB  on  2 November,
                      2000,  Page  E-5
          3.2         Bylaws  of  Crown  International,  Inc.  filed  to  the
                      Registrant's  Form  10-SB  on  2 November, 2000, Page E-10
          10          Letter  of  Intent  filed to the Registrant's 10-SB/A on 1
                      May,  2001,  Page  E-30
          10.2        Management  Contract  filed  to  the  registrant's  Form
                      10KSB  on  July  12,2001,  Page  20
*         10.3        Management  Contract,  page  18
---------------------
*Filed  herewith

(b)     Form  8-K - No reports on Form 8-K were filed during the last quarter of
the  period  covered  by  this  report.


                                       16
<PAGE>
SIGNATURES
----------

     In accordance with Section 13 or 15(d) of the Exchange Act, the Registrant
caused this Form 10-KSB to be signed on its behalf by the undersigned in the
capacities and on the dates indicated, thereunto duly authorized.

                              CROWN  INTERNATIONAL,  INC./FL
                              (Registrant)


Dated:  12 July, 2002         By  :  /s/  ALAN  IRWIN
                              -----------------------------
                              ALAN  IRWIN,  Director  and
                              Chief  Operating  Person

Dated:  12 July, 2002         By  :  /s/  ALEX  KENNEDY
                              -----------------------------
                              ALEX  KENNEDY,  Director  and
                              Secretary

Dated:  12 July, 2002         By  :  /s/  LORNA  IRWIN
                              -----------------------------
                              LORNA  IRWIN,
                              Principal  Financial  Person


                                    17
<PAGE>


                            CROWN INTERNATIONAL, INC.
                          (A Development Stage Company)

                              FINANCIAL STATEMENTS

                                 MARCH 31, 2002




<PAGE>
                            CROWN INTERNATIONAL, INC.
                          (A Development Stage Company)


                                    CONTENTS
                                    --------


                                                                            PAGE

Independent Auditors Report                                                  1

Financial Statements:

   Balance Sheet                                                             2

   Statements of Operations and
   Comprehensive Income                                                      3

   Statements of Changes in Stockholders
   Equity (Deficit)                                                          4

   Statements of Cash Flows                                                5 - 6

   Notes to Financial Statements                                          7 - 12


<PAGE>
                            CROWN INTERNATIONAL, INC.
                          (A Development Stage Company)
                                  BALANCE SHEET
                                 MARCH 31, 2002


                                     ASSETS
                                     ------


CURRENT ASSETS
 Cash                                                                 $     244

COMPUTER AND OFFICE EQUIPMENT- net of
 accumulated depreciation of $12,182                                     18,010
                                                                      ----------

TOTAL ASSETS                                                          $  18,254
                                                                      ==========



                  LIABILITIES AND STOCKHOLDERS EQUITY (DEFICIT)
                  ---------------------------------------------

CURRENT LIABILITIES
   Accounts payable                                                   $  34,608

DUE TO AFFILIATE                                                        636,908

COMMITMENTS

STOCKHOLDERS' EQUITY (DEFICIT)                                         (653,262)
                                                                      ----------

TOTAL LIABILITIES AND STOCKHOLDERS'
   EQUITY (DEFICIT)                                                   $  18,254
                                                                      ==========


                Read accompanying Notes to Financial Statements.
                                       -2-
<PAGE>
<TABLE>
<CAPTION>
                            CROWN INTERNATIONAL, INC.
                          (A Development Stage Company)
                STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
                      YEARS ENDED MARCH 31, 2002 AND 2001
                                      AND
        PERIOD FROM DECEMBER 6, 1996 (INCEPTION) THROUGH MARCH 31, 2002


                                                                   December 6, 1996
                                       Year Ended    Year Ended      (Inception)
                                       March 31,     March 31,       to March 31,
                                          2002          2001             2002
                                      ------------  ------------  ------------------
<S>                                   <C>           <C>           <C>
REVENUES                              $         -   $         -   $               -
                                      ------------  ------------  ------------------

EXPENSES
  General and administrative              275,977       278,761             556,008
  Software research and development
   Costs                                   35,451        95,870             981,321
  Depreciation                              6,038         4,461              12,182
                                      ------------  ------------  ------------------

     Total Expenses                       317,466       379,092           1,549,511
                                      ------------  ------------  ------------------

NET (LOSS)                               (317,466)     (379,092)         (1,549,511)

OTHER COMPREHENSIVE INCOME
  Foreign currency translation
   Adjustments                             26,013        (1,404)             24,609
                                      ------------  ------------  ------------------

COMPREHENSIVE INCOME (LOSS)           $  (291,453)  $  (380,496)  $      (1,524,902)
                                      ============  ============  ==================

(LOSS) PER SHARE                      $      (.11)  $      (.13)
                                      ============  ============

WEIGHTED AVERAGE NUMBER OF SHARES
  OUTSTANDING                           2,903,900     2,903,900
                                      ============  ============
</TABLE>


                Read accompanying Notes to Financial Statements.
                                       -3-
<PAGE>
<TABLE>
<CAPTION>
                                      CROWN  INTERNATIONAL,  INC.
                                   (A  Development  Stage  Company)
                        STATEMENTS  OF  CHANGES  IN  STOCKHOLDERS  EQUITY  (DEFICIT)
                      PERIOD FROM DECEMBER 6, 1996 (INCEPTION) THROUGH MARCH 31, 2002

                                                                   Deficit
                                                                 Accumulated     Accumulated
                                  Common Stock     Additional    During the         Other
                                Number of   Par      Paid-In     Development    Comprehensive
                                 Shares    Value     Capital        Stage          Income         Total
                                ---------  ------  -----------  -------------  ---------------  ----------
<S>                             <C>        <C>     <C>          <C>            <C>              <C>
April 4, 1997 - Common shares
  issued for cash                 903,900  $  904  $       536  $          -   $            -   $   1,440
Net loss through March 31,
  1999                                  -       -            -        (1,120)               -      (1,120)
                                ---------  ------  -----------  -------------  ---------------  ----------
Balance - March 31, 1999          903,900     904          536        (1,120)               -         320

November 5, 1999 - Common
  shares issued in acquisition
  of office and computer
  equipment and research and
  development costs             2,000,000   2,000      868,200             -                -     870,200
Net (loss)                              -       -            -      (851,833)               -    (851,833)
                                ---------  ------  -----------  -------------  ---------------  ----------
Balance - March 31, 2000        2,903,900   2,904      868,736      (852,953)               -      18,687

Net (loss)                              -       -            -      (379,092)               -    (379,092)
Foreign currency translation
  Adjustments                           -       -            -             -           (1,404)     (1,404)
                                ---------  ------  -----------  -------------  ---------------  ----------
Balance - March 31, 2001        2,903,900   2,904      868,736    (1,232,045)          (1,404)   (361,809)

Net (loss)                              -       -            -      (317,466)               -    (317,466)
Foreign currency translation
  Adjustments                           -       -            -             -           26,013      26,013
                                ---------  ------  -----------  -------------  ---------------  ----------
Balance - March 31, 2002        2,903,900  $2,904  $   868,736  $ (1,549,511)  $       24,609   $(653,262)
                                =========  ======  ===========  =============  ===============  ==========
</TABLE>


                Read accompanying Notes to Financial Statements.
                                      -4-
<PAGE>
<TABLE>
<CAPTION>
                                  CROWN INTERNATIONAL, INC.
                                (A Development Stage Company)
                                  STATEMENTS OF CASH FLOWS
                            YEARS ENDED MARCH 31, 2002 AND 2001
                                            AND
              PERIOD FROM DECEMBER 6, 1996 (INCEPTION) THROUGH MARCH 31, 2002

                                                                               December 6, 1996
                                                   Year Ended    Year Ended      (Inception)
                                                   March 31,     March 31,       to March 31,
                                                      2002          2001             2002
                                                  ------------  ------------  ------------------
<S>                                               <C>           <C>           <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net (loss)                                      $  (317,466)  $  (379,092)  $      (1,549,511)
  Adjustments to reconcile net loss to net cash
   used in operating activities:
    Depreciation                                        6,038         4,461              12,182
    Foreign currency translation adjustments           26,013        (1,404)             24,609
    Common stock issued for purchased research
     and development costs                                  -             -             850,000
    Increase in accounts payable                       13,360        21,248              34,608
                                                  ------------  ------------  ------------------
NET CASH USED IN OPERATING ACTIVITIES                (272,055)     (354,787)           (628,112)
                                                  ------------  ------------  ------------------

CASH FLOWS FROM INVESTING ACTIVITIES
 Purchase of computer equipment                             -        (9,992)             (9,992)
                                                  ------------  ------------  ------------------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Increase in amount due to affiliate                 271,306       365,602             636,908
  Proceeds from issuance of common stock                    -             -               1,440
                                                  ------------  ------------  ------------------
NET CASH FLOWS PROVIDED BY FINANCING ACTIVITIES       271,306       365,602             638,348
                                                  ------------  ------------  ------------------

NET INCREASE (DECREASE) IN CASH                          (749)          823                 244

CASH - BEGINNING                                          993           170                   -
                                                  ------------  ------------  ------------------
CASH - ENDING                                     $       244   $       993   $             244
                                                  ============  ============  ==================
</TABLE>


                Read accompanying Notes to Financial Statements.
                                       -5-
<PAGE>
<TABLE>
<CAPTION>
                                     CROWN INTERNATIONAL, INC.
                                   (A Development Stage Company)
                               STATEMENTS OF CASH FLOWS (CONTINUED)
                               YEARS ENDED MARCH 31, 2002 AND 2001
                                               AND
                 PERIOD FROM DECEMBER 6, 1996 (INCEPTION) THROUGH MARCH 31, 2002

                                                                            December 6, 1996
                                                 Year Ended   Year Ended      (Inception)
                                                  March 31,    March 31,      to March 31,
                                                    2002         2001             2002
                                                 -----------  -----------  ------------------
<S>                                              <C>          <C>          <C>
SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING
 AND FINANCING ACTIVITIES:

  Common stock issued in acquisition of office
  and computer equipment and purchased research
  and development costs.                         $         -  $         -  $          870,200
                                                 ===========  ===========  ==================
</TABLE>


                Read accompanying Notes to Financial Statements.
                                       -6-
<PAGE>
                            CROWN INTERNATIONAL, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2002


NOTE  1.  ORGANIZATION
          ------------

          Crown  International,  Inc. was incorporated on December 6, 1996 under
          the  laws  of  the State of Florida and has a fiscal year ending March
          31.  During  the  year ended March 31, 2002, the Company suspended its
          research  and  development  activities  on  further  developing  its
          acquisition of intellectual property (communication software) referred
          to in Note 3. At the current stage of development, the Company can and
          intends to offer its customers a full range of services to communicate
          electronically  and  broadcast  or  deliver  over  the  Internet,
          information,  data  or  messages.  The  Companys  headquarters  is  in
          Toronto,  Canada.

          The  Company has no revenues to date. Since inception, the Company has
          been  dependent  upon  the  receipt  of  capital  investment  or other
          financing to fund its continuing activities. In addition to the normal
          risks  associated  with  a  new  business  venture,  there  can  be no
          assurance  that  the Companys product development will be successfully
          completed  or  that  it  will  be  a  commercial success. Further, the
          Company is dependent upon certain related parties to provide continued
          funding  and  capital  resources.

NOTE  2.  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES
          ----------------------------------------------

          COMPUTER  AND  OFFICE  EQUIPMENT
          --------------------------------

          Computer  and  office equipment are recorded at cost. Expenditures for
          major  betterments  and  additions are capitalized while replacements,
          maintenance and repairs which do not improve or extend the life of the
          respective  assets,  are  expensed.

          Depreciation  is  computed  by the straight-line method over estimated
          useful  lives  of  five  years.


                                      -7-
<PAGE>
                            CROWN INTERNATIONAL, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2002


NOTE  2.  SUMMARY OF  SIGNIFICANT  ACCOUNTING  POLICIES  (CONTINUED)
          ----------------------------------------------------------

          INCOME  TAXES
          -------------

          Deferred  income  taxes are provided for differences between the basis
          of  assets  and  liabilities for financial and income tax reporting. A
          valuation  allowance is provided against deferred income tax assets in
          circumstances where management believes recoverability of a portion of
          the  assets  is  not  reasonably  assured.

          (LOSS)  PER  SHARE
          ------------------

          (Loss)  per  share  is computed by dividing net (loss) for the year by
          the  weighted  average  number  of  shares  outstanding.

          COMPREHENSIVE  INCOME
          ---------------------

          SFAS No. 130, Reporting Comprehensive Income establishes standards for
          reporting and presentation of changes in stockholders equity resulting
          from  non-owner  sources.  Comprehensive  income  is  the total of net
          income  (loss)  and other comprehensive income. For the Company, other
          comprehensive  income  is  comprised  entirely  of  foreign  currency
          translation  adjustments.

          STATEMENT  OF  CASH  FLOWS
          --------------------------

          For purposes of this statement the Company considers all highly liquid
          investments  with  an  original maturity of three months or less to be
          cash  equivalents.

          USE  OF  ESTIMATES
          ------------------

          Management  uses  estimates  and  assumptions  in  preparing financial
          statements  in  accordance  with  generally  accepted  accounting
          principles.  Those  estimates  and  assumptions  affect  the  reported
          amounts  of  assets  and


                                      -8-
<PAGE>
                            CROWN INTERNATIONAL, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2002


NOTE  2.  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (CONTINUED)
          ----------------------------------------------------------

          USE  OF  ESTIMATES  (CONTINUED)
          ------------------------------

          liabilities,  the disclosure of contingent assets and liabilities, and
          the  reported revenues and expenses. Accordingly, actual results could
          vary  from  the estimates that were assumed in preparing the financial
          statements.

NOTE  3.  SOFTWARE  RESEARCH  AND  DEVELOPMENT  COSTS
          -------------------------------------------

          On  November  5,  1999,  the  Company  purchased intellectual property
          (communications  software)  valued  at $850,000. This software has not
          yet been fully developed and/or marketed. Under Statement of Financial
          Accounting  Standards  No.  86,  Accounting  for the Costs of Computer
          Software  to be Sold, Leased, or Otherwise Marketed, costs incurred to
          establish  the  technological  feasibility  are  expensed as incurred.
          Technological feasibility is established when all planning, designing,
          coding,  and  testing  activities  necessary  to  determine  that  the
          software  can be produced according to design specifications have been
          completed.  To  date,  all  costs including the purchased intellectual
          property  of  $850,000 have been expensed. During the year ended March
          31,  2002,  the  Company  suspended  its  research  and  development
          activities.

NOTE  4.  INCOME  TAXES
          -------------

          As of March 31, 2002, the Company has net operating loss carryforwards
          for  income  tax  purposes  of approximately $135,700 expiring through
          March 31, 2022, available to offset future taxable income. No deferred
          income  taxes  have been recorded due to the Company having no history
          of  profitable  operations. Significant components of the Companys net
          deferred  income  tax  asset


                                      -9-
<PAGE>
                            CROWN INTERNATIONAL, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2002


NOTE  4.  INCOME  TAXES  (CONTINUED)
          -------------------------

          are  as  follows:

                                                             2002        2001
                                                          ----------  ----------
            Start-up expenditures                         $ 532,600   $ 426,300
            Net operating loss
             Carryforward                                    51,000      37,700
                                                          ----------  ----------
                                                            583,600     464,000
            Less: Valuation allowance                      (583,600)   (464,000)
                                                          ----------  ----------

            Net deferred income tax
             Asset                                        $       -   $       -
                                                          ==========  ==========

          During  the  year  ended  March  31,  2002,  the  valuation  allowance
          increased  by  $119,600.

          The  reconciliation  of  income  tax (benefit) computed at the federal
          statutory  rate  to  income  tax  expense  (benefit)  is  as  follows:

                                                             2002        2001
                                                          ----------  ----------

            Tax (benefit) at federal
             statutory rate                                 (34.00)%    (34.00)%
            State tax (benefit), net
             of federal benefit                               (3.63)      (3.63)
            Valuation allowance                               37.63       37.63
                                                          ----------  ----------

            Tax provision (benefit)                           00.00%      00.00%
                                                          ==========  ==========

NOTE  5.  CAPITAL  STOCK
          --------------

          The  Company  has authorized 50,000,000 common shares with a par value
          of  $.001 per share. On November 5, 1999, 2,000,000 common shares were
          issued  in  acquisition  of  office  and  computer  equipment  and
          intellectual property/ purchased research and development costs valued
          at $870,200. As of March 31, 2002, 2,903,900 common shares were issued
          and  outstanding.


                                      -10-
<PAGE>
                            CROWN INTERNATIONAL, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2002


NOTE  6.  RELATED  PARTY  TRANSACTIONS
          ----------------------------

          DUE  TO  AFFILIATE
          ------------------

          The  Company  receives funding from a Canadian company wholly-owned by
          the  spouse  of  one  of  the  Companys  directors to pay for software
          research  and  development  costs  and  general  and  administrative
          expenses.  As  of  March  31,  2002,  the  amount due this company was
          $636,908.  The amount due does not bear interest and has no fixed term
          for  repayment.  Subsequent to March 31, 2002, additional net advances
          of  approximately  $22,117  were  made.

          In  addition,  the  Company  engaged in various transactions with this
          Canadian  company  summarized as follows for the years ended March 31,
          2002  and  2001:

          Management  Fees  -  On  April  1,  2000,  the  Company entered into a
          ----------------
          management  agreement  to  provide  administrative,  professional  and
          marketing  services  for  a  yearly fee of Cdn$300,000 (US$191,700 and
          US$198,900  during  the  years  ended  March  31,  2002  and  2001,
          respectively).  The  agreement  can  be  terminated  upon  thirty days
          written  notice.

          Office  Rent - The Company leased office space for an annual rental of
          ------------
          Cdn$18,000  (US$11,900  and US$11,500 during the years ended March 31,
          2002  and  2001,  respectively).

NOTE  7.  COMMITMENTS
          -----------

          In  addition  to  the  leased  office space referred to in Note 6, the
          Company  leases  other  administrative  and  software  development
          facilities  on  a  month-to-month  basis for $383 and under a one year
          operating  lease  for  a monthly rental of $725 expiring September 30,
          2002.

          The  Company  also  leases  computer  equipment  under  noncancelable
          operating  leases  expiring  through  March  2005.


                                      -11-
<PAGE>
                            CROWN INTERNATIONAL, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2002


NOTE  7.  COMMITMENTS  (CONTINUED)
          -----------------------

          Future  minimum  lease  payments  due under these leases for the years
          ending  subsequent  to  March  31,  2002  are  as  follows:

             March  31,                    Amount
             ----------                   --------

                2003                      $  8,838
                2004                         2,192
                2005                         1,147
                                          --------

             Total                        $ 12,177
                                          ========


                                      -12-
<PAGE>
                          INDEPENDENT AUDITOR'S REPORT



To  The  Board  of  Directors
Crown  International,  Inc.

We  have  audited  the accompanying balance sheet of Crown International, Inc.(a
development  stage  company), as of March 31, 2002 and the related statements of
operations  and  comprehensive income, changes in stockholders' equity (deficit)
and  cash  flows  for the years ended March 31, 2002 and 2001 and for the period
from  December  6,  1996  (inception)  through  March  31, 2002. These financial
statements  are  the  responsibility  of  the  Company's  management.  Our
responsibility  is  to express an opinion on these financial statements based on
our  audit.

We  conducted our audit in accordance with auditing standards generally accepted
in the United States. Those standards require that we plan and perform the audit
to  obtain  reasonable assurance about whether the financial statements are free
of  material  misstatement.  An  audit  includes  examining,  on  a  test basis,
evidence supporting the amounts and disclosures in the financial statements.  An
audit  also  includes  assessing  the accounting principles used and significant
estimates  made  by  management,  as  well  as  evaluating the overall financial
statement  presentation.  We  believe that our audit provides a reasonable basis
for  our  opinion.

In  our  opinion,  the financial statements referred to above present fairly, in
all  material  respects,  the financial position of Crown International, Inc. (a
development  stage  company)  as  of  March  31,  2002,  and  the results of its
operations  and  its  cash flows for the years ended March 31, 2002 and 2001 and
for  the  period  from  December  6,  1996 (inception) through March 31, 2002 in
conformity  with  accounting principles generally accepted in the United States.


By:  /s/  Earl  M.  Cohen
-------------------------

Earl  M.  Cohen , C.P.A/P.A
June  28,  2002
Boca  Raton,  Florida


<PAGE>