United States
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-KSB

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

                           For the Year ended 12/31/03

                        Commission File Number: 000-30565

                               KNW NETWORKS, INC.

                                    formerly
                            KNOWLEDGE NETWORKS, INC.
Nevada                                                                91-2014670
(Jurisdiction  of  Incorporation)         (I.R.S. Employer  Identification  No.)

24843  Del  Prado,  Suite  318,  Dana  Point,  CA                          92629
(Address of principal executive offices)                              (Zip Code)

Registrant's  telephone  number,  including  area  code:         (949)  487-7295

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

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

As  of  December  31,  2002  Common  shares  issued  and  outstanding: 2,844,321

As of December 31, 2002, 1,885,989 shares of shares of Common Stock were held by
non-affiliates, with a market value calculated at $660,096, based on closing low
bid  of  $0.35  per share. Bid prices for thinly traded issues may be unreliable
and  subject  to  considerable  volitivity  on  very  modest  volume.

Yes[X]   No[  ]  (Indicate  by  check  mark whether the Registrant (1) has filed
all  reports  required  to  be  filed  by  Section 13 or 15(d) of the Securities
Exchange  Act of 1934 during the preceding 12 months (or for such shorter period
that  the Registrant was required to file such reports) and (2) has been subject
to  such  filing  requirements  for  the  past  90  days.)

[  ]  (Indicate  by  check  mark  whether  if  disclosure  of  delinquent filers
(Section  229.405)  is not and will not to the best of Registrant's knowledge be
contained  herein,  in  definitive  proxy or information statements incorporated
herein  by  reference  or  any  amendment  hereto.)

Transitional Small Business Disclosure Format (check one): yes [  ]  no [X]
                                         Exhibit  Index  is  found  on  page

                                        1
<PAGE>

INTRODUCTION                                                                   3

PART  I                                                                        3

ITEM  1.  Description  of  Business                                            3
      (a)  Historical  Information                                             3
      (b)  No  Acquisitions                                                    5
      (c)  No  Business  of  Registrant                                        5
      (d)  Financing  Plans                                                    5
      (e)  Planned  Acquisitions                                               5
      (f)  Employees                                                           5

ITEM  2.  Description  of  Property                                            5

ITEM  3.  Legal  Proceedings                                                   5

ITEM  4.  Submission  of  Matters  to  a  Vote  of  Security  Holders          5

PART  II                                                                       6

ITEM  5.  Market  for  Common  Equity  and  Stockholder  Matters               6
      (a)  Market  Information                                                 6
      (b)  Holders                                                             6
      (c)  Dividends                                                           6
      (d)  Sales  of  Unregistered  Common  Stock  2002                        6

ITEM  6.  Management's  Discussion  and  Analysis  or Plan of Operation        7
      (a)  Plan  of  Operation  for  the  next  twelve  months                 7
      (b)  Discussion and Analysis of Financial Condition and Results of
           Operations                                                          7

ITEM  7.  Financial  Statements                                                7
      (a)  Audit  Committee                                                    7
      (b)  Financial  Statements                                               8

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

PART  III                                                                      9

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

ITEM  10.  Executive  Compensation                                            10

ITEM  11.  Security Ownership of Certain Beneficial Owners and Management     10

ITEM  12.  Certain  Relationships  and  Related  Transactions                 11

ITEM  13.  Controls  and  Procedures                                          11
      (b)  Exhibits                                                           12
      (c)  Form  8-K  Reports                                                 12

                                        2
<PAGE>

                                  INTRODUCTION

     This  Registrant  (Reporting  Company)  has  elected  to  refer  to itself,
whenever  possible,  by  normal  English pronouns, such as "We", "Us" and "Our".

     This  Form  10-KSB  contains  forward-looking  statements.  Such statements
include  statements  concerning  plans,  objectives,  goals,  strategies, future
events,  results  or  performances,  and  underlying  assumptions  that  are not
statements  of  historical  fact.  This  document  and any other written or oral
statements  made  by  us or on our behalf may include forward-looking statements
which  reflect  our  current views, with respect to future events or results and
future financial performance. Certain words indicate forward-looking statements,
words  like  "believe",  "expect",  "anticipate",  "intends",  "estimates",
"forecast",  "projects",  and  similar  expressions.

                                     PART I


                        ITEM 1.  DESCRIPTION OF BUSINESS.

 (A)  HISTORICAL  INFORMATION.

     (1)  FORM AND YEAR OF ORGANIZATION. Knowledge Networks, Inc. ("we, "us," or
"our")  was  incorporated  in  the  State  of  Nevada  on  December  23,  1998.

     The  following  lists  the  forward and reverse splits of our common stock,
since inception.     Shares are expressed in current amounts hereinafter, except
as  noted  specifically.

          November  11,  2000:  1.333  for  1  forward.

          July  05,  2001:  1  for  10  reverse.

          February  14,  2002:  1  for  10  reverse.

          September  18,  2002:  1  for  3  reverse.

          October  11,  2002:  1  for  5  reverse.

     On  or about October 15, 2002, we changed our name from Knowledge Networks,
Inc.  to  KNW  Networks,  Inc.

     (2)  ISSUANCES  AND  CANCELLATIONS  OF  SHARES.  In  the presentation which
follows,  the  narrative  describes  the  actual issuance, and the column on the
right  correlates  current  share  amounts  post  all  stock splits, forward and
reverse.


             The Remainder of this Page is Intentionally left Blank

                                        3
<PAGE>

                 Narrative Description                     Current Share Amounts
--------------------------------------------------------------------------------

(1)  Initial issuance 8,020,000 pursuant to Section 4(2)
     of the Securities Act of 1933                                         7,127

(2)  980,000 for cash, at $0.01 per share, (Section 4(2)
     on or about  December  17,1998,  and  December  21,
     1998,  490,000  shares  each, to  two sophisticated
     affiliate  investors,  pursuant  to  Rule  504  of
     Regulation D.                                                           871

(3)  March 30, 1999, 1,035,000 shares of  common  stock,
     pursuant to Rule 504, at  $0.10  per  share  to  12
     sophisticated investors                                                 920

(4)  Same  date, 249,250 shares  of  common  stock  were
     issued,  at  $  0.10   per  share,  pursuant  to
     Regulation  D,  Rule  504,  as  compensation  for
     legal and professional services.                                        221

(5)  Same date, three individuals for  services  to  the
     Company, valued at $77.50, at $  0.001  per  share,
     77,500 shares pursuant to Section 4(2).                                  68

(6)  September  20,  2000,  25,338,000  shares to at par
     value  $0. 001  per  share,  pursuant  to  sec  4(2)                 22,517

(7a)  Cancel Affiliates Shares                                           (8,886)

(7b)  Cancel Affiliate Shares                                           (11,667)

(8)  Issue 50,000 shares  to  Jeff  issued  to  Officer,
     in 2000.                                                            333,333

(9)  7/18/01  issue  20,000,000  shares for services, at
     $0.48, to be Registered pursuant to 5 of the
     Securities Act of 1933, on Form S-8: as follows:                    133,333
     Shares issued in round up                                                 2
     Shares issued in round up                                            19,748

(10)  ISSUE    1,700,000    6/11/02 for reduction of debt at 0.44        113,334
(11)  ISSUE    50,666,668   9/20/02 for reduction of debt at 0.75        133,333
(12)  ISSUE    2,100,000   10/23/02 issued for services at 0.05        2,100,000
                                                                       ---------
                            12/31/02  Total Issued and Outstanding     2,844,254
                                                                       =========

                                        4
<PAGE>

 (B)  NO ACQUISITIONS. We did not and will not acquire MPower Technologies, Inc,
or proceed with the licensing agreement with Mpower, previously reported. We did
not  and  will  not  acquire  Proton  Laboratories  LLC.

 (C)  NO  BUSINESS  OF  REGISTRANT.  We  have  no present business or productive
assets.  We  may seek to find one or more profitable business opportunities when
market and financial conditions are more favorable. We are substantially dormant
at  this  time.

 (D)  FINANCING  PLANS.  For  more  information,  please  see Item 6 of Part II,
Management's  Discussion  and  Analysis.

 (E)  PLANNED  ACQUISITIONS.  There  are  no  planned  acquisitions.

 (F)  EMPLOYEES.  We  have  one  Officer/Director  remaining.


                        ITEM 2.  DESCRIPTION OF PROPERTY.

     None.


                           ITEM 3.  LEGAL PROCEEDINGS.

     There  are  no  legal  proceedings  pending, threatened or suspected, by or
against  our  Corporation,  as  of  the  preparation  of  this  Report.


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

     None.

             The Remainder of this Page is Intentionally left Blank

                                        5
<PAGE>

                                     PART II


           ITEM 5.  MARKET FOR COMMON EQUITY AND STOCKHOLDER MATTERS.

 (A)  MARKET INFORMATION.  We have one class of securities, Common Voting Equity
Shares  ("Common  Stock").  Our  Company's  Securities  may  be  quoted  in  the
over-the-counter market, but there is a young, sporadic and potentially volatile
trading market for them. Quotations for, and transactions in the Securities, and
transactions  are capable of rapid fluctuations, resulting from the influence of
supply  and demand on relatively thin volume. There may be buyers at a time when
there  are  no  sellers,  and  sellers  when  there  are no buyers, resulting in
significant  variations  of  bid  and  ask  quotations by market-making dealers,
attempting  to  adjust  changes  in  demand  and  supply. A young market is also
particularly  vulnerable  to  short  selling,  sell  orders by persons owning no
shares  of stock, but intending to drive down the market price so as to purchase
the  shares  to be delivered at a price below the price at which the shares were
sold  short. Based upon standard reporting sources, the following information is
provided:

                  --------------------------------------------
                  quarter     high bid     low bid      volume
                  --------------------------------------------
                  4th 2000       2.70        1.90      687,800
                  1st 2001       2.18        2.10      870,000
                  2nd 2001       2.90        0.31      520,000
                  3rd 2001       1.00        0.13      200,000
                  4th 2001       2.00        0.14      600,000
                  1st 2002       2.00        0.10    1,800,000
                  2nd 2002       2.25        0.75      155,160
                  3rd 2002       3.75        0.75      282,960
                  4th 2002       3.00        0.35      222,780
                  --------------------------------------------

     The  foregoing  price information is based upon inter-dealer prices without
retail  mark-up,  mark-down  or  commissions  and  may  not  reflect  actual
transactions.  SOURCE:  Bloomberg

 (B)  HOLDERS.   Management  calculates  that  the  approximate  number  of
shareholders  of  record of the Company's Common Stock, as of December 31, 2002,
was  31. The number of Beneficial Owners as of December 31, 2002 was believed to
be  over  100,  taking  into  account  shares  held  in  Broker's  accounts.

 (C) DIVIDENDS.  We have not paid any cash dividends on our Common Stock, and do
not  anticipate  paying  cash dividends on its Common Stock in the next year. We
anticipate  that any income generated in the foreseeable future will be retained
for  the  development  and  expansion of our business. Future dividend policy is
subject  to  the  discretion  of  the  Board of Directors and will depend upon a
number  of  factors,  including  future  earnings,  debt  service,  capital
requirements,  business  conditions,  the financial condition of the Company and
other  factors  that  the  Board  of  Directors  may  deem  relevant.

 (D)  SALES  OF  UNREGISTERED  COMMON  STOCK  2002.  None.

                                        6
<PAGE>

       ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

     Management's  discussion and analysis is intended to be read in conjunction
with  our  audited  financial  statements  and  the  notes attached to them. The
following  statements  may  be  forward looking in nature and actual results may
differ  from  forward  looking  statements.

 (A) PLAN OF OPERATION FOR THE NEXT TWELVE MONTHS. We do not expect any business
activity in the period before January 1, 2003. We expect to remain substantially
dormant  for  2003.

     (1)  CASH  REQUIREMENTS  AND  OF  NEED FOR ADDITIONAL FUNDS, TWELVE MONTHS.
None.

     (2)  SUMMARY  OF  PRODUCT  RESEARCH  AND  DEVELOPMENT.  None.

     (3)  EXPECTED  PURCHASE  OR  SALE OF PLANT AND SIGNIFICANT EQUIPMENT. None.

     (4)  EXPECTED  SIGNIFICANT  CHANGE  IN  THE  NUMBER  OF  EMPLOYEES.  None.

 (B)  DISCUSSION  AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

     Our independent auditor has indicated the following material information in
notes  to  our  financial  statements: first, our financial statements have been
prepared assuming that the Company will continue as a going concern. The Company
is  dependent  upon  raising  capital  to  commence  or continue operations. The
financial  statements  do not include any adjustments that might result from the
outcome  of  this  uncertainty. While it is management's long-term plan to raise
capital  in  order  to define their business operations, thus creating necessary
operating  revenues.  We have enjoyed no revenues since inception, and expect to
remain  dormant during 2003. We do not expect to engage in any capital formation
activities  or  business  operations,  during  2003.

     We  have  virtually no cash and no other productive assets. We have enjoyed
no  revenues  since  inception.  We  have  an  accumulated  deficit of $603,600.

     CAUTIONARY  STATEMENT. There can be no assurance that we will be successful
at  any time in the future. We expect to remain dormant for the balance of 2003.
Even  in  the  event  that  we  launch  or  acquire  a business, there can be no
assurance  of  our  success,  in  raising  capital through private placements or
otherwise.  Even  if  we  are  successful in raising capital through the sources
specified, there can be no assurances that any such financing would be available
in  a  timely  manner or on terms acceptable to us and our current shareholders.
Additional equity financing could be dilutive to our then existing shareholders,
and  any  debt  financing  could  involve  restrictive covenants with respect to
future  capital  raising activities and other financial and operational matters.


                         ITEM 7.  FINANCIAL STATEMENTS.

 (A)  AUDIT  COMMITTEE.  The Audit Committee of this Corporation for this fiscal
year  consists  of the our Board of Directors. Management is responsible for our
internal  controls and the financial reporting process. Our independent auditors
are  responsible for performing an independent audit of our financial statements
in  accordance  with  generally  accepted  accounting  standards  and to issue a
report  thereon.  It  is the responsibility of our Board of Directors to monitor
and  oversee  these  processes.  In  this context the Committee has met and held
discussions  with  management  and  the  independent  accountants.  Management
recommended  to  the  Committee  that  our financial statements were prepared in
accordance  with generally accepted accounting principles, and the Committee has
reviewed  and  discussed  the  financial  statements  with  Management  and such
independent  accountants,  matters  required  to  be  discussed  by Statement on
Auditing Standards No. 61 (Communication with Audit Committees). Our independent
accountants  also  provided to the Committee the written disclosures required by
Independence  Board  Standard  No.  1  (Independence  Discussions  with  Audit
Committees),  and  the Committee discussed with the independent accountants that
firm's  independence.

                                        7
<PAGE>

     Based  upon  the Committee's discussions, and review, of the foregoing, the
Committee recommended that our audited financial statements in our Annual Report
on  Form  10-KSB for the year ended December 31, 2002 be included and filed with
the  Securities  and  Exchange  Commission.

 (B) FINANCIAL STATEMENTS. Audited Financial Statements for years ended December
31,  2002  are provided as Attachment FK-02, attached hereto, filed herewith and
incorporated  herein  by  this  reference  as though fully set forth herein. Our
Statement of Operations have been selectively reproduced in the preceding Item 6
and  discussed  therein.


             ITEM 8.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS
                     ON ACCOUNTING AND FINANCIAL DISCLOSURE.

     None.

             The Remainder of this Page is Intentionally left Blank

                                        8
<PAGE>

                                    PART III


    ITEM 9.  DIRECTORS AND EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS;
               COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT.

     We  have experienced a year of unexpected changes, due to a wide variety of
factors.  We  have  attempted  several acquisitions programs, none of which were
ultimately  consummated.  There  have  been  other  factors affecting the United
States  as  a whole, resulting in continuously uncertain market conditions. As a
result  of  these  many  factors,  we  report  several  changes in our corporate
offices.

     It  is  important  to bear in mind, that during this year 2002, we were not
engaged in business operations, but preoccupied with reorganization efforts. The
following  disclosure  reports those persons who served, however briefly, during
the  year  covered  by  this  Report.

     JAY ROBERGE, became our president effective December 6, 2000, in connection
with  a  proposed acquisition which did not occur. No operations occurred during
the  period  when  Mr.  Roberge  was  our  nominal president. On April 23, 2001,
shareholder  action  elected  a  new  board of directors, consisting of a former
officer  as  sole  remaining  officer/director.

     JEFFREY  A.  HARRY  assumed corporate office on April 23, 2001. He had held
corporate office in previous years. He is a Microsoft Certified Systems Engineer
(MSCE),  with  highly  specialized  training  in  windows  based  networks.  His
education  also  includes  training  in  Novell  and  MS-Dos software as well as
hardware  components  and  computer network assembly. His training also includes
extensive  knowledge  of  software  such as Windows NT, Windows 3.x, Windows 95,
MS-Office,  WordPerfect/Corel,  Anti-Virus,  Netware, Internet, and MS-Mail. Mr.
Harry  continues his knowledge of technology changes in hardware and software to
remain competitive in the industry. His background experience consists of over 5
years of computer hardware and software management. From 1995 to June of 1997 he
was  the  Manager  of  Information Systems for a leading New England engineering
firm,  Environmental  Science  Services.  He  managed the hardware, and software
installations  for  150 workstations and supervised an interstate linked network
for  the  offices  in Massachusetts and Rhode Island. From June 1997 to February
1998  he  continued  to  provide consulting services on a free-lance basis while
obtaining  his  MSCE  certification. From February 1998 to present he has been a
small business computer network consultant, specializing in network optimization
and  integration  of  multiple  software  and  hardware  platforms.

     On  February  7,  2002  Jeffrey  A.  Harry  retired,  in  favor  of two new
Directors.

     RAYMOND  J. MCNAMEE (46), Managing Partner, Pegasus Capital, graduated from
Rutgers  University  1977  with  BA in Economics. He worked for over 24 years as
Retail  and  Institutional  broker,  primarily  with  Leheman  Brothers and Bear
Stearns.  He  directed Bear Stearns retail sales in San Francisco for over three
years  before  launching  Continental European Institutional Sales for Equitable
Securities. He started Pegasus Capital in 1998 specifically designed to act as a
consulting  firm  for  small  to  micro cap companies to provide funding sources
throughout  North  America  and  Europe  as  well  as  merger  and  acquisitions
capabilities.

     MARLEN L. ROEPKE (57) was Director, Customer Account Management, Thinktanks
Worldwide.com,  Houston,  Texas  (4/00-8/01);  Director Service Delivery, Sprint
Enterprise  Network  Services,  Houston,  Texas  (5/98-4/00);  Director, Systems
Integration,  MCI  Systemhouse Corporation, Houston, Texas (5/94-5/98); Manager,
Product Support, Oracle Corporation, Houston, Texas (5/93-5/94); Vice President,
Systems  Integration,  The  Technology  Group,  Inc., Houston Texas (4/87-5/93);
Director,  Information  Resources,  Texas  Municipal  Power  Agency, Bryan Texas
(8/85-4/87);  Manager,  Information  Services,  Skytop  Brewster,  Houston Texas
(5/77-6/79);  Manager  Data  Administration,  Cameron  Iron Works, Houston Texas
(4/75-5/77);  and  he  earned  his  BA,  Business  Administration, University of
Minnesota,  in  accounting,  in  1965.

                                        9
<PAGE>

     April  04,  2002  Marlen  L.  Roepke was appointed as the sole director and
elected  President  and  Treasurer  respectively;  following  which,  Raymond J.
McNamee  retired  from  all  corporate  offices.


                        ITEM 10.  EXECUTIVE COMPENSATION.

     During 2001, management has devoted only an insubstantial amount of time to
date,  on  the  affairs of this corporation. No compensation has been accrued or
paid during 2001, nor has any plan of compensation been adopted as of this time.
On  July  14,  2001,  we  issued  50,000,000  new  investment shares for officer
compensation,  to  Jeffrey  A.  Harry.



<TABLE>
<CAPTION>
<S>                  <C>          <C>        <C>         <C>         <C>       <C>      <C>      <C>
                                                                   |    Long Term Compensation   |
                                                                   |-----------------------------|
                                       Annual Compensation         |        Awards      | Payouts|
                              |------------------------------------------------------------------|--------|
a . . . . . . . . .  b        |       c            d          e    |     f        g     |   h    |   i    |
----------------------------------------------------------------------------------------------------------|
Name. . . . . . . .                                                          Securities                   |
And . . . . . . . .                                          Other    Restric-   Under-          All Other|
Principal . . . .                                         .  Annual     Ted     Lying             Compen- |
Position. . . . . .                                          Compen-   Stock   Options    LTIP     Sation |
                                    Salary       Bonus     Sation ($)  Awards  SARs (#)  Payouts     ($)  |
                         Year         ($)         ($)                   ($)               ($)             |
----------------------------------------------------------------------------------------------------------|
Jeffrey  A.  Harry                                                                                        |
President/CEO                                                                                             |
 Apr. 23, 2001 - Feb. 7, 2002         0            0           0          0         0       0         0   |
                         2001         0            0           0     50,000         0       0         0   |
                         2000         0            0           0          0         0       0         0   |
                         1999         0            0           0          0         0       0         0   |
----------------------------------------------------------------------------------------------------------|
Jay  Roberge                                                                                              |
President/CEO                                                                                             |
Dec.  6,  2000  -                                                                                         |
Apr. 23, 2001            2002         0            0           0          0         0       0         0   |
                         2001         0            0           0          0         0       0         0   |
                         2000         0            0           0          0         0       0         0   |
                         1999         0            0           0          0         0       0         0   |
----------------------------------------------------------------------------------------------------------|
Marlen  L.  Roepke                                                                                        |
Sole  Officer/  Director                                                                                  |
Feb. 7 2002              2002         0            0           0          0         0       0         0   |
                         2001         0            0           0          0         0       0         0   |
                         2000         0            0           0          0         0       0         0   |
                         1999         0            0           0          0         0       0         0   |
----------------------------------------------------------------------------------------------------------|
</TABLE>

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

     To  the  best of our knowledge and belief the following disclosure presents
the  total  beneficial  security ownership of all Directors and Nominees, naming
them,  and by all Officers and Directors as a group, without naming them, and of
all  persons,  entities  and  groups,  known to or discoverable by us, to be the
beneficial  owner  or  owners  of  more than five percent of any voting class of
Registrant's  stock.,  known  to  or  discoverable  by Registrant. More than one
person, entity or group could be beneficially interested in the same securities,
so  that the total of all percentages may accordingly exceed one hundred percent
of  some  or  any  classes.  Please  refer  to  explanatory  notes  if  any, for
clarification  or  additional  information.

                                       10
<PAGE>

      CERTAIN  BENEFICIAL  OWNERS  AND  OWNERS  OF  5%  OR  MORE

--------------------------------------------------------------------------------
    Name and Address of Beneficial Owner                       Share       % of
                Common Stock                                 Ownership    Total
--------------------------------------------------------------------------------
Marlen  L.  Roepke
1914  Agusta  #8
Houston  TX  77054                                         66,666           2.34
                                                         -----------------------
Officers and Directors as Group                            66,666           2.34

Eradio Diaz
Sun Tower #5
Avenida Ricardo J. Alfaro
Panama 5 Panama                                        20,000,000          87.55

Jeffrey  A.  Harry  (1)
20  Coral  Sea
Laguna  Niguel  CA  92677                                  33,333           1.17

Jena  Minnick  Harry  (1)
20  Coral  Sea
Laguna  Niguel  CA  92677                                  33,333           1.17

Fausto  Giannageli  R.
Aptdo  1767  Carmelitos
Caracas  Venezuela                                        475,000          16.70

Remo  Bardi
Aprtdo  571
San  Salvador  6  El  Salvador                            350,000          12.31
                                                         -----------------------
Total other 5% Owners                                     891,666          31.35
                                                         -----------------------
         Total all affiliates and 5% owners.              958,332          33.69
                                                         =======================
    Total Issued and Outstanding (for reference)        2,844,254         100.00
                                                        ========================


(1)  Mr.  Harry was our Officer from April 23, 2001 to February 7, 2002. Mr. and
Mrs.  Harry  are  husband  and  wife.


            ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

     None.


                       ITEM 13.  CONTROLS AND PROCEDURES.

     EVALUATION  OF DISCLOSURE CONTROLS AND PROCEDURES. Based upon an evaluation
under  supervision  and  with  the participation of our management, as of a date
within  90  days  of  the  filing date of this Annual Report on form 10-KSB, our
principal  executive officer and principal financial officer have concluded that
our  disclosure  controls  and  procedures  (as  defined  in Rules 13a-14(c) and
15d-14(c))  under  the  Securities Exchange Act of 1934, are effective to ensure
that  information  required  to  be disclosed (in reports that we file or submit
under  that Exchange Act) is recorded, processed, summarized and reported within
the  time  periods  specified  in  SEC  rules  and  forms.

     CHANGES  IN  INTERNAL  ACCOUNTING. There were no significant changes in our
internal  controls  or  other  factors  that  could  significantly  affect these

                                       11
<PAGE>

controls  subsequent  to  the date of their evaluation. There wee no significant
deficiencies  or  material  weaknesses,  and  therefore there were no corrective
actions  taken.  However,  the design of any system of controls is based in part
upon  the  assumptions  about  the  likelihood of future events, and there is no
certainty  that  any  design will succeed in achieving its stated goal under all
potential  future  considerations,  regardless  of  how  remote.

 (A)  ATTACHMENTS.

 (A)  Certification  pursuant  to  18  USC  Section  1350.

(A  99.1)  Audit  Committee  Report

(AFK-02)  Audited  Financial  Statements  for the years ended December 31, 2001,
2000  and  from  Inception.

 (B)  EXHIBITS.  Please  see  our Previous Annual Report on Form 10-KSB, for the
year  ended  December  31,  2001, for Exhibits: (3.1) Articles of Incorporation;
(3.2)  By-Laws,  incorporated  herein  by  this  reference.

 (C)  FORM  8-K  REPORTS.  None.

     PURSUANT  TO  THE REQUIREMENTS of the Securities Exchange Act of 1934, this
report  has  been  signed  below  by  the  following  persons  on  behalf of the
Registrant  and  in  the  individually  and  in  the
capacities  and  on  the  date  indicated.


                               KNW NETWORKS, INC.
Dated:  March  31,  2003     by

                              /s/ Marlen L. Roepke
                                Marlen L. Roepke

                                       12
<PAGE>

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

                                  ATTACHMENT A

                 CERTIFICATION PURSUANT TO 18 USC SECTION 1350.

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

                                       13
<PAGE>

                 CERITIFICATION PURSUANT TO 18 USC SECTION 1350

In connection with this Annually Report on Form 10-KSB, I Marlen L. Roepke  Sole
Officer  and Director of this Registrant Company, hereby certify, to the best of
our  knowledge  and  belief:

(1)     This  report  fully  complies  with the requirements of section 13(a) or
15(d)  of  the  Securities  Exchange  Act  of  1934;  and

(2)     The  information  contained  in  this  report  fairly  presents,  in all
material  aspects,  the  financial  condition  and results of operations of this
Registrant  Company.


 Dated:  March  31,  2003


                               /s/Marlen L. Roepke
                                Marlen L. Roepke
                               president/director

                                       14
<PAGE>

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

                               ATTACHMENT AC-99.1

                             AUDIT COMMITTEE REPORT

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

                                       15
<PAGE>

KNW Networks,Inc.
24843 Del Prado, Suite 318
Dana Point, CA 92629

Form  Type:  10-KSB

                                AUDIT  COMMITTEE  REPORT


     The  Audit  Committee of KNW Networks,Inc., Inc. ("KNW") is composed of the
Corporation's  Board  of  Directors.  The  members  of the Committee are Marlene
Roepke, Sole Officer / Director .  The  Committee  recommended,  subject to
stockholder  ratification,  the  selection  of  the  Corporation's  independent
accountants.

     Management  is  responsible for the Corporation's internal controls and the
financial  reporting  process.  The  independent accountants are responsible for
performing  an  independent  audit  of  the Corporation's consolidated financial
statements  in  accordance with the generally accepted auditing standards and to
issue  a  report  thereon.  The  Committee's  responsibility  is  to monitor and
oversee  these  processes.

     In this context, the Committee has met and held discussions with management
and  the  independent accountants.  Management represented to the Committee that
the  Corporation's  financial  statements  were  prepared  in  accordance  with
generally  accepted  accounting  principles,  and the Committee has reviewed and
discussed  the  consolidated  financial  statements  with  management  and  the
independent  accountants.  The  Committee  discussed  with  the  independent
accountants  matters  required  to  be  discussed  by  the Statement on Auditing
Standards  No.  61.

     The  Corporation's  independent  accountants also provided to the Committee
the written disclosures required by Independence Standards Board Standard No. 1,
and  the  Committee  discussed  with  the  independent  accountant  that  firms
independence.

     Based  upon  Committee's  discussion  with  management  and the independent
accountants  and  the Committee's review of the representation of management and
the  report  of  the  independent  accountants  to  the Committee, the Committee
recommended  that  the  audited consolidated financial statements be included in
the  Corporation's  Annual Report on Form 10-KSB for the year ended December 31,
2001  filed  with  the  Securities  and  Exchange  Commission.

Dated:  March  31,  2003

/s/Marlen  L.  Roepke
Marlen  L.  Roepke
president/director

                                       16
<PAGE>

                               KNW NETWORKS, INC.
                       (formerly KNOWLEDGE NETWORKS, INC.)
                          (A Development Stage Company)

                              FINANCIAL STATEMENTS

                           December 31, 2002 and 2001

                                       17
<PAGE>

                                 C O N T E N T S


Independent  Auditor's  Report                         19

Balance  Sheets                                        20

Statements  of  Operations                             21

Statements  of  Stockholders'  Equity                  22-23

Statements  of  Cash  Flows                            24

Notes  to  the  Financial  Statements                  25-29

                                       18
<PAGE>

                          INDEPENDENT AUDITOR'S REPORT
                          ----------------------------


To  the  Board  of  Directors  and  Stockholders  of
KNW  Networks,  Inc
(formerly  Knowledge  Networks,  Inc.)
(A  Development  Stage  Company)

We  have audited the accompanying balance sheets of KNW Networks, Inc. (formerly
Knowledge  Networks, Inc.) (a development stage company) as of December 31, 2002
and 2001 and the related statements of operations, stockholders' equity and cash
flows  for  the  years  ended  December  31, 2002 and 2001 and from inception on
December 16, 1998 through December 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  audits.

We conducted our audits in accordance with auditing standards generally accepted
in  the  United  States  of  America.  Those  standards require that we plan and
perform  the  audits  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  audits  provide  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 KNW Networks, Inc. (formerly
Knowledge  Networks, Inc.) (a development stage company) as of December 31, 2002
and  2001  and  the results of its operations and cash flows for the years ended
December  31,  2002  and  2001  and  from inception on December 16, 1998 through
December 31, 2002 in conformity with accounting principles generally accepted in
the  United  States  of  America.

The  accompanying  financial  statements  have  been  prepared assuming that the
Company  will  continue  as  a  going  concern.  As  discussed  in Note 2 to the
financial statements, the Company has minimal assets and all revenues are from a
shareholder.  These  factors  raise  substantial  doubt  about  its  ability  to
continue  as a going concern.  Management's plans in regard to these matters are
also  described  in  the  Note  2.  The  financial statements do not include any
adjustments  that  might  result  from  the  outcome  of  this  uncertainty.


/s/Chisholm  &  Associates
Chisholm  &  Associates
North  Salt  Lake,  Utah
March  5,  2003

                                       19
<PAGE>

                               KNW NETWORKS, INC.
                       (formerly KNOWLEDGE NETWORKS, INC.)
                                 Balance Sheets


                     ASSETS
                                                       December  31,
                                               2002                  2001
--------------------------------------------------------------------------------
CURRENT  ASSETS

     Cash                                  $          144     $          8,925

          Total  Current  Assets                      144                8,925
                                           ------------------------------------
          TOTAL  ASSETS                    $          144     $          8,925
                                           ====================================

     LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT  LIABILITIES

     Accounts  payable                     $       58,973     $         29,180
     Accounts payable-related party (Note 4)        5,978                5,978
     Notes  payable  (Note  5)                     35,000               35,000
                                           ------------------------------------
          Total  Current  Liabilities              99,951               70,158
                                           ------------------------------------

STOCKHOLDERS'  EQUITY

     Common  stock,  authorized
      100,000,000  shares  of  $0.001  par  value,
      issued  and  outstanding  477,839
      2,844,254  shares,  respectively             2,845                   478
     Additional  paid-in  capital                500,948               248,028
     Retained  earnings  (deficit)              (603,600)             (309,739)
                                           ------------------------------------

          Total  Stockholders'  Equity           (99,807)              (61,233)
                                           ------------------------------------
  TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY   $     144           $     8,925
                                           ====================================

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

                                       20
<PAGE>

                               KNW NETWORKS, INC.
                       (formerly KNOWLEDGE NETWORKS, INC.)
                          (A Development Stage Company)
                            Statements of Operations

<TABLE>
<CAPTION>
                                                                            From
                                                                       Inception  on
                                                                       December  16,
                                     For  the  Year  Ended             1998  Through
                                           December  1,                December  31,
                                     2002              2001                 2002
-------------------------------------------------------------------------------------
<S>                             <C>               <C>               <C>
REVENUES                        $           0     $           0     $              0
                                -----------------------------------------------------

EXPENSES
  General and administrative          293,861                0               293,861
                                -----------------------------------------------------
          Total  Expenses                   0                0                     0
                                -----------------------------------------------------
INCOME  (LOSS)  FROM  OPERATIONS:    (293,861)               0              (293,861)
                                -----------------------------------------------------

DISCONTINUED  OPERATIONS:
  Income (loss) from
   discontinued operations                  0          (314,877)            (443,238)
     Gain  (loss)  on
       disposal  of  operations             0           133,499              133,499
                                -----------------------------------------------------
     Income (Loss) from Discontinued
           Operation                        0          (181,378)            (309,739)
                                -----------------------------------------------------
NET  (LOSS)                     $    (293,861)     $   (181,378)     $      (603,600)
                                =====================================================

NET  LOSS  PER  SHARE:
 (Loss) from continuing
     operations                 $       (0.29)      $         0      $         (0.97)
     (Loss)  from  discontinued
     operations                             0             (0.25)               (1.02)
                                -----------------------------------------------------

          Loss  Per  Share      $       (0.29)      $     (0.25)     $         (1.99)
                                =====================================================
Weighted  average
    shares  outstanding               986,961           711,253              302,962
                                =====================================================
</TABLE>

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

                                       21
<PAGE>

                               KNW NETWORKS, INC.
                       (formerly KNOWLEDGE NETWORKS, INC.)
                          (A Development Stage Company)
                       Statements of Stockholders' Equity

<TABLE>
<CAPTION>
                                                                      Additional         Retained
                                             Common  Stock               Paid            Earnings
                                         Shares         Amount        In  Capital        (Deficit)
---------------------------------------------------------------------------------------------------
<S>                                    <C>          <C>               <C>              <C>

Balance  at  inception  -
 December  16,  1998                      7,127     $           7     $      8,013     $         0

Shares  issued  for
 subscriptions  receivable
 at  $11.25  per  share                     871                 1            9,799               0

Spin  off  adjustment  (Note  1)              0                 0            6,844               0

Net  loss  for  the  period  ended
 December  31,  1998                          0                 0                0         (11,209)
                                      -------------------------------------------------------------

Balance,  December  31, 1998              7,998                 8           24,656         (11,209)

Shares  issued  for  cash  at
 $112.50  per  share                        920                 1          103,499               0

Shares  issued  for  services
 at  $112.79  per  share                    221                 0           24,926               0

Shares  issued  for  services
 at $1.15 per share                          68                 0               78               0

Net  loss  for  the  year  ended
 December  31,  1999                          0                 0               0          (72,381)
                                      -------------------------------------------------------------

Balance,  December 31, 1999               9,207                 9         153,159          (83,590)

Shares  issued  for  services
 at  $1.13  per  share                   22,517                23          25,315                0

Cancellation  of  shares                 (8,886)              (9)               9                0

Net  loss  for  the  year  ended
 December  31,  2000                          0                0                0          (44,771)
                                      -------------------------------------------------------------

Balance,  December  31,  2000            22,838     $         23     $    178,483     $   (128,361)
                                      -------------------------------------------------------------
</TABLE>

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

                                       22
<PAGE>

                               KNW NETWORKS, INC.
                       (formerly KNOWLEDGE NETWORKS, INC.)
                          (A Development Stage Company)
                 Statements of Stockholders' Equity (Continued)

<TABLE>
<CAPTION>
                                                                      Additional         Retained
                                             Common  Stock               Paid            Earnings
                                         Shares         Amount        In  Capital        (Deficit)
---------------------------------------------------------------------------------------------------
<S>                                    <C>          <C>               <C>              <C>

Balance,  December  31,  2000            22,838     $          23     $    178,483     $  (128,361)

Shares  issued  for  services
 at  $0.15  per  share                  133,333               133           19,867               0

Shares  issued  for  services
 at  $0.15  per  share                  333,333               333           49,667               0

Cancellation  of  shares                (11,667)              (11)              11               0

Shares  issued  in  round-up                  2                 0                0               0

Net  loss  for  the  year  ended
 December  31,  2001                          0                 0                0        (181,378)
                                       ------------------------------------------------------------

Balance,  December  31,  2001           477,839               478          248,028        (309,739)

Shares  issued  in  round  up            19,748                20              267               0

Shares  issued  for  reduction
 of  debt  at  $0.44  per  share        113,334               114           49,886               0

Shares  issued  for  reduction
 of  debt  at  $0.75  per  share        133,333               133           99,867               0

Shares  issued  for  services
 at $0.05 per share                   2,100,000             2,100          102,900               0

Net  loss  foe  the  year  ended
 December  31,  2002                          0                 0                0        (293,861)
                                       ------------------------------------------------------------

Balance,  December  31, 2002          2,844,254     $       2,845     $    500,948     $  (603,600)
                                      =============================================================
</TABLE>

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

                                       23
<PAGE>

                               KNW NETWORKS, INC.
                       (formerly KNOWLEDGE NETWORKS, INC.)
                          (A Development Stage Company)
                            Statements of Cash Flows

<TABLE>
<CAPTION>
                                                                                      From
                                                                                 Inception  on
                                                                                 December  16,
                                               For  the Year Ended               1998 Through
                                                    December 31,                   December 31,
                                             2002                  2001                2002
------------------------------------------------------------------------------------------------
<S>                                     <C>                  <C>                 <C>
CASH  FLOWS  FROM  OPERATING  ACTIVITIES

Net  loss                                $     (293,861)     $     (181,378)     $     (603,600)
Adjustments to reconcile net loss
to net cash provided by operations:
Stock  issued  for  services                    105,287              70,000             225,629
Stock issued for satisfaction of payables       150,000              49,984             199,984
Bad  debt                                             0                   0              11,154
Increase  in  accounts  payable                  29,793              29,180              72,982
Increase in accounts payable-related party            0               5,978               5,978
                                         -------------------------------------------------------

Net Cash Flows Used in Operating Activities     (8,7810)            (26,236)            (87,873)
                                         -------------------------------------------------------

CASH  FLOWS  USED  IN  INVESTMENT  ACTIVITIES

Cash  payments  for  notes  receivable                0                   0             (63,993)
                                         -------------------------------------------------------
Net Cash Used in Investment Activities                0                   0             (63,993)
                                         -------------------------------------------------------

CASH  FLOWS  FROM  FINANCING  ACTIVITIES

Cash  received  from  notes  payable                  0              35,000              35,000
Cash  received  from  subscriptions  receivable       0                   0               9,800
Cash  received  from  spin-off  (Note  1)             0                   0               3,710
Issuance of stock for cash                            0                   0             103,500
                                         -------------------------------------------------------

Net  Cash  Flows  from  Financing  Activities         0              35,000             152,010
                                         -------------------------------------------------------

NET  INCREASE  (DECREASE)  IN  CASH              (8,781)              8,764                 144

CASH,  BEGINNING  OF  YEAR                        8,925                 161                   0
                                         -------------------------------------------------------

CASH,  END  OF  YEAR                     $          144     $         8,925     $           144
                                         =======================================================
</TABLE>

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

                                       24
<PAGE>

                               KNW NETWORKS, INC.
                       (formerly KNOWLEDGE NETWORKS, INC.)
                          (A Development Stage Company)
                      Statements of Cash Flows (Continued)
<TABLE>
<CAPTION>
                                                                          From
                                                                      Inception  on
                                                                      December  16,
                                          For  the Year Ended          1998 Through
                                              December 31,             December 31,
                                        2002              2001            2002
-----------------------------------------------------------------------------------
<S>                                  <C>             <C>              <C>
SUPPLEMENTAL  CASH  FLOW  INFORMATION

     Cash  Paid  for:
          Interest                   $         0     $           0     $         0
          Taxes                      $         0     $           0     $         0
</TABLE>

SUPPLEMENTAL  NON-CASH  INFORMATION

During  January 2001, the Company forgave an officer of the Company of a $63,993
note  receivable.

During  January  2001, the Company was forgiven of debt in the amount of $14,009
from  Intrepid  International,  Inc.,  a  service  provider.

During July 2001, the Company issued 133,333 shares of common stock for services
valued  at  $20,000  of  which  46,666  shares  were issued to an officer of the
Company.

          During  July  2001,  the Company issued 333,333 shares of common stock
for  services  valued  at  $50,000,  to  an  officer  of  the  Company.

     During  June  2002,  the  Company issued 113,334 shares of common stock for
satisfaction  of  payables      in  the  amount  of  $50,000.

     During  September  2002,  the  Company  issued  133,333  shares  of  common
satisfaction  of  payables
     in  the  amount  of  $100,000.

     During  October  2002,  the Company issued 2,100,000 shares of common stock
for  services  valued  at
     $105,000.

          Fraction  shares  in the amount of 19,748 were issued as a result of a
10:1, 3:1, and 5:1 reverse stock splits during the year ended December 31, 2002.

                                       25
<PAGE>

                               KNW NETWORKS, INC.
                       (formerly KNOWLEDGE NETWORKS, INC.)
                          (A Development Stage Company)
                        Notes to the Financial Statements
                           December 31, 2002 and 2001


NOTE  1  -     SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

     a.  Organization

KNW  Networks,  Inc., ("the Company") is a Nevada corporation organized on
December  16,  1998.  The Company was created on this date through a spin off of
the  operations  and  assets  to  the  shareholders  of  Knowledge  Networks
Acquisitions, Inc.  The Company specialized in Microsoft consulting and training
as  well  as  telecommunications  consulting,  training  and  outsourcing.

     b.  Accounting  Method

The  Company  recognizes income and expenses on the accrual basis of accounting.

     c.  Earnings  (Loss)  Per  Share

The  computation  of earnings per share of common stock is based on the weighted
average  number  of  shares outstanding at the date of the financial statements.

                                                                      From
                                                                 Inception  on
                                                                 December  16,
                                      For  the  Years  Ended     1998  Through
                                           December  31,         December  31,
                                       2002              2001        2002
------------------------------------------------------------------------------

     Numerator  -  loss  from
      continuing  operations     $    (293,861)     $         0    $ (293,861)

     Numerator  -  loss  from
      discontinued  operations               0         (181,378)     (309,739)
                                  --------------------------------------------

     Denominator  -  weighted
      average  number  of  shares
      outstanding                      986,961          711,253       302,962
                                  ===========================================

     Loss  per  share:

  Loss from continuing operations    $   (0.29)    $          0    $   (0.97)

  Loss from discontinued operations          0            (0.25)       (1.02)
                                     ----------------------------------------

     Loss  per  share                $   (0.29)    $      (0.25)   $   (1.99)
                                     ========================================

                                       26
<PAGE>

                               KNW NETWORKS, INC.
                       (formerly KNOWLEDGE NETWORKS, INC.)
                          (A Development Stage Company)
                        Notes to the Financial Statements
                           December 31, 2002 and 2001


NOTE  1  -     SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (Continued)

     d.  Cash  and  Cash  Equivalents

The  Company  considers  all  highly liquid investments with maturities of three
months  or  less  to  be  cash  equivalents.

     e.  Provision  for  Income  Taxes

No  provision  for  income  taxes  has  been  recorded due to net operating loss
carryforwards totaling approximately $603,600 that will be offset against future
taxable  income.  These  NOL carryforwards begin to expire in the year 2019.  No
tax  benefit  has  been reported in the financial statements because the Company
believes  there  is a 50% or greater chance the carryforward will expire unused.

Accordingly,  per FASB 109, the potential tax benefits of the loss carryforwards
are  offset  by  the  valuation  of  the  same  amount.

Deferred tax assets and the valuation account is as follows at December 31, 2002
and  2001.

                                              December  31,
                                      2002                   2001
------------------------------------------------------------------------
     Deferred  tax  asset:
          NOL  carryforward     $     205,224          $     105,300
     Valuation  allowance            (205,224)              (105,300)
                                -------------------------------------
     Total                      $           0          $           0
                                =====================================

     f.  Use  of  Estimates

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

NOTE  2  -     GOING  CONCERN

The  accompanying  financial  statements  have  been  prepared assuming that the
Company will continue as a going concern.  The Company is dependent upon raising
capital  to  continue  operations.  The  financial statements do not include any
adjustments  that  might  result  from  the  outcome of this uncertainty.  It is
management's  plan  to  remain  in  the  development  stage  until  a profitable
opportunity  is  found.  The  Company has minimal expenses and will be funded by
shareholders  during  the  coming  year.

                                       27
<PAGE>

                               KNW NETWORKS, INC.
                       (formerly KNOWLEDGE NETWORKS, INC.)
                          (A Development Stage Company)
                        Notes to the Financial Statements
                           December 31, 2002 and 2001

NOTE  3  -     COMMON  STOCK

During  February  2001,  the  Company  canceled  11,667  shares of common stock.

During  June  2001,  the  Company  authorized  a  10  for  1 reverse split.  The
financial  statements  have  been  retroactively restated to reflect the reverse
split.

During July 2001, the Company issued 133,333 shares of common stock for services
valued  at  $20,000  of  which  46,666  shares  were issued to an officer of the
Company.

During July 2001, the Company issued 333,333 shares of common stock for services
valued  at  $50,000  to  an  officer  of  the  Company

     During  June  2002,  the  Company issued 113,334 shares of common stock for
forgiveness  of  debt  in  the  amount  of  $50,000.

     During  September  2002,  the Company issued 133,333 shares of common stock
for  forgiveness  of  debt  in  the  amount  of  $100,000.

     During  October  2002,  the Company issued 2,100,000 shares of common stock
for  services  valued  at  $105,000.

     Fraction  shares in the amount of 19,748 were issued as a result of a 10:1,
3:1,  and  5:1  reverse  stock  splits  during the year ended December 31, 2002.

     During February 2002, the Company authorized a 10 for 1 reverse split.  The
financial  statements  have  been  retroactively restated to reflect the reverse
split.

     During September 2002, the Company authorized a 3 for 1 reverse split.  The
financial  statements  have  been  retroactively restated to reflect the reverse
split.

     During  October  2002,  the Company authorized a 5 for 1 reverse split. The
financial  statements  have  been  retroactively restated to reflect the reverse
split.

NOTE  4  -     RELATED  PARTY  TRANSACTIONS

     During  1999,  $63,993  was  paid  to  an officer the Company.  The note is
payable  upon  demand  with  no  provision  for  interest.

During  2000,  sales  of  $55,000  were  to  a  shareholder.

During  2000,  22,517  shares  of  common  stock  were  issued  to  officers and
shareholders  for  consulting  services  of  $25,338.

                                       28
<PAGE>

                               KNW NETWORKS, INC.
                       (formerly KNOWLEDGE NETWORKS, INC.)
                          (A Development Stage Company)
                        Notes to the Financial Statements
                           December 31, 2002 and 2001

NOTE  4  -RELATED  PARTY  TRANSACTIONS  (Continued)

     During 2000, services were performed by a shareholder.  The balance payable
at  December  31,  2000  is  $14,009

     During  January  2001,  the  Company  forgave an officer, of a $63,993 note
receivable

During  July 2001, the Company issued 333,333 and 133,333 shares of common stock
valued  at  $50,000  and  $20,000  to  two  officers  of  the  Company.


NOTE  5  -     NOTES  PAYABLE

     On  December  14,  2001,  the Company entered into a note payable agreement
with  Patagonia  Commercial.  S.A.  in the amount of $35,000.  The note bears no
interest  and  is  due  December 2002.  As of December 31,2002, no payments have
been  made  on  the  note.

NOTE  6  -     SUBSEQUENT  EVENTS

     On  January  6,  2003,  the  Company approved to issue 20,000,000 shares of
common  stock  for  services  rendered.

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