SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

                  Quarterly Report Under Section 13 or 15(d) of
                      the Securities Exchange Act of 1934

                          Quarter Ended April 30, 2003

                         Commission File Number 0-30987


                        Advanced Technologies Group, Ltd.
             (Exact name of Registrant as specified in its Charter)

            Nevada                                             80-0987213
(State or other jurisdiction of                             (I.R.S. Employer
 incorporation or organization)                          Identification  Number)

 32 Broadway, 4th Floor, New York, NY                           10004
(Address of principal executive offices)                      (Zip Code)

40 Exchange Place, 15th Floor, New York, NY                     10005
          (Former Address)                                    (Zip Code)

                                 (212) 968-0941
              (Registrant's telephone number, including area code)

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

Indicate the number of Shares  outstanding  of each of the  Issuer's  classes of
common stock, as of the latest practicable date.

                      Class Outstanding at April 30, 2003
                   Common stock, $0.0001 par value 16,252,167
<PAGE>
                                TABLE OF CONTENTS


Item                                                                       Page
                                                                           ----

PART 1. FINANCIAL INFORMATION                                                1

Item 1. Condensed Consolidated Financial Statements                          2

     Balance sheet as of April 30, 2003 and January 31, 2003                 2

     Statement of income (loss) for three months ended April 30, 2003
     and 2002                                                                3

     Statement of cash flows for three months ended April 30, 2003
     and 2002                                                                4

     Statement of changes in shareholders equity for the three months
     ended April 30, 2003                                                    5

     Notes to condensed consolidated financial statements                    6

Item 2. Management's discussion and analysis of financial condition         10

PART II. OTHER INFORMATION                                                  13

Item 6. Exhibits and Reports on Form 8-K                                    13

SIGNATURES                                                                  13
<PAGE>
                          PART I: FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

The following unaudited  consolidated financial statements have been prepared by
Advanced Technologies Group, Ltd. (the "Company" or "ATG") pursuant to the rules
and regulations of the Securities and Exchange Commission  promulgated under the
Securities  Exchange Act of 1934 as amended.  Certain  information  and footnote
disclosures  normally  included in financial  statements  prepared in accordance
with generally  accepted  accounting  principals  have been condensed or omitted
pursuant  to  such  rules  and  regulations.  In the  opinion  of the  Company's
management,  the  consolidated  financial  statements  include  all  adjustments
(consisting  only of adjustments  of a normal,  recurring  nature)  necessary to
present fairly the financial information set forth herein.

                                       1
<PAGE>
                        ADVANCED TECHNOLOGIES GROUP, LTD.
                           CONSOLIDATED BALANCE SHEETS
                    AS OF APRIL 30, 2003 AND JANUARY 31, 2003

<TABLE>
<CAPTION>
                                                                            Unaudited
                                                                            30-Apr-03            31-Jan-03
                                                                          ------------         ------------
<S>                                                                       <C>                  <C>
ASSETS

Current assets:
  Cash & interest bearing deposits                                        $    210,679         $    217,249
  Accounts receivable                                                            9,174                2,761
                                                                          ------------         ------------
      Total current assets                                                     219,853              220,010

Other assets:
  Property & equipment (net of accumulated depreciation of
   $177,649 at April 30, 2003 and $163,972 at January 31, 2003)                125,047              138,724
  Investment in joint venture                                                  129,244              129,244
  Employee advance                                                               1,000                    0
  Security deposit                                                              50,000               45,000
  Trademarks & patents (net of amortization of $1,359 at
   April 30, 2003 and $1,211 at January 31, 2003)                               10,756               10,904
                                                                          ------------         ------------
      Total assets                                                        $    535,900         $    543,882
                                                                          ============         ============

LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities:
  Accounts payable & accrued expenses                                     $     26,123         $     47,423
                                                                          ------------         ------------
      Total current liabilities                                                 26,123               47,423

  Shareholder loan payable                                                     131,472              130,472

Shareholders' equity:
  Series A preferred stock, 1 share convertible to 1 share of common;
   13% cumulative non-participating, authorized 1,000,000 shares at
   stated value of $3 per share, issued & outstanding 890,563 shares         2,485,791            2,485,791
  Series B preferred stock, 1 share convertible to 1 share of common;
   5% cumulative non-participating, authorized 7,000,000 shares at
   stated value of $5 per share, issued and outstanding 212,495 shares       1,036,577            1,036,577
  Common stock - $.0001 par value, authorized 100,000,000 shares,
   issued and outstanding, 16,252,167 shares                                     1,652                1,652
  Additional paid in capital                                                29,878,092           29,662,172
  Accumulated deficit                                                      (33,023,807)         (32,820,205)
                                                                          ------------         ------------
   Total shareholders' equity                                                  378,305              365,987
                                                                          ------------         ------------

   Total Liabilities & Shareholders' Equity                               $    535,900         $    543,882
                                                                          ============         ============
</TABLE>

                   See the notes to the financial statements.

                                       2
<PAGE>
                        ADVANCED TECHNOLOGIES GROUP, LTD.
                 UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
            FOR THE QUARTERS ENDED APRIL 30, 2003 AND APRIL 30, 2002

<TABLE>
<CAPTION>
                                                      30-Apr-03            30-Apr-02
                                                    ------------         ------------
<S>                                                 <C>                  <C>
Revenues:
  Gross Sales                                       $    208,435         $     64,989
  Less cost of sales                                    (120,107)             (68,332)
                                                    ------------         ------------

  Net gross loss on sales                                 88,328               (3,343)

General and administrative expenses:
  Salaries and benefits                             $          0         $     52,600
  Rent & utilities                                        28,521               17,315
  Consulting & professional fees                         121,481              360,026
  General administration                                 127,507              139,616
  Communication costs                                     10,980               18,324
  Depreciation                                             3,441                2,785
                                                    ------------         ------------

  Total general & administrative expenses                291,930              590,666
                                                    ------------         ------------

Net loss from operations                                (203,602)            (594,009)

Other revenues and expenses:
  Interest income                                              0                1,478
                                                    ------------         ------------

Net income before provision for income taxes            (203,602)            (592,531)

Provision for income taxes                                     0                    0
                                                    ------------         ------------

Net loss                                            $   (203,602)        $   (592,531)
                                                    ============         ============
Loss per common share:
  Basic & fully diluted                             $      (0.03)        $      (0.05)
                                                    ============         ============
Weighted average of common shares:
  Basic & fully diluted                               16,520,917           16,252,167
                                                    ============         ============
</TABLE>

                   See the notes to the financial statements.

                                       3
<PAGE>
                        ADVANCED TECHNOLOGIES GROUP, LTD.
                 UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
            FOR THE QUARTERS ENDED APRIL 30, 2003 AND APRIL 30, 2002

<TABLE>
<CAPTION>
                                                             30-Apr-03         30-Apr-02
                                                             ---------         ---------
<S>                                                          <C>               <C>
Operating Activities:
  Net loss                                                   $(203,602)        $(592,531)
  Adjustments to reconcile net income items not
   requiring the use of cash:
    Amortization                                                   148               147
    Depreciation                                                13,677            19,804

Changes in other operating assets and liabilities:
  Prepaid expenses                                                   0            (5,569)
  Accounts receivable                                           (6,413)           (3,860)
  Employee advance                                              (1,000)                0
  Accounts payable & accrued expenses                          (21,300)          (73,410)
                                                             ---------         ---------
Net cash used by operations                                   (218,490)         (655,419)

Investing Activities:
  Security deposit                                              (5,000)                0
  Purchase of property & equipment                                   0          (132,835)
                                                             ---------         ---------
Net cash used by investing activities                           (5,000)         (132,835)

Financing Activities:
  Issuance of preferred stock and detachable warrants                0           701,825
  Subscriptions received                                       215,920                 0
  Shareholder loans                                              1,000            (1,491)
                                                             ---------         ---------
Net cash provided by financing activities                      216,920           700,334
                                                             ---------         ---------

Net increase (decrease) in cash during the period               (6,570)          (87,920)

Cash balance at beginning of the fiscal year                   217,249           316,752
                                                             ---------         ---------
Cash balance at end of the fiscal year                       $ 210,679         $ 228,832
                                                             =========         =========
Supplemental disclosures of cash flow information:
  Interest paid during the period                            $       0         $       0
  Income taxes paid during the period                        $       0         $       0
</TABLE>

                   See the notes to the financial statements.

                                       4
<PAGE>
                       ADVANCED TECHNOLOGIES GROUP, LTD.
      UNAUDITED CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
                    FROM FEBRUARY 1, 2003 TO APRIL 30, 2003

<TABLE>
<CAPTION>
                                   Common           Common         Preferred      Preferred
                                   Shares          Par Value        Shares          Value
                                   ------          ---------        ------          -----
<S>                              <C>              <C>             <C>            <C>
Balance at February 1, 2003       16,520,853       $   1,652       1,294,974      $3,522,368

Subscriptions received

Net loss for the period
                                 -----------       ---------       ---------      ----------

Balance at April 30, 2003         16,520,853       $   1,652       1,294,974      $3,522,368
                                 ===========       =========       =========      ==========


                                   Additional        Accumulated
                                 Paid in Capital       Deficit          Total
                                 ---------------       -------          -----
Balance at February 1, 2003        $29,662,172      ($32,820,205)     $ 365,987

Subscriptions received                 215,920                          215,920

Net loss for the period                                 (203,602)      (203,602)
                                   -----------      ------------      ---------

Balance at April 30, 2003          $29,878,092      ($33,023,807)     $ 378,305
                                   ===========      ============      =========
</TABLE>

                   See the notes to the financial statements.

                                       5
<PAGE>
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


ORGANIZATION OF THE COMPANY AND SIGNIFICANT ACCOUNTING PRINCIPLES

Advanced Technologies Group, Ltd. (the Company), formerly SeventhCai,  Inc., was
incorporated  in the State of Nevada in  February  2000.  In January  2001,  the
Company  changed its name to Advanced  Technologies  Group,  Ltd., and purchased
FX3000,  Inc. (formerly Oxford Global Network,  Ltd.), the designer and owner of
the FX3000, a foreign currency trading software  program.  In November 2001, the
Company  purchased  Luxury  Lounge Inc., a  proprietary  software  developer and
on-line retailer of luxury merchandise.

CONSOLIDATION- the accompanying  consolidated  financial  statements include the
accounts of the  company  and its wholly  owned  subsidiaries.  All  significant
inter-company balances have been eliminated.

USE OF ESTIMATES- The preparation of the financial statements in conformity with
generally accepted accounting  principles requires management to make reasonable
estimates  and  assumptions  that affect the reported  amounts of the assets and
liabilities and disclosure of contingent assets and liabilities and the reported
amounts of revenues and expenses at the date of the financial statements and for
the period they include. Actual results may differ from these estimates.

CASH AND INTEREST  BEARING  DEPOSITS- For the purpose of calculating  changes in
cash  flows,  cash  includes  all cash  balances  and highly  liquid  short-term
investments with an original maturity of three months or less.

SOFTWARE   DEVELOPMENT   COSTS-  The  Company  applies  Statement  of  Financial
Accounting  Standard No. 86 (SFAS No. 86),  ACCOUNTING FOR THE COSTS OF COMPUTER
SOFTWARE TO BE SOLD,  LEASED, OR OTHERWISE  MARKETED,  (SFAS No. 86), to account
for the costs in  developing  software  programs.  SFAS No. 86 provides that the
costs of producing  software programs  subsequent to establishing  technological
feasibility shall be capitalized.  The  capitalization of such costs ceases when
the product  becomes  available to customers.  Amortization  of the  capitalized
costs begins when the software  product  becomes  available to customers  and is
calculated using the straight-line method over a period of three years.

OFFICE & COMPUTER  EQUIPMENT- Office and computer  equipment are stated at cost.
Depreciation  expense  is  computed  using  the  straight-line  method  over the
estimated  useful life of the asset. The following is a summary of the estimated
useful lives used in computing depreciation expense:

     Furniture                7 years
     Office equipment         5 years

Expenditures  for major  repairs and renewals that extend the useful life of the
asset are  capitalized.  Minor  repair  expenditures  are  charged to expense as
incurred.

                                       6
<PAGE>
INCOME  TAXES- The Company  accounts  for income  taxes in  accordance  with the
Statement of Accounting Standards No. 109 (SFAS No. 109), "ACCOUNTING FOR INCOME
TAXES".  SFAS No. 109  requires an asset and  liability  approach  to  financial
accounting  and  reporting  for  income  taxes.  Deferred  income tax assets and
liabilities are computed annually for differences  between  financial  statement
and  income  tax bases of assets  and  liabilities  that will  result in taxable
income or deductible  expenses in the future based on enacted tax laws and rates
applicable  to the  periods  in which the  differences  are  expected  to affect
taxable income.  Valuation  allowances are established  when necessary to reduce
deferred  tax assets and  liabilities  to the amount  expected  to be  realized.
Income tax expense is the tax payable or refundable for the period  adjusted for
the change during the period in deferred tax assets and liabilities.

2. NET LOSS PER SHARE

The Company  applies SFAS No. 128,  "EARNINGS  PER SHARE" to calculate  loss per
share.  In  accordance  with  SFAS No.  128,  basic  net loss per share has been
computed based on the weighted average of common shares  outstanding  during the
years. Fully diluted loss per share includes the dilutive effects of outstanding
common stock  equivalents.  As of April 30, 2003 the Company had 942,213  common
stock equivalents  outstanding.  The calculation of fully diluted loss per share
excludes the outstanding common stock equivalents  because their inclusion would
be anti-dilutive.

The net  income  available  to common  shareholders  reported  in the  financial
statements  has been  adjusted  by the  dividends  in arrears  due to  preferred
shareholders  at April 30, 2003 and April 30, 2002 in  calculating  the loss per
share.  The weighted  average of common shares  outstanding has been computed as
follows:

                                      30-Apr-03             30-Apr-02
                                      ---------             ---------

     Shares outstanding               16,520,917            16,252,167
                                      ==========            ==========
     Weighted average                 16,520,917            16,252,167
                                      ==========            ==========

3. ISSUANCE OF PREFERRED STOCK

CLASS A PREFERRED  STOCK:  Class A preferred  stock has a stated value of $3 per
share and a cumulative  non-participating dividend of 13%. The Class A preferred
stock is  convertible  into common stock at a conversion  ratio of one preferred
share for one common share. Each Class A preferred share includes one detachable
common stock  warrant.  The common stock  warrant is  exercisable  into a common
share at an exercise price of $5 and expires in September 2004.

CLASS B PREFERRED  STOCK:  Class B preferred  stock has a stated value of $3 per
share and a cumulative  non-participating  dividend of 6%. The Class B preferred
stock is  convertible  into common stock at a conversion  ratio of one preferred
share for one common share. Each Class B preferred share includes one detachable
common stock  warrant.  The common stock  warrant is  exercisable  into a common
share at an exercise price of $5 and expires in September 2005.

At April 30, 2003 and April 30, 2002,  the preferred  dividends  were in arrears
for $280,578 and $4,245, respectively.

                                       7
<PAGE>
4. STOCK WARRANTS OUTSTANDING

The following table summarizes the details of the warrants  outstanding at April
30, 2003.

                                                          Wgtd Avg      Wgtd Avg
                                                          Exercise      Years to
                                             Amount        Price        Maturity
                                             ------        -----        --------
     Outstanding at February 1, 2001            8,750
       Issued                                 881,813
       Exercised                                    0
                                           ----------

     Outstanding at January 31, 2002          890,563
       Issued                                 404,411
       Exercised                                    0
                                           ----------

     Outstanding at January 31, 2003        1,294,974
       Issued                                       0
       Exercised                                    0
                                           ----------

     Outstanding at April, 2003             1,294,974        $ 5           1.73
                                           ==========

The Company has no formal stock option or pension plan for employees.

5. PROPERTY & EQUIPMENT

The  following  schedules  detail the property  and  equipment of the Company at
April 30, 2003 and January 31, 2003.

                                             30-Apr-03           31-Jan-03
                                             ---------           ---------
     Promotion Stat Software                    68,729              68,729
     Lease Improvements                         20,404              20,404
     Furniture & Fixtures                       25,165              25,165
     Equipment                                 188,398             188,398
     Accumulated depreciation                 (177,649)           (163,972)
                                             ---------           ---------

     Net property & equipment                $ 125,047           $ 138,724
                                             =========           =========

                                       8
<PAGE>
6. INCOME TAXES

Provision for income taxes is comprised of the following:

                                                   30-Apr-03         30-Apr-02
                                                   ---------         ---------
     Net loss before provision for income taxes   $  (203,602)      $  (594,009)

     Current tax expense:
       Federal                                    $         0       $         0
       State                                                0                 0
                                                  -----------       -----------
     Total                                        $         0       $         0

     Less deferred tax benefit:
       Timing differences                          (1,277,581)       (1,196,178)
       Allowance for recoverability                 1,277,581         1,196,178
                                                  -----------       -----------

     Provision for income taxes                   $         0       $         0
                                                  ===========       ===========

A  reconciliation  of  provision  for  income  taxes  at the  statutory  rate to
provision for income taxes at the Company's effective tax rate is as follows:

     Statutory U.S. federal rate                           34%               34%
     Statutory state and local income tax                  10%               10%
     Less allowance for tax recoverability                -44%              -44%
                                                  -----------       -----------

     Effective rate                                         0%                0%
                                                  ===========       ===========

Deferred income taxes are comprised of the following:


Timing differences                               $ 1,277,581        $ 1,196,178
Allowance for recoverability                      (1,277,581)        (1,196,178)
                                                 -----------        -----------

Deferred tax benefit                             $         0        $         0
                                                 ===========        ===========

Note: The deferred tax benefits arising from the timing  differences  expires in
fiscal years 2020 to 2023 and may not be  recoverable  upon the purtchase of the
Company under current IRS statutes.

                                       9
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

Advanced Technologies Group, Ltd. (the Company), formerly SeventhCai,  Inc., was
incorporated  in the State of Nevada in  February  2000.  In January  2001,  the
Company  changed its name to Advanced  Technologies  Group,  Ltd., and purchased
100% of the  issued and  outstanding  shares of FX3000,  Inc.  (formerly  Oxford
Global  Network,  Ltd.),  a Delaware  corporation,  the  designer  of the FX3000
software program. The FX3000 software program is a financial real time quote and
money management  platform for use by independent  foreign currency traders.  In
March 2002, the Company transferred its FX3000 program to FX Direct Dealer, LLC,
a joint  venture  company  that will  market the FX3000  software  program.  The
Company  received a 25% interest in the company in return for the transfer.  The
remaining 75% of the joint venture company is owned by Tradition, N.A., a major,
Swiss-based financial company. The un-depreciated cost of the FX 3000 program at
the date of the transfer, or $1,670,485, was recorded as investment in the joint
venture in the balance sheet.

The Company,  through its wholly owned  subsidiaries,  seeks to generate revenue
through its  investment  in FX Direct  Dealer and the  PromotionStat  e-commerce
advertising  screening  platform  software.  To  date,  no  revenues  have  been
generated from the Companies investment in FX Direct Dealer or the PromotionStat
e-commerce software program.

Although the period that is the subject of this Report is the three months ended
April 30, 2003,  this Report has not been filed until October 2003. As indicated
in  the  Company's  filings,   during  fiscal  2003,  the  Company  underwent  a
significant  change in its  business  objectives,  principally  due to the joint
venture formed with Tradition, N.A., an international financial institution (the
"Joint  Venture"),  mentioned  above. At that point,  the Company ceased all its
efforts to directly  market the FX3000  software and  re-directed its efforts to
the development and commercialization of other types of technology including the
innovative  PromotionStat  software  system  based  upon  the  technology  being
developed by Luxury.  For a more detailed  discussion of this change in business
direction and a  description  of these new  products,  see the Company's  Annual
Report on form 10-KSB for the fiscal year ended January 31, 2003.

GENERAL STATEMENT: FACTORS THAT MAY AFFECT FUTURE RESULTS.

With  the  exception  of  historical  information,   the  matters  discussed  in
Management's  Discussion  and  Analysis of  Financial  Condition  and Results of
Operations  contain forward looking statements under the 1995 Private Securities
Litigation Reform Act that involve various risks and uncertainties.

Typically,  these  statements  are  indicated  by words  such as  "anticipates",
"expects",  "believes", "plans", "could", and similar words and phrases. Factors
that  could  cause  the  company's  actual  results  to differ  materially  from
management's projections,  forecasts, estimates and expectations include but are
not limited to the following:

*    Inability of the company to secure additional financing
*    Unexpected economic changes in the United States
*    The imposition of new  restrictions  or regulations by government  agencies
     that affect the Company's business activities.

The following discussion will highlight the relative activities of the Company's
business  activities as they existed during the period accounted for herein,  to
wit, the three months ended April 30, 2003. Interested parties are encouraged to
read the Company's  subsequent  filings for a discussion of the evolution of its
business operations.

                                       10
<PAGE>
I. RESULTS OF OPERATIONS

COMPARISON OF OPERATING RESULTS

CONSOLIDATED SALES, GROSS PROFIT, AND NET INCOME FOR THE NINE MONTHS

Revenues for the quarter were  $208,435  from the leasing of the FX 3000 program
and on-line use of the  PromotionStat  software.  Sales for the same period last
year were  $64,989,  an increase of 221%.  Gross  profits on sales were $88,238,
compared to a loss of $3,343 for the same period last year. Management estimates
gross profits to average approximately 40% of sales.

Cost of sales includes the fixed cost of depreciation  on the computer  hardware
needed to operate the FX3000 platform and the PromotionStat software. This fixed
cost  averages  about  $10,000 per quarter.  During the first  quarter of fiscal
2002, the sales  revenues were not  sufficient  enough to cover the variable and
fixed costs of sales.

General and administrative  expense,  were $291,930 compared to $590,666 for the
same  quarter a year ago.  The main  reasons  for the  decrease  in general  and
administrative  expenses for the quarter  were  salaries  and  consulting  fees.
Consulting and professional  fees also  significantly  declined.  During part of
fiscal year 2003, the Company used more  consultants  to market their  software,
which was new to the  market.  As the  Company  achieved  success in  generating
sales,  the  consulting  costs have  decreased in kind. A further detail of cost
comparisons  for the first  quarter of fiscal 2004  verses the first  quarter of
fiscal 2003 is as follows.

                                                  4/30/03           4/30/02
                                                  -------           -------
     Salaries and benefits                        $      0         $ 52,600
     Rent & utilities                               28,521           17,315
     Consulting & professional fees                121,481          360,026
     Communication costs                            10,980           18,324
     Depreciation & amortization                     3,441            2,785
     Promotion & advertising                         6,500           10,443
     Office                                        114,802           80,632
     Travel costs                                    6,205           48,541
                                                  --------         --------
     Total                                        $291,930         $590,666
                                                  ========         ========

After deducting general and administrative costs, the Company experienced a loss
from  operations of $203,602 for the quarter,  compared to an operating  loss of
$594,009 for the same period last year.

Net loss for  period  was  $203,602,  or $0.03 per share  compared  to a loss of
$592,531,  or $.05 per share for the same period last year. In  calculating  the
loss per share,  the Company  had to take into  account  the  dividends  due the
preferred  shareholders for the quarter ended April 30, 2003 and April 30, 2002.
The  dividends  in arrears due to preferred  shareholders  at April 30, 2003 and
April 30, 2002 the preferred  dividends were in arrears for $280,578 and $4,245,
respectively.

                                       11
<PAGE>
DISCUSSION OF FINANCIAL CONDITION: LIQUIDITY AND CAPITAL RESOURCES

At April 30, 2003 cash on hand was $210,679 as compared with $217,249 at January
31, 2003.  During the period,  the Company received $215,920 in subscriptions to
its Class B preferred  shares.  The Company  used  proceeds of $218,490  for its
operations.

At April 30,  2003,  the Company had working  capital of $193,750  compared to a
working capital of $172,587 at January 31, 2003.  Total assets at April 30, 2003
were $535,900 as compared to $543,882 at January 31, 2003.

The Company's total  stockholders'  equity increased $12,318 over its balance at
January 31, 2002 to $378,305. The increase in stockholders' equity is the result
of  operating  losses of $203,602  for the quarter  ended April 30, 2003 and the
subscriptions received for preferred B of $215,920.

III. INFLATION

Management  anticipates  that inflation  will not have a material  effect on the
Company's operations in the future. This is principally due to the fact that its
revenues  and  profits  are  expected to be derived  from the  licensing  of its
software  system  to  operators,  such as  broker/dealers  for the use of  their
clients.  Essentially,  the Company's software product is intended to facilitate
an  investment  environment  which is  typically  not  affected by  inflationary
trends.

IV. TRENDS AFFECTING LIQUIDITY, CAPITAL RESOURCES AND OPERATIONS

A number of factors are  expected  to impact the  Company's  liquidity,  capital
resources  and  future   operations.   Included  among  these  are  governmental
regulation of the trading of currencies by individuals and the  acceptability of
currency  trading  by a large  number of  individual  high net worth  investors.
Management believes that the increasing regulation of securities and other forms
of investment  vehicles will increase demand for alternate  investment  vehicles
such as currency trading,  thereby  increasing demand for the Company's products
and will significantly expand the Company's markets.

The Company has developed its FX3000  software to allow access by individual and
institutional  traders  to  what  has  traditionally  been an  investment  arena
restricted to large financial  institutions and banks.  Management believes that
as investors  become more  sophisticated  there will be an increased  demand for
access to these types of previously unavailable trading vehicles.

As other  new  technological  products  under  development  by the  Company  are
introduced,  management believes that sales revenues will increase and, over the
long term, will result in stable sales and profits for the Company.

                                       12
<PAGE>
                            PART II OTHER INFORMATION

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

(a) Exhibits

31.1 - Certification  of Chief Executive  Officer pursuant to Section 302 of The
       Sarbanes-Oxley Act of 2002

31.2 - Certification  of Chief Financial  Officer pursuant to Section 302 of The
       Sarbanes-Oxley Act of 2002

32   - Certification  of Chief Executive  Officer and Chief  Financial  Officer
       pursuant to Section 906 of The Sarbanes-Oxley Act of 2002

(b) Reports on Form 8-K

None.

                                   SIGNATURES

In accordance  with the  requirements  of Section 13 of 15(d) of the  Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed in
its behalf by the undersigned, thereunto duly authorized.

Date: October 24, 2003

By: /s/ Abel Raskas
   ------------------------------
   Abel Raskas
   President


Date: October 24, 2003

By: /s/ Alex Stelmak
   ------------------------------
   Alex Stelmak
   CEO and Chief Financial Officer

                                       13