SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D. C. 20549

                                  FORM 10-QSB/A



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


                      For the quarter ended: March 31, 2003

                        Commission file number: 333-42640

                               ENDO NETWORKS, INC.
                   -------------------------------------------
             (exact name of registrant as specified in its charter)

       Nevada                                                        75-2882833
-----------------------                                              ----------
(State of Incorporation)                                            (IRS ID No.)


        2624 Dunwin Drive, Unit #3, Mississauga, Ontario, Canada      L5L 3T5
  ----------------------------------------------------------------  -----------
               (Address of principal executive offices) (Zip code)

Registrant's telephone number, including area code: 905-820-8800

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the Securities Exchange Act during the past twelve months (or for
such shorter period that the registrant was required to file such reports),  and
(2) has been subject to such filing  requirements  for the past 90 days.
Yes [x] No [ ].


Shares of common stock outstanding at March 31, 2003:

                                                    12,568,866











<PAGE>

         TABLE OF CONTENTS



PART I _ FINANCIAL INFORMATION                                       Page Number


Item  1. Financial Statements                                           1 - 4


Item  2. Managements's Discussion and Analysis
              of Financial Condition and Results of Operations          5 - 7


PART II _ OTHER INFORMATION

Item 1.  Legal Proceedings                                                8

Item 2.  Changes in Securities                                            8

Item 3.  Defaults Upon Senior Securities                                  8

Item 4.  Submission of Matters to a Vote of Security Holders              8

Item 5.  Exhibits and Reports on Form 8-K                                 8

Signatures                                                                9

Certifications Pursuant to 18 U.S.C. Section 1350                         10


<PAGE>

<TABLE>

<CAPTION>


                      ENDO NETWORKS, INC.


                        BALANCE SHEETS
             March 31, 2003 and September 30, 2002

                            ASSETS
                                                                          Unaudited
                                                                        March 31, 2003    Sept 30, 2002
                                                                       -----------------------------------
<S>                                                                    <C>                <C>

CURRENT ASSETS:
    Cash                                                                         $8,698           $18,903
    Accounts receivable                                                         145,902            69,771
    Inventory parts                                                              15,383            12,700
    Prepaid expenses                                                              9,759             8,933
                                                                       -----------------------------------
    Total current assets                                                        179,742           110,307

PROPERTY AND EQUIPMENT, net of accumulated depreciation                         386,005           422,670

OTHER ASSETS
    Deposits                                                                     44,980            41,772

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

TOTAL ASSETS                                                                   $610,727          $574,749
                                                                       ===================================

                      LIABILITIES AND STOCKHOLDERS' EQUITY

LIABILITIES
    Accounts payable                                                           $109,697           $45,439
    Accrued expenses                                                            134,709            85,335
    Capitalized leases - current                                                151,843           142,057
                                                                       -----------------------------------
    Total current liabilities                                                   396,249           272,831

    Capitalized leases - non current                                            128,356           185,767
                                                                       -----------------------------------

TOTAL LIABILITIES                                                               524,605           458,598
                                                                       -----------------------------------

STOCKHOLDERS' EQUITY
    Common stock, $0.001 par value, 50,000,000 authorized,
         12,568,866 shares issued and outstanding                                12,569            12,569
    Subscriptions receivable                                                          0           (25,308)
    Additional paid-in-capital                                                  292,446           292,446
    Accumulated deficit                                                        (218,893)         (163,556)
                                                                       -----------------------------------
        Total Stockholders' Equity                                               86,122           116,151
                                                                       -----------------------------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                     $610,727          $574,749
                                                                       ===================================
</TABLE>











See accompanying notes to interim condensed financial statements             F-1

<PAGE>

<TABLE>

<CAPTION>


                               ENDO NETWORKS, INC.


                             STATEMENT OF OPERATIONS
               Three and Six Months Ended March 31, 2003 and 2002
                          (Unaudited)



                                                  Three Months     Three Months      Six Months       Six Months
                                                      Ended           Ended            Ended             Ended
                                                  Mar 31, 2003     Mar 31, 2002     Mar 31, 2003     Mar 31, 2002
                                                 ------------------------------------------------------------------
<S>                                              <C>               <C>              <C>              <C>

Revenue                                               $187,019          $53,973         $298,690          $112,423
Cost of Goods Sold                                     113,866                           194,471
                                                 ------------------------------------------------------------------
Gross Profit                                            73,153           53,973          104,219           112,423


Operating Expense:
    Depreciation and amortization                        9,735           16,370           17,083            53,437
    General and administrative                          66,785          144,824          142,473           238,765
                                                 ------------------------------------------------------------------
        Total Operating Expense                         76,520          161,194          159,556           292,202

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

NET LOSS                                               ($3,367)       ($107,221)        ($55,337)        ($179,779)
                                                 ==================================================================



Weighted average shares outstanding                 12,568,866       12,070,966       12,868,866        12,150,466
                                                 ==================================================================

Loss per share - basic and diluted                      ($0.00)          ($0.01)          ($0.00)           ($0.01)
                                                 ==================================================================
</TABLE>

















See accompanying notes to interim condensed financial statements             F-2

<PAGE>

<TABLE>

<CAPTION>

                               ENDO NETWORKS, INC.


                             STATEMENT OF CASH FLOWS
                    Six Months Ended March 31, 2003 and 2002
                                   (Unaudited)



                                                                                     Six Months       Six Months
                                                                                       Ended             Ended
                                                                                    Mar 31, 2003     Mar 31, 2002
                                                                                  ---------------------------------
<S>                                                                               <C>                <C>

CASH FLOWS FROM OPERATING ACTIVITIES:
    Net loss                                                                            ($55,337)        ($179,779)
    Adjustments to reconcile net loss to net
            cash (used) by operating activities:
              Items not requiring cash - depreciation and amortization                    17,083            53,437
              (Increase) decrease in accounts receivable                                 (76,131)          (49,884)
              (Increase) decrease in deposits                                             (3,208)            8,166
              (Increase) decrease in parts inventory                                      (2,683)
              (Increase) decrease in prepaid expenses                                       (826)           (1,297)
              Increase (decrease) in accounts payable & accrued expenses                 113,632           109,426

                                                                                  ---------------------------------
NET CASH (USED) IN OPERATING ACTIVITIES:                                                  (7,470)          (59,931)


CASH FLOWS FROM INVESTING ACTIVITIES:
    (Purchase) disposal of assets                                                                          (83,471)
    Proceeds from sale of assets                                                          19,582
                                                                                  ---------------------------------
             Total cash flows from investing activities                                   19,582           (83,471)

         CASH FLOWS FROM FINANCING ACTIVITIES:
             Sale of common stock                                                                           96,644
             Subscriptions receivable                                                     25,308
             Proceeds from (payments on) lease financing                                 (47,625)           55,679

                                                                                  ---------------------------------
             Total cash flows from financing activities                                  (22,317)          152,323

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

         NET INCREASE IN CASH                                                           ($10,205)           $8,921

         CASH, BEGINNING OF PERIOD                                                        18,903               352
                                                                                  ---------------------------------

         CASH, END OF PERIOD                                                              $8,698            $9,273
                                                                                  =================================
</TABLE>














See accompanying notes to interim condensed financial statements             F-3

<PAGE>

                               ENDO NETWORKS, INC.

                 NOTES TO INTERIM CONDENSED FINANCIAL STATEMENTS
                                 March 31, 2003

Note A - Presentation
---------------------

The  condensed  balance  sheet of the Company as of March 31, 2003,  the related
condensed  statements of operations for the three and six months ended March 31,
2003 and 2002,  and the  statement  of cash flows for the six months ended March
31, 2003 and 2002 included in the  condensed  financial  statements  include all
adjustments (consisting of normal, recurring adjustments) necessary to summarize
fairly the Company's  financial position and results of operations.  The results
of  operations  for the  three  and six  months  ended  March  31,  2003 are not
necessarily  indicative  of the results of  operations  for the full year or any
other interim  period.  The  information  included in this Form 10-QSB should be
read in  conjunction  with  Management's  Discussion  and Analysis and Financial
Statements and notes thereto  included in the Company's  September 30, 2002 Form
10-KSB.













                                                                             F-4
<PAGE>


ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS.

Plan of Operation & Managements  Discussion and Analysis of Financial  Condition
and Results of Operations

INTRODUCTION
The following discussion is the quarterly  management's  discussion and analysis
for the  three  month  period  ending  March  31,  2003.  Endo  Networks,  Inc.,
incorporated  in Nevada and its wholly owned  subsidiary,  Endo Networks,  Inc.,
incorporated in Ontario are  collectively  referred to as "Endo Networks" or the
"Corporation".  In this  discussion,  all amounts are expressed in US funds.  We
wish to  caution  readers  that this  report  includes  certain  forward-looking
information  and statements  within the meaning of US federal  securities  laws.
These forward-looking statements contain information that is generally stated to
be anticipated,  expected or projected by Endo Networks,  and involves known and
unknown  risks,  uncertainties  and other  factors  which  may cause the  actual
results and  performance  of Endo Networks to be materially  different  from any
future  results and  performance  expressed  or implied by such  forward-looking
information.

OVERVIEW
Endo  Networks  effectively  commenced  operations  as an  aggregator  of public
network applications September 30, 2001, making this the Sixth operating quarter
for the  Corporation.  In addition to continually  fine-tuning  its  application
offering and strengthening its operational foundation,  the company continues to
be engaged in  aggressively  securing new paid pilot projects the retail,  event
and food service markets,  primarily in Canada but with limited initiatives into
the  United  States,  as  well  as  expanding  our  existing  deployments.   The
positioning statement of the company has evolved into "Enabling Marketing's Last
Mile",  which refers to Endo's  competencies at enabling  aggregated  marketing,
human  resources and  technology  solutions of both hardware and software at the
point of interaction between employee and customer, i.e. the retail store or the
restaurant.

RECENT EVENT
None.

DEPLOYMENTS

Generally,  the winter is a slower  season for new  deployments,  where we focus
more on managing our existing  deployments  and  refining our  applications  and
solutions. This year is not unusual in this respect. Progress of note includes:

A:  development  of  an  expanded  802.11b  (wi  fi)  capacity  on  our  network
deployments, both portable and permanent

B:  development  of  an  integrated  online,  kiosk  and  handheld  relationship
marketing/loyalty/training/incentive/reward/communications  tool  for  use  with
both customers and employees


                                        5
<PAGE>



C:  securing a new client and  project in the  recreational  products  business,
using our integrated relationship marketing product for salesperson incentive.

D: approval by our client Sheridan  Nurseries of expanding their initial test to
a one-year pilot of a "total solution" in a high-volume location of their chain.

We continued  to manage our  existing  retail  deployments  and field  marketing
deployments with our current customers.

There  have  been  no  deployments  in the  Government  category  this  quarter.
SPONSORSHIPS  Presentations  continue to secure  sponsorships in preparation for
upcoming projects.

PARTNERSHIPS
No new partnerships in this period.

REVENUES
Revenues  have  historically  been low for this  period,  as we prepare  for the
spring  increase in  business.  Revenues  are a mix of hardware  sale,  hardware
rental  and  professional  services.   Professional  services  includes  content
creation,  interactive design (on-premise touchscreens and websites),  marketing
consulting and hardware support service contracts. Hardware rental includes both
hardware rented to clients short-term for use in events and field marketing, and
long-term rental equipment permanently deployed in client retail locations.

Revenues for the three months ended March 31, 2003 were  $187,019  compared with
$53,973 for the same three month period in 2002,  with a gross profit of $73,153
compared  with $53,973 a year earlier.  The decrease in the  percentage of gross
profit to revenue was due to more  service  being  conducted  in the same period
last year when there were more  hardware  deployments  in the three months ended
March 31, 2003. The increase in deployments  should  increase our revenue stream
in future periods.

Revenues for the six months  ended March 31, 2003 were  $298,690  compared  with
$112,423 for the same six month period in 2002,  with a gross profit of $102,219
compared with  $112,423 a year earlier.  The decrease in the actual gross profit
and the  percentage  of gross  profit to revenue was due to more  service  being
conducted in the same period last year when there were more hardware deployments
in the six months  ended March 31,  2003.  The  increase in  deployments  should
increase our revenue stream in future periods.

OPERATING EXPENSE

For the three  months  ended March 31,  2003,  operating  expenses  exclusive of
depreciation and amortization decreased $78,040 to $66,784 from $144,824 for the
same three months in 2002. Again, this was due to less salaries paid for service
work and more hardware deployments. Depreciation and amortization also decreased
from $16,370 to $9,736 for the same three month periods.

                                       6

<PAGE>


For the six  months  ended  March 31,  2003,  operating  expenses  exclusive  of
depreciation  and amortization  decreased  $96,292 to $142,473 from $238,765 for
the same three months in 2002.  Again,  this was due to less  salaries  paid for
service work and more hardware  deployments.  Depreciation and amortization also
decreased from $53,437 to $17,083 for the same six month periods.

Operating expenses include  depreciation and amortization ("d&a") on both rental
equipment and fixed assets,  and current operating  expenses  comprising chiefly
salary, facility rental, interest on leases and professional fees.

The d&a of rental  equipment  will  increase in future  quarters as  deployments
increase,  while the d&a on fixed  equipment  is  expected  to  increase  as the
requirement for additional network monitoring equipment increases.

Significant  investments in growth continue to be made by the Corporation in the
following  areas:  business  development,   application  development,   business
partnership  negotiation and network  management.  Operational  expenses in this
category are expected to remain relatively static for the near future.

Net loss  decreased  from a loss of $107,221 in the three months ended March 31,
2002 to a loss of $3,367 for the same three months in 2003.  Net loss  decreased
from a loss of  $179,779  in the six months  ended  March 31,  2002 to a loss of
$55,337 for the same six months ended March 31, 2003.

RESEARCH AND DEVELOPMENT
As in previous  quarters,  the  Corporation  continues to receive  response from
existing  clients  with  the  potential  to  consume  more of the  Corporation's
products  and  services,  and  potential  new  clients in similar and new market
categories.  In  order to meet  the  demand  for  Endo  Networks'  offering,  it
continues to be necessary to invest  substantially  in research and development.
Clients and  potential  clients have been  involved in meetings and discourse to
determine  software  requirements,  and identify areas for further  development.
Skilled  software  developers  are  involved  in  utilizing  the results of this
research  to for  the  improvement  of  existing  applications  as  well  as the
development of select new applications. New application development is tied to a
set timeline based on expected development resources.

LIQUIDITY & CAPITAL RESOURCES
Based on cash on hand, contracts and accounts receivable,  Endo Networks expects
current  capital  resources to be sufficient to fund existing  operations  going
forward.

OUTLOOK
Endo  Networks  expects  the next  quarter to show the  results of the  business
development  of  this  and  previous  quarters,   with  strong  revenue  growth.
Operational  expenses  (net of product  purchases  for resale)  are  expected to
increase slightly and temporarily due to deployment costs, with future expansion
subsequent to revenue growth. However, there can be no assurance that unforeseen
revenue shortfalls or unanticipated expenses will not occur.  Profitability will
be  determined  by  management's  decision on how much  revenue to  re-invest in
growth.


                                        7

<PAGE>



PRT II.     OTHER INFORMATION


Item  1.     Legal Proceedings.

                  None.

Item  2.     Changes in Securities.

None.

Item  3.     Defaults Upon Senior Securities.

None.

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

None.

Item  5.     Other Information.

                  None.

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

                  None









                                        8

<PAGE>



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

                                                  Endo Networks, Inc.
                                                  ---------------------------
                                                   (Registrant)


                                                  BY:  /s/ Peter B. Day
                                                       ----------------------
                                                           Peter B. Day
                                                  Its: President

DATE:   May 23, 2003
        Mississauga, Ontario,  Canada










                                        9

<PAGE>


                                 CERTIFICATIONS
I, Peter B. Day, certify that:


     1. I have reviewed this quarterly report on Form 10-QSB/A of Endo Networks,
     Inc.

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

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


Date: May 23, 2003

By:   /s/ Peter B. Day
    ----------------------------------------
Name:  Peter B. Day
Title: Chairman, Chief Executive Officer and
       Chief Financial Officer


CERTIFICATION OF CHIEF FINANCIAL OFFICER
PURSUANT TO 18 U.S.C. SECTION 1350

The  undersigned,  Peter B. Day, the Chief  Financial  Officer of Endo Networks,
Inc., a Nevada  Corporation,  (the  "Company),  pursuant to 18 U.S.C.  1350,  as
adopted  pursuant  to  Section  906 of the  Sarbanes-Oxley  Act of 2002,  hereby
certifies that:

     1. the Company's  Quarterly  Report on Form 10-QSB/A for the fiscal quarter
     ended March 31, 2003 (the "Report") fully complies with the requirements of
     Section 13(a) of the Securities Exchange Act of 1934; and

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


                                                     /s/ Peter B. Day
                                                     ---------------------------
                                                         Peter B. Day
                                                         Chief Financial Officer

Dated: May 23, 2003


This certification  accompanies this Report on Form 10-Q pursuant to Section 906
of the  Sarbanes-Oxley  Act of 2002 and shall not, except to the extent required
by the Act, be deemed  filed by the  Company  for  purposes of Section 18 of the
Securities Exchange Act of 1934, as amended.




                                       10