U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                   FORM 10-QSB
(Mark One)

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

        For the quarterly period ended        September 30, 2003
                                      ----------------------------------------

[ ]     TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

        For the transition period from    July 1     to    September 30, 2003
                                      ---------------  -------------------------

                        Commission File Number: 333-62690

                                 CYBERADS, INC.
        -----------------------------------------------------------------
        (Exact name of Small Business Issuer as specified in its Charter)

            Florida                                      65-1000634
-------------------------------             ------------------------------------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)

            21073 Powerline Road, Suit 57, Boca Raton, Florida 33433
            --------------------------------------------------------
                    (Address of principal executive offices)
                              Phone # (561) 6722193
                                     --------------
                           (Issuer's telephone number)


              (Former Name, former address and former fiscal year,
                         if changed since last Report.)

         Check mark whether the Issuer (1) has filed all reports  required to be
filed by Section 13 or 15 (d) of the Securities  Exchange Act of 1934 during the
past 12 months (or 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
                 -----

                      APPLICABLE ONLY TO CORPORATE ISSUERS

         State the number of shares  outstanding of each of the issuer's classes
of common equity, as of the latest practicable date: 16,049,777 shares of Common
Stock, par value $.0001, as of September 30, 2003.








<PAGE>
                                      INDEX

PART I.  FINANCIAL INFORMATION
         ---------------------

Item 1.  Condensed Financial Statements (unaudited)

         Balance Sheets

         Statements of Operations

         Condensed Statements of Cash Flows

         Notes to Condensed Financial Statements

Item 2.  Management's Discussion and Analysis and Plan of Operations


PART II. OTHER INFORMATION
         -----------------

Item 1.  Legal Proceedings

Item 2.  Changes in Securities and Use of Proceeds

Item 3.  Defaults Upon Senior Securities

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

Item 5.  Other Information

Item 6.  Exhibits and Reports on Form 8-K



























                                       2
<PAGE>
PART I.  FINANCIAL INFORMATION
         ---------------------

ITEM 1.  FINANCIAL STATEMENTS










                         CYBERADS, INC. AND SUBSIDIARIES
                             CONDENSED CONSOLIDATED
                              FINANCIAL STATEMENTS
                               AS OF JUNE 30, 2003









































                                       3
<PAGE>
                         CYBERADS, INC. AND SUBSIDIARIES
                              FINANCIAL STATEMENTS
                                     CONTENT
                                     -------

PAGE 2          CONDENSED CONSOLIDATED BALANCE SHEET AS OF SEPTEMBER 30, 2003
                (UNAUDITED)

PAGE 3          CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS FOR
                THE THREE AND SIX MONTHS ENDED SEPTEMBER 30, 2003, AND 2002
                (UNAUDITED)

PAGE 4          CONDESED CONSOLIDATED STATEMENTS OF CASH FLOW FOR THE
                SIX MONTHS ENDED SEPTEMBER 30, 2003 AND 2002 (UNAUDITED)













































                                        4
<PAGE>
                         CYBERADS, INC. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEET
<TABLE>
<CAPTION>
                                     ASSETS
                                     ------
                                                                                 As at               As at
   CURRENT ASSETS                                                              30-Sep-03          31-Dec-02
                                                                            ----------------- -----------------
<S>                                                                                  <C>          <C>
    Cash                                                                             103,978               -
    Net Accounts Receivable                                                                       1,073,760.00
    Inventory                                                                                       156,234.00
    Other Current Assets
                                                                            -----------------------------------
       Total Current Assets                                                          103,978         1,229,994
                                                                            -----------------------------------

    PROPERTY AND EQUIPMENT - NET                                                      14,171           210,659
                                                                            -----------------------------------
    OTHER ASSETS
    Deposits                                                                           6,725            77,251
    Other Assets                                                                       2,379            24,785
    Goodwill                                                                                            75,000
                                                                            -----------------------------------
       Total Other Assets                                                              9,104           177,036
                                                                            -----------------------------------

    TOTAL ASSETS                                                                     127,253         1,617,689
                                                                            ===================================

                     LIABILITIES AND STOCKHOLDERS EQUITY
                     -----------------------------------

    CURRENT LIABILITIES
    Cash Overdraft                                                                                     112,649
    Accounts Payable                                                                 734,704         1,783,712
    Advance- Related  Parties                                                      1,528,508         1,247,408
    Accounts Payable- Related  Parties                                               106,202           831,625
    Accrued Expenses                                                                 583,791           655,612
    Deferred Commission payables                                                     206,660               -
    Factor Payable - net                                                           1,060,085           613,423
    Notes Payable                                                                     72,000               -
    Loan Payable - Convertible Debentures                                             60,000            60,000
                                                                            -----------------------------------
       Total Current Liabilities                                                   4,351,950         5,304,429

   STOCKHOLDER'S DEFICIENCY
   Convertible Preferred Stock, $.001 par value, 5,000,000 shares authorized
   none issued and outstanding
   Common Stock, $.001 par value, 50,000,000 shares authorized, 17,049,777               -
   shares issued and outstanding                                                      17,050            14,775
   Additional Paid In Capital                                                     13,857,415        13,818,415
   Accumulated Deficit                                                           (18,099,161)      (17,512,914)
                                                                            -----------------------------------
      Total Stockholder's Deficiency                                              (4,224,697)       (3,679,725)
                                                                            -----------------------------------
   Deferred Financing Costs                                                                             (7,015)
   TOTAL LIABILITIES AND STOCKHOLDER'S DEFICIENCY                                    127,253         1,617,689
                                                                            ===================================
</TABLE>
                                        5
<PAGE>
                         CYBERADS, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                    For the three     For the three
                                                                     month ended       months ended
                                                                    Sept. 30, 2003    Sept. 30, 2002
                                                                   ----------------------------------
<S>                                                                        <C>             <C>
   NET REVENUES                                                            320,700         1,817,718

   COST OF REVENUES                                                          1,302           952,172
                                                                   ----------------------------------

   GROSS PROFIT                                                            319,398           865,546
                                                                   ----------------------------------


   OPERATING EXPENSES
   Selling & Advertising                                                   285,690           314,335
   Payroll Expenses                                                        147,762           819,646
   General and Administrative                                              229,329           424,728
                                                                   ----------------------------------
      Total Expenses                                                       662,782         1,558,709
                                                                   ----------------------------------


   GAIN (LOSS) FROM OPERATIONS                                            (343,384)         (693,163)


   OTHER INCOME (EXPENSES)
   Gain on theft of assets                                                                    12,027
   Common Stock Expense                                                    (41,274)
   Interest Expense                                                       (101,279)         (142,299)
   Loss on Reduction of Inventory                                          (18,027)
   Loss on Idle Equipment                                                 (138,648)
   Loss on write-off chargeback                                           (142,817)
   Loss on prepaid write-off                                               (20,057)
   Interest Income                                                              27
                                                                   ----------------------------------
      Total Other Expenses                                                (462,075)         (130,272)

   NET GAIN (LOSS)                                                        (805,459)         (823,435)
                                                                   ==================================
   NET GAIN (LOSS) PER COMMON SHARE EQUIVALENT - BASIC AND DILUTED          (0.050)           (0.057)
</TABLE>










                                        6
<PAGE>
                         CYBERADS, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

                                   (UNAUDITED)



                                                For the nine      For the nine
                                                 month ended       month ended
                                               Sept. 30, 2003    Sept. 30, 2002
                                              ----------------------------------

   NET REVENUES                                  3,897,574.45         6,058,247

   COST OF REVENUES                                987,918.26         2,834,279
                                              ----------------------------------

   GROSS PROFIT                                     2,909,656         3,223,968
                                              ----------------------------------


   OPERATING EXPENSES
   Selling & Advertising                            1,348,577         1,813,856
   Payroll Expenses                                   752,711         1,982,960
   General and Administrative                       1,209,866         1,726,860
                                              ----------------------------------
      Total Expenses                                3,311,154         5,523,676
                                              ----------------------------------


   GAIN (LOSS) FROM OPERATIONS                       (401,498)       (2,299,708)


   OTHER INCOME (EXPENSES)
   Gain on theft of assets                            (41,274)           12,027
   Common Stock Expense
   Interest Expense                                  (130,536)         (263,441)
   Loss on Reduction of Inventory                     (18,027)
   Loss on Idle Equipment                            (190,961)
   Loss on chargeback write-off                      (147,917)
   Loss on prepaid write-off                          (20,057)
   Other Income                                         2,878             1,203
   Interest Income                                        121
                                              ----------------------------------
      Total Other Expenses                           (545,773)         (250,211)

   NET GAIN (LOSS)                                   (947,271)       (2,549,919)
                                              ==================================
   NET GAIN (LOSS) PER COMMON SHARE
   EQUIVALENT - BASIC AND DILUTED                      (0.066)           (0.178)









                                    7 (cont.)
<PAGE>
                         CYBERADS, INC. AND SUBSIDIARIES
                  CONDENSED CONSOLIDATED STATEMENT OF CASH FLOW
      FOR THE NINE MONTHS ENDING SEPTEMBER 30, 2003 AND SEPTEMBER 30, 2002

                                   (UNAUDITED)
<TABLE>
<CAPTION>

                                                               For the nine       For the nine
                                                              months ending      months ending
                                                               Sep 30 2003        Sep 30 2002
                                                             ----------------------------------
<S>                                                                   <C>           <C>
CASH FLOW FROM OPERATING ACTIVITIES
Net Gain (Loss)                                                       (947,272)     (2,549,919)
Provision for doubtful accounts                                                        172,310
Depreciation                                                                            29,712
Impairment Fix Assets                                                  190,961             -
Common Stock Expense                                                    41,275
Loss on write off of prepaids                                          361,463
Amortization of deferred Consulting Fees                                               150,000
Amortization of deferred Interest                                        7,015           7,945
Stock and options issued for service                                                   142,298
Gain on theft of assets                                                                 (1,203)
(Increase) decrease in:
Accounts Receivable                                                  1,073,760         603,571
Prepaids                                                                22,406             -
Inventory                                                              156,234         241,982
Deposits                                                                70,526         (51,818)
Goodwill
Fixed Assets
Other Assets
Increase (decrease) in:
Cash Overdraft                                                        (112,649)
Accounts Payable                                                    (1,043,920)      1,350,720
Advanced Related parties                                               281,100         (90,000)
Accounts Payable related parties                                      (725,423)
Accrued Expenses                                                       (71,821)
Advanced Commission Payable                                            206,660
Other Current Liabilities- Ken Loans                                    72,000         257,078
Factor Payable Net                                                     446,662
                                                             ----------------------------------
   Net Cash Used in Operating Activities                                28,978         262,676

CASH FLOW FROM INVESTING ACTIVITIES
Good faith deposit on future acquisitions                                              (75,000)
Purchases of property and equipment                                                   (301,473)
                                                             ----------------------------------
   Net Cash Used in Investing Activities                                   -          (376,473)

CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from issuance of Common Stock, net of offering costs                           55,000
Proceeds from issuance of convertible debentures                                        60,000
Proceeds from issuance of long term debt                                                22,368
Advances from third parties- Inphonic                                                        -
Repayments to third parties, net                                                       (76,034)
Goodwill                                                                75,000        (455,271)
Net Advancement from Related Parties                                                   135,527
Advances from factor, net                                                              332,239
                                                             ----------------------------------
   Net Cash Provided by Financing Activities                            75,000          73,829
                                                             ----------------------------------

NET INCREASE IN CASH                                                   103,978         (39,968)

CASH- BEGINNING OF PERIOD                                                               39,968
                                                             ----------------------------------

CASH- END OF PERIOD                                                    103,978               -
                                                             ==================================
</TABLE>
                                        8
<PAGE>
ITEM 2.  MANAGEMENT DISCUSSION AND ANALYSIS

GENERAL

         Management's  discussion and analysis  contains various forward looking
statements  within the meaning of the Securities and Exchange Act of 1934. These
statements  consist of any statement  other than a recitation of historical fact
and can be identified by the use of forward looking  terminology  such as "may,"
"expect,"  "anticipate,"  "estimates"  or "continue" or use of negative or other
variations  of  comparable  terminology.  We caution that these  statements  are
further qualified by important factors that could cause actual results to differ
materially from those contained in our forward  looking  statements,  that these
forward looking  statements are necessarily  speculative,  and there are certain
risks and  uncertainties  that could  cause  actual  events or results to differ
materially from those referred to in our forward looking statements.

OVERVIEW

         CyberAds, Inc. began operations in the fourth quarter of 2000 and began
generating revenues in December 2000. Through our wholly-owned  subsidiary,  IDS
Cellular,  Inc.,  we  generate  revenues  by  marketing  cell phone  services to
potential  consumers we are introduced to through our internet affiliate program
and other third party telemarketing services.

         Commencing in the fourth  quarter 2001, we began  operating as a direct
reseller  of  cellular  phone  service.  This  new  operation  provides  us with
increased revenues as well as a requirement to provide cellular  telephones with
each sale and maintaining an inventory of cellular telephones.


RESULTS OF OPERATIONS

         Net revenues were  $320,700 for the three months  ending  September 30,
2003,  and  $1,817,718  for the three months  ending  September  30,  2002.  The
$1,497,018 decrease in revenues in the three months ending September 30, 2003 as
compared to September  30, 2002  primarily  reflects  the change in  operations.
Since  March,  2003 our main source of revenue is from direct  commissions  from
InPhonic, eliminating almost completely the Cost of Goods Sold. As a result, our
Gross profit is approximately 100% gross sales. In addition,  we adjust revenues
during the third quarter, 2003 to adhere to the service cancellation policies.


         As a result of the change in operations  since March 2003, our costs of
goods sold were  significantly  reduced by $950,870.  Given the Third quarter of
the  current  year  revenues  adjustment,  the gross  profit for this period was
319,398.  Although $546,148 lower than the same period on the previous year, the
current  gross period is 99.59% of  revenues,  as compared to 47.62% last year's
third quarter.

         Total operating expenses for the three months ending September 30, 2003
were $662,782 as compared to $1,558,709  three months ended  September 30, 2002.
Selling and advertising expenses for the three-month period ending September 30,
2003 decreased by $28,645,  as compared to $314,335 for the same period in 2002.
Payroll  expense for the three month period ending  September 30, 2003 decreased
by $671,884 o 28.58% of sales as compared to $819,646 or 45,09% of sales for the
same  period  in  2002.  The  decrease  is due  to a  significant  reduction  of
personnel.

                                       9
<PAGE>
         General and  administrative  expenses for the three-month period ending
September  30,  2003 were  reduced by about  half;  $195,399  during the current
period  compared  to $424,728  in  September  30,  2002.  This change  follows a
significant reduction in variable costs driven by reduction in personnel.

         Our Loss from  operations  for the three months  ending  September  30,
2003, decreased by $349,779. Loss from operation from the Third Quarter 2003 was
$343,384, as compared to 693,163 for the same quarter of 2002.

         We wrote off $18,027 in obsolete  inventory.  Since our March change in
operations we no longer carry inventory.

         We converted the  Inphonic's  revenue  during the Third Quarter 2003 to
accrual  accounting,  and therefore  added an amount of $147,917 of charge backs
and created an allowance for future charge-backs in the amount of $361,473.

LIQUIDITY AND CAPITAL RESOURCES

         As  of  September  30,  2003  Cyberads  Inc  and  Subsidiaries  had  an
accumulated deficit of $18,460,  187 and cash in the bank of $103,978.  We had a
working  capital  deficit in September 30, 2003 of  $4,609,435.  The deficit was
funded  during the  three-month  period to September  30, 2003 by advances  from
third parties.



































                                       10
<PAGE>
PART II. OTHER INFORMATION
         -----------------

ITEM 1.  LEGAL PROCEEDINGS

         None.

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

         On January 5, 2002, we issued 50,000 shares of common stock and options
to purchase  50,000  shares of our common  stock  exercisable  at $1.00 to Atlas
Pearlman,  P.A. as consideration for legal services provided to our company. The
securities were issued under an exemption from registration  pursuant to Section
4(2) of the Securities Act. The securities  issued contain a legend  restricting
their  transferability  absent  registration  or an available  exemption.  Atlas
Pearlman,  P.A.  had  access  to  information  about  our  company  and  had the
opportunity to ask questions about our company.

         During the three months ended March 31, 2002, we issued an aggregate of
124,000 shares of common stock for an aggregate amount of $90,400.  These shares
were  issued to two option  holders  pursuant to the  exercise  of options  with
exercise  prices  ranging  from $.60 to $1.00.  The shares were issued  under an
exemption from registration  pursuant to Section 4(2) of the Securities Act. The
shares  issued  contain  a  legend  restricting  their  transferability   absent
registration  or an  available  exemption.  The  option  holders  had  access to
information about our company and had the opportunity to ask questions about our
company.

         On January 6, 2002,  we entered  into a business  consulting  agreement
with Gene Foland,  under which Mr. Foland will provide our company with business
consulting services. Mr. Foland received options to purchase 1,300,000 shares of
our common stock  exercisable at $1.00 per share in exchange for these services.
The options are  exercisable  for a six- month period  commencing on the date of
the  agreement.  The options were issued under an  exemption  from  registration
pursuant to Section 4(2) of the  Securities  Act. The options  issued  contain a
legend  restricting  their  transferability  absent  registration  or  available
exemption.  Mr. Foland had access to  information  about our company and had the
opportunity to ask questions about our company.

         On January 6, 2002,  we entered  into a product  and sales  development
consulting  agreement with James L. Ricketts,  under which Mr. Ricketts received
options to purchase 200,000 shares of our common stock  exercisable at $1.00 per
share and options to purchase  1,100,000 shares of our common stock  exercisable
at $2.00 per share in exchange for these  services.  The options are exercisable
for a six-month period commencing on the date of the agreement. The options were
issued  under an  exemption  from  registration  pursuant to Section 4(2) of the
Securities  Act.  The  options  issued  contain  a  legend   restricting   their
transferability  absent  registration or available  exemption.  Mr. Ricketts had
access to information about our company and had the opportunity to ask questions
about our company.

         On January 6, 2002,  we entered  into a product  and sales  development
consulting  agreement  with James L.  Copley,  under which Mr.  Copley  received
options to purchase 300,000 shares of our common stock  exercisable at $2.00 per
share in  exchange  for  these  services.  The  options  are  exercisable  for a
six-month  period  commencing  on the date of the  agreement.  The options  were
issued  under an  exemption  from  registration  pursuant to Section 4(2) of the
Securities  Act.  The  options  issued  contain  a  legend   restricting   their
transferability  absent  registration  or available  exemption.  Mr.  Copley had
access to information about our company and had the opportunity to ask questions
about our company.
                                       11
<PAGE>
         On January  7,  2002,  we issued an option to  purchase  50,000  shares
exercisable at $1.00 per share to our controller.  Our controller received these
options for services performed.  The options were issued under an exemption from
registration  pursuant to Section 4(2) of the Securities Act. The options issued
contain  a legend  restricting  their  transferability  absent  registration  or
available exemption.  Our controller had access to information about our company
and had the opportunity to ask questions about our company.

         On January 8, 2002,  we issued  options to  purchase  an  aggregate  of
125,000 shares of our common stock exercisable at $1.00 per share to our current
officers  and  directors.  The  options  were  issued  under an  exemption  from
registration  pursuant to Section 4(2) of the Securities Act. The options issued
contain  a legend  restricting  their  transferability  absent  registration  or
available exemption.

         On January 8, 2002, we issued an option to purchase 5,000,000 shares of
our common  stock  exercisable  at $1.00 per share to  Lawrence  Levinson.  This
option was issued in  consideration  for the advances that Mr.  Levinson and his
affiliates  have made to our company and personal  guarantees  Mr.  Levinson has
made in favor of our company.  The options  were issued under an exemption  from
registration  pursuant to section 4(2) of the Securities Act. The options issued
contain a legend restricting their transferability.

         On January 21, 2002, we issued  625,000  shares of series A convertible
preferred stock to Lawrence Levinson as consideration for a $625,000  promissory
note made by Mr. Levinson in favor of our company.  The note is repayable in ten
years.  Interest for the term of the note is payable annually on the anniversary
date  of the  note at an  annual  rate of  4.5%.  Each  share  of the  series  A
convertible  preferred stock is convertible  into one share of our common stock.
These  shares were  issued  under an  exemption  from  registration  pursuant to
Section  4(2)  of the  Securities  Act.  The  shares  issued  contain  a  legend
restricting their transferability absent registration or available exemption.

         On January 21, 2002, we filed a certificate of designation  designating
625,000  of our  5,000,000  shares of  preferred  stock as series A  convertible
preferred stock. The 625,000 shares of series A convertible preferred stock have
a stated value of $1.00 per share. The shares were issued to our chief executive
officer.  The  preferred  stock  has  the  following  rights,   preferences  and
privileges:

         CONVERSION.  Each  share of  series A  convertible  preferred  stock is
convertible into one share of our common stock, at the option of the holder. The
conversion  rate is subject to adjustment upon the occurrence of certain events,
including the issuance of our stock as a dividend or  distribution on our common
stock.

         REDEMPTION.  The shares are redeemable at our sole option for $1.00 per
share.

         VOTING. Each share of preferred stock is entitled to eight votes.

         PREFERENCE ON LIQUIDATION.  Series A convertible  preferred shares will
be entitled to a preference on liquidation.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

         None.

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

         None.
                                       12
<PAGE>
ITEM 5.  OTHER INFORMATION

         On April 1, 2002,  we entered into a three-year  lease  agreement  with
6001, LLC for new office space to consolidate  all of our operating  facilities.
Monthly rental under this  agreement is $16,667,  $18,333 and $20,000 during the
first, second and third year, respectively.

         On April 10, 2002, we issued options to purchase an aggregate of 50,000
shares of our common stock to an employee of the Company for services performed.
The options  expire  five years from the date of  issuance  and have an exercise
price of $1.00.

         On April 17, 2002, we  experienced  a theft of all our phone  inventory
and some computer  equipment at our new  facilities.  We estimate the loss to be
approximately  $100,000 and anticipate to recuperate  materially all of the loss
through insurance.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

         (a) Exhibits required by Item 601 of Regulation S-B

         Exhibit No.    Description of Document
         2.2            Stock Purchase Agreement with IDS Cellular and its
                        shareholders(1)
         3.1(a)         Articles of Incorporation(1)
         3.1(b)         Articles of Amendment(1)
         3.1(c)         Designation of Series A Convertible Preferred Stock(2)
         3.2            Bylaws(1)
         4.0            Form of Stock Certificate(1)
         4.2            Loan Agreement with Levinson(1)
         4.3            Promissory Note issued by Levinson in favor of CyberAds,
                        dated January 21, 2002(3)
         10.1           Employment/Consulting Agreement with Levinson(1)
         10.2           Agreements with American Cellular, Inc. and GT Global
                        Communications, Inc.(1)
         10.3           Agreement with Triton PCS(1)
         10.4           Agreement with Regal Marketing International(1)
         10.6           Agreement with Beck Management, Inc.(1)
         10.7           Consulting Agreement with Gene Foland(2)
         10.8           Consulting Agreement with James L. Ricketts(2)
         10.9           Consulting Agreement with James L. Copley(2)
         10.10          Sales Agency Agreement with MCI WorldCom Wireless(2)
         21.0           Subsidiaries of Registrant(1)

         (1)            Previously filed in Registration Statement on Form SB-2,
                        File No. 333-62690.
         (2)            Previously filed in Registration Statement on Form SB-2,
                        File No. 333-82104.
         (3)            Previously  filed in the Annual  Report on Form 10-KSB
                        for the year ended  December 31, 2001.

         (b) Reports on Form 8-K

         On January 29, 2002, we filed a current  report on Form 8-K  disclosing
that on January 22, 2002 we issued 625,000 shares of series A preferred stock to
Lawrence  Levinson,  our CEO, in consideration  for advances in the aggregate of
approximately  $350,000 that Mr.  Levinson and his  affiliates  have made to our
company and a personal  guarantee  that Mr.  Levinson  has made on behalf of our
company.

                                       13
<PAGE>
         On February 6, 2002, we filed an amended  current  report on Form 8-K/A
to disclose the  designation,  rights and  preferences of the series A preferred
stock that we issued to Lawrence  Levinson on January  22,  2002.  Each share of
series A preferred  stock is  convertible  into one share of our common stock at
the option of the holder. In addition,  the series A preferred shares have super
voting rights.


                                   SIGNATURES


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

                                          CYBERADS, INC.


DATED: November 14, 2003                  By:/s/ LAWRENCE LEVINSON
                                             -----------------------------------
                                          Lawrence Levinson, Chairman and
                                          Chief Executive Officer

DATED: November 13, 2003                  By:/s/ ROBERT B. KLINE
                                             -----------------------------------

                                          Robert B. Kline, Principal Accounting
                                          Officer and Director





























                                       14
<PAGE>
FORM 10-QSB CERTIFICATION

         I, Lawrence Levinson, certify that:

         1. I have  reviewed this  quarterly  report on Form 10-QSB of September
         30, 2003.

         2. Based on my knowledge,  this  quarterly  report does not contain any
         untrue  statement  of  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;

         3. Based on my knowledge, the financial statements, and other financial
         information  included in this quarterly  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;

         4. The registrant's other certifying officers and I are responsible for
         establishing  and maintaining  disclosure  controls and procedures ( as
         defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and
         have:

              a) designed such disclosure controls and procedures to ensure that
              material  information  relating to the  registrant,  including its
              consolidated  subsidiaries,  is made known to us by others  within
              those  entities,  particularly  during  the  period in which  this
              quarterly report is being prepared;

              b) evaluated  the  effectiveness  of the  registrant's  disclosure
              controls and  procedures  as of a date within 90 days prior to the
              filing date of this quarterly report (the "Evaluation Date); and

              c) presented in this quarterly  report our  conclusions  about the
              effectiveness  of the disclosure  controls and procedures based on
              our evaluation as of the Evaluation Date;

         5. The  registrant's  other  certifying  officers and I have disclosed,
         based on our most recent evaluation,  to the registrant's  auditors and
         the audit committee of the registrant's  board of directors ( or person
         performing the equivalent functions):

              a) all  significant  deficiencies  in the design or  operation  of
              internal  controls which could adversely  affect the  registrant's
              ability to record,  process,  summarize and report  financial date
              and have  identified  for the  registrant's  auditors any material
              weaknesses in internal controls; and











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<PAGE>
              b) any fraud, whether or not material, that involves management or
              other  employees who have a significant  role in the  registrant's
              internal controls; and

         6. The registrant's  other certifying  officers and I have indicated in
         this quarterly  report whether or not there are significant  changes in
         internal  controls or other  factors  that could  significantly  affect
         internal controls subsequent to the date of our most recent evaluation,
         including   any   corrective   actions   with  regard  to   significant
         deficiencies and material weaknesses.

         Date:  November 12, 2003



         By: /s/ LAWRENCE LEVINSON
            -----------------------
         Lawrence Levinson, Chjief Executive Officer



                 STATEMENT OF CHIEF EXECUTIVE OFFICER REGARDING
            FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS


I, Lawrence Levinson, state and certify as follows:

         The financial  statements  filed with the report on Form 10-QSB for the
period ended  September 30, 2003 fully comply with the  requirements of Sections
13(a) and 15(d) of the Securities  Exchange Act of 1934 and that the information
contained in said periodic report fairly presents, in all material respects, the
financial condition and results of operations of Cyberads, Inc.

         This   Statement   is   submitted   pursuant  to  Section  906  of  the
Sarbanes-Oxley Act of 2002.


Date:  November 12, 2003



By: /s/ LAWRENCE LEVINSON
   ------------------------
Lawrence Levinson,
Chief Executive Officer














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