United States
                       Securities and Exchange Commission
                             Washington, D.C.  20549

                                   FORM 10-QSB

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

          For the quarterly period ended September 30, 2002
                                         ------------------


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

     For the transition period from__________ to __________

     Commission file number:     0-49638
                                 -------


                    INTERNATIONAL COMMERCIAL TELEVISION INC.
                    ----------------------------------------
        (Exact name of small business issuer as specified in its charter)

            Nevada                                           76-0621102
--------------------------------                  ------------------------------
State or other jurisdiction                                (IRS Employer
of incorporation or organization                         Identification No.)



         110 S.E. Fourth Avenue, Suite 102, Delray Beach, Florida 33483
         --------------------------------------------------------------
                    (Address of principal executive offices)


                                 (561) 998-5380
                                 --------------
                           (Issuer's telephone number)

         --------------------------------------------------------------
         (Former name or former address, if changed since last report.)

Check  whether  the  issuer  (1)  filed  all  reports  required  to  be filed by
Section13  or  15(d)  of the Exchange Act during the past 12 months (or for such
shorter  period  that the issuer 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:  As of November 13, 2002, the Issuer
had  10,589,188  shares  of common stock, par value $0.001 per share, issued and
outstanding.


Transitional Small Business Disclosure Format (Check one):  Yes [ ]  No [X]


<PAGE>
                                TABLE OF CONTENTS


PART I - FINANCIAL INFORMATION                                              Page
------------------------------                                              ----

ITEM 1.  FINANCIAL STATEMENTS                                                  1

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
         RESULTS OF OPERATIONS                                                19

ITEM 3.  CONTROLS AND PROCEDURES                                              24

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

ITEM 2.   CHANGES IN SECURITIES AND USE OF PROCEEDS                           25

ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K                                    26

SIGNATURES                                                                    27


<PAGE>
                         PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL  STATEMENTS

        Review Report of Independent Certified Public Accountants              2

        Consolidated Balance Sheets as of September 30, 2002
        (unaudited) and December 31, 2001                                      3

        Consolidated Statements of Operations for the three months ended
        September 30, 2002 and 2001 (unaudited) and for the nine months
        ended September 30, 2002 and 2001 (unaudited)                          4

        Consolidated Statements of Shareholders' Equity for the year
        ended December 31, 2001 and for the nine months ended September
        30, 2002 (unaudited)                                                   5

        Consolidated Statements of Cash Flows for the nine months ended
        September 30, 2002 and 2001 (unaudited)                                6

        Notes to the consolidated financial statements                         7


                                      -1-
<PAGE>


                    INTERNATIONAL COMMERCIAL TELEVISION INC.
                                AND SUBSIDIARIES

                        CONSOLIDATED FINANCIAL STATEMENTS
                                      AND
                           ACCOUNTANTS' REVIEW REPORT

                           SEPTEMBER 30, 2002 AND 2001




<PAGE>
REPORT  OF  INDEPENDENT  CERTIFIED  PUBLIC  ACCOUNTANTS

The  Board  of  Directors
International  Commercial  Television  Inc.  and  Subsidiaries
Delray  Beach,  Florida


We  have  reviewed  the accompanying consolidated balance sheet of International
Commercial  Television  Inc.  and Subsidiaries as of September 30, 2002, and the
related  consolidated  statements  of  operations  for the three and nine months
ended  September  30,  2002 and 2001, and the related consolidated statements of
shareholders'  deficit  and  cash  flows for the nine months ended September 30,
2002  and  2001  in  accordance  with Statements on Standards for Accounting and
Review  Services  issued  by  the  American  Institute  of  Certified  Public
Accountants.  All  information  included  in  these  financial statements is the
representation of the management of International Commercial Television Inc. and
Subsidiaries.

A  review  consists principally of inquiries of company personnel and analytical
procedures applied to financial data.  It is substantially less in scope than an
audit in accordance with generally accepted auditing standards, the objective of
which  is  the expression of an opinion regarding the financial statements taken
as  a  whole.  Accordingly,  we  do  not  express  such  an  opinion.

Based  on our review, we are not aware of any material modifications that should
be  made to the accompanying consolidated financial statements in order for them
to  be  in  conformity  with  generally  accepted  accounting  principles.

We  have  previously  audited,  in  accordance  with generally accepted auditing
standards  of the United States of America, the consolidated balance sheet as of
December  31,  2001,  and  the  related  consolidated  statements of operations,
shareholders'  equity  and  cash  flows  for  the year then ended (not presented
herein);  and  in  our  report dated March 25, 2002, we expressed an unqualified
opinion  on  those  consolidated  financial  statements.  In  our  opinion,  the
information  set  forth  in  the  accompanying  consolidated balance sheet as of
December  31,  2001,  is fairly stated, in all material respects, in relation to
the  consolidated  balance  sheet  from  which  it  has  been  derived.



                                 /s/ Moore Stephens Worth Frazer & Torbet, LLP

November  8,  2002
City  of  Industry,  California


<PAGE>
<TABLE>
<CAPTION>
              INTERNATIONAL COMMERCIAL TELEVISION INC. AND SUBSIDIARIES

                             CONSOLIDATED BALANCE SHEETS
                           (See Accountants' Review Report)
                           --------------------------------


                                                           As of           As of
                                                      ---------------  --------------
                                                       September 30,    December 31,
                                                      ---------------  --------------
                                                           2002             2001
                                                      ---------------  --------------
                                                        (unaudited)
                                                        -----------
                                 ASSETS
                                 ------
<S>                                                   <C>              <C>

CURRENT ASSETS:
  Cash                                                $       43,176   $          -
  Related party receivable                                     8,235          21,063
  Inventory, net                                                  50             400
  Prepaid expenses                                            30,700          18,875
  Deferred charges                                                -          124,996
                                                       ---------------  ---------------
    Total current assets                                      82,161         165,334
                                                       ---------------  ---------------

PROPERTY AND EQUIPMENT:
  Furniture and equipment                                    103,112          14,558
  Less accumulated depreciation                               15,847           5,161
                                                       ---------------  ---------------
    Property and equipment, net                               87,265           9,397
                                                       ---------------  ---------------

      Total assets                                    $      169,426   $     174,731
                                                       ===============  ===============

                    LIABILITIES AND SHAREHOLDERS' DEFICIT
                    -------------------------------------
CURRENT LIABILITIES:
  Bank overdraft                                      $           -    $       1,792
  Accounts payable and accrued liabilities                   146,493         106,388
  Advances from shareholder                                  235,574         377,362
                                                       ---------------  ---------------
    Total current liabilities                                382,067         485,542
                                                       ---------------  ---------------

NOTE PAYABLE AND ACCRUED INTEREST TO
  SHAREHOLDER                                                719,200         688,772
                                                       ---------------  ---------------

SHAREHOLDERS' DEFICIT:
  Common stock, $.001 par value, 100,000,000
    shares authorized, 10,589,188 and 10,249,500
    issued and outstanding as of September 30, 2002
    and December 31, 2001, respectively                          490             150
  Additional paid-in capital                                 372,332         (11,873)
  Accumulated deficit                                     (1,052,663)       (707,860)
  Unearned compensation                                     (252,000)       (280,000)
                                                       ---------------  ---------------
    Total shareholders' deficit                             (931,841)       (999,583)
                                                       ---------------  ---------------


      Total liabilities and shareholders' deficit     $      169,426   $     174,731
                                                       ===============  ===============
</TABLE>

The accompanying notes are an integral part of this consolidated statement.


<PAGE>
<TABLE>
<CAPTION>
                       INTERNATIONAL COMMERCIAL TELEVISION INC. AND SUBSIDIARIES

                                 CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (See Accountants' Review Report)
                                   --------------------------------

                                       For the three months ended         For the nine months ended
                                    --------------------------------  --------------------------------
                                     September 30,    September 30,    September 30,    September 30,
                                         2002             2001             2002             2001
                                    ---------------  ---------------  ---------------  ---------------
                                      (unaudited)       (unaudited)     (unaudited)      (unaudited)
                                    ---------------  ---------------  ---------------  ---------------
<S>                                 <C>              <C>              <C>              <C>
NET SALES                           $      245,154   $      412,422   $    1,352,374   $    1,038,341
COST OF SALES                              165,168          247,962          677,057          778,448
                                    ---------------  ---------------  ---------------  ---------------
GROSS PROFIT                                79,986          164,460          675,317          259,893
                                    ---------------  ---------------  ---------------  ---------------

OPERATING EXPENSES:
  Depreciation                               8,855              873           10,686            2,535
  Research and development                  93,659              701          130,321            3,247
  Acquisition costs                              -                -                -           30,008
  General and administrative               201,112          163,588          552,664          307,653
  Selling and marketing                     61,480           38,801          110,987           95,111
  Royalties                                 16,125           12,520          130,212           21,460
  Rent                                       7,486            3,095           28,169            5,372
                                    ---------------  ---------------  ---------------  ---------------
    Total operating expenses               388,717          219,578          963,039          465,386
                                    ---------------  ---------------  ---------------  ---------------

OPERATING INCOME (LOSS)                   (308,731)         (55,118)        (287,722)        (205,493)
                                    ---------------  ---------------  ---------------  ---------------

OTHER EXPENSE:
  Interest expense                           9,143           13,084           26,653           44,019
  Interest expense, shareholder             10,240            9,715           30,428           14,789
                                    ---------------  ---------------  ---------------  ---------------
                                            19,383           22,799           57,081           58,808
                                    ---------------  ---------------  ---------------  ---------------

INCOME (LOSS) BEFORE INCOME TAXES         (328,114)         (77,917)        (344,803)        (264,301)

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

NET INCOME (LOSS)                   $     (328,114)  $      (77,917)  $     (344,803)  $     (264,301)
                                    ===============  ===============  ===============  ===============

BASIC EARNINGS PER SHARE            $        (0.03)  $        (0.01)  $        (0.03)  $        (0.03)
                                    ===============  ===============  ===============  ===============
FULLY DILUTED EARNINGS PER
  SHARE                             $        (0.03)  $        (0.01)  $        (0.03)  $        (0.03)
                                    ===============  ===============  ===============  ===============
</TABLE>


The  accompanying  notes  are  an  integral part of this consolidated statement.


<PAGE>
<TABLE>
<CAPTION>
                          INTERNATIONAL COMMERCIAL TELEVISION INC. AND SUBSIDIARIES

                              CONSOLIDATED STATEMENTS OF SHAREHOLDERS' DEFICIT
                                      (See Accountants' Review Report)
                                      --------------------------------

                                       Common stock,     Additional
                                     $.001 par value       Paid-In     Accumulated     Unearned
                                    Shares      Amount     Capital       Deficit     Compensation    Totals
                                   ----------  -------  ------------  ------------  -------------  ----------
<S>                                <C>         <C>      <C>           <C>           <C>            <C>
Balances, January 1, 2001
   as restated                     10,249,500  $   150  $  (291,873)  $  (355,077)             -   $(646,800)

Net loss                                    -        -            -      (186,384)             -    (186,384)
                                   ----------  -------  ------------  ------------  -------------  ----------


Balances, September 30, 2001,      10,249,500      150     (291,873)     (541,461)             -    (833,184)

Grant of stock options                      -        -      280,000             -       (280,000)          -

Net loss                                    -        -            -      (166,399)             -    (166,399)
                                   ----------  -------  ------------  ------------  -------------  ----------

Balances, December 31, 2001        10,249,500      150      (11,873)     (707,860)      (280,000)   (999,583)

Issuance of common stock              339,688      340      509,201             -              -     509,541

Deferred issuance costs applied             -        -     (124,996)            -              -    (124,996)

Amortization of deferred
   compensation under
   nonqualified stock option plan           -        -            -             -         28,000      28,000

Net loss                                    -        -            -      (344,803)             -    (344,803)
                                   ----------  -------  ------------  ------------  -------------  ----------

Balances, September 30, 2002       10,589,188  $   490  $   372,332   $(1,052,663)  $   (252,000)  $(931,841)
                                   ==========  =======  ============  ============  =============  ==========
</TABLE>

The accompanying notes are an integral part of this consolidated statement.


<PAGE>
<TABLE>
<CAPTION>
                    INTERNATIONAL COMMERCIAL TELEVISION INC. AND SUBSIDIARIES

                              CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (See Accountants' Review Report)
                                 --------------------------------


                                                                    For the nine months ended
                                                                 --------------------------------
                                                                  September 30,    September 30,
                                                                      2002             2001
                                                                 ---------------  ---------------
                                                                   (unaudited)      (unaudited)
                                                                 ---------------  ---------------
<S>                                                              <C>              <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss                                                        $    (344,803)  $     (264,301)
  Adjustments to reconcile net loss to net cash
    used in operating activities:
      Depreciation                                                       10,686            2,535
      Common stock issuance for consulting services                      75,000                -
      Amortization of deferred compensation under nonqualified
        stock option plan                                                28,000
      Decrease in accounts receivable                                    12,828           58,419
      Decrease in inventory                                                 350            9,600
      (Increase) decrease in prepaid expenses                           (11,825)          11,809
      Increase in deferred charges                                            -         (124,996)
      Increase in accounts payable and accrued liabilities               40,106           24,170
      Increase in related party payable                                       -           12,825
      Increase in accrued interest on note payable                       30,428           44,019
                                                                 ---------------  ---------------
        Net cash used in operating activities                          (159,230)        (225,920)
                                                                 ---------------  ---------------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Additions to property and equipment                                    (6,054)          (2,064)
                                                                 ---------------  ---------------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Decrease in bank overdraft                                             (1,792)
  Advances from shareholder                                             116,856          406,286
  Payments to shareholder                                              (258,645)        (216,356)
  Proceeds from issuance of common stock                                352,041
                                                                 ---------------  ---------------
    Net cash provided by financing activities                           208,460          189,930
                                                                 ---------------  ---------------

NET INCREASE IN CASH                                                     43,176          (38,054)

CASH, beginning of period                                                     -           43,128
                                                                 ---------------  ---------------

CASH, end of period                                              $       43,176   $        5,074
                                                                 ===============  ===============

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:

  Interest expense paid                                          $       26,653   $       14,789
                                                                 ===============  ===============

  Income taxes paid                                              $            0   $            0
                                                                 ===============  ===============

  Noncash operating, investing and financing activities:

    Deferred charges representing stock offering costs offset
      against proceeds from issuance of common stock             $      124,996   $            -
                                                                 ===============  ===============

    Issuance of common stock for the addition of furniture and   $       82,500   $            -
                                                                 ===============  ===============
      equipment

    Issuance of common stock for consulting services             $       75,000   $            -
                                                                 ===============  ===============
</TABLE>

The accompanying notes are an integral part of this consolidated statement.


<PAGE>
            INTERNATIONAL COMMERCIAL TELEVISION INC. AND SUBSIDIARIES

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                        (See Accountants' Review Report)
                        --------------------------------

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization
------------

International  Commercial  Television Inc., (the Company or "ICT") was organized
under  the  laws  of  the  state of Nevada on June 25, 1998.  From June 25, 1998
through  March  31, 2000, the Company had limited operations and assets.  During
this period, the Company did not commence planned principal operations or derive
any  revenue  therefrom  and  consequently  was  considered  a development stage
company  as  defined  by  SFAS  No.  7.

On April 1, 2000, the Company entered into a Share and Option Purchase Agreement
with the trustees of The Better Block Trust (BBT), which owned or controlled all
of  the  equity  interest  in  Windowshoppc.com  Limited  (WSL), R.J.M. Ventures
Limited  (RJML)  and  Better  Blocks  International  Limited  (BBIL).  Under the
agreement,  the Company purchased all of the equity interest in WSL and RJML, an
option  to  purchase  all of the equity in BBIL and obtained a license to all of
the  assets owned by BBIL.  The purchase price under the agreement was 8,000,000
shares of the Company's common stock and a $590,723 promissory note.  The option
exercise  price is the issuance of an additional 500,000 shares of the Company's
common  stock.  For  accounting purposes, the acquisition has been treated as an
acquisition  of  ICT  by WSL and RJML and as a recapitalization of WSL and RJML.

Windowshoppc.com Limited was organized under the laws of New Zealand on June 25,
1999  and  has  a  fiscal  year  end  of  March  31.

R.J.M. Ventures Limited was organized under the laws of New Zealand on April 23,
1998  and  has  a  fiscal  year  end  of  March  31.

Nature  of  operations
----------------------

The  Company  sells  various  consumer  products.  The  products  are  primarily
marketed  and  sold  through  infomercials. The products are sold throughout the
United  States and internationally via the infomercials.  Although the companies
are  incorporated  in  Nevada and New Zealand, operations are currently run from
Florida.

Principles  of  consolidation
-----------------------------

The  accompanying consolidated financial statements include 100% of the accounts
of the Company and its wholly-owned subsidiaries, WSL and RJML.  All significant
inter-company  transactions  and  accounts  have  been  eliminated.

Accounting  method
------------------

The  Company's  consolidated financial statements are prepared using the accrual
method  of  accounting.  The  Company  has  elected  a  December  31  year  end.

New  accounting  pronouncements
-------------------------------

The  Company  has  adopted  the  provisions  of  SFAS  No.  133, "Accounting for
Derivative Instruments and Hedging Activities", which establishes accounting and
reporting standards for derivative financial instruments and hedging activities.
The  adoption  of this statement did not have a material impact to the Company's
consolidated  financial  statements.


<PAGE>
            INTERNATIONAL COMMERCIAL TELEVISION INC. AND SUBSIDIARIES

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                        (See Accountants' Review Report)
                        --------------------------------

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

New  accounting  pronouncements  (continued)
--------------------------------------------

The  Company  has  adopted  SAB  No.  101,  "Revenue  Recognition  in  Financial
Statements"  (SAB  101).  SAB 101 establishes accounting and reporting standards
for the recognition of revenue.  It states that revenue generally is realized or
realizable and earned when all of the following criteria are met: (1) persuasive
evidence  of  an  arrangement exists; (2) delivery has occurred or services have
been rendered; (3) the seller's price to the buyer is fixed or determinable; (4)
collectibility  is  reasonably  assured.  The adoption of this statement did not
have  a  material  impact  on  the  Company's consolidated financial statements.

The  Company  adopted  the  provisions  of  FIN  No. 44, "Accounting for Certain
Transactions  Involving Stock Compensation (an interpretation of APB Opinion No.
25)."  FIN  44  clarifies  the  application  of  Opinion No. 25 for only certain
issues.  It  does  not address any issues related to the application of the fair
value  method  in  Statement  No.  123. Among other issues, FIN 44 clarifies the
definition  of  employee  for  purposes of applying Opinion 25, the criteria for
determining  whether  a plan qualifies as a noncompensatory plan, the accounting
consequence  of various modifications to the terms of the previously fixed stock
option  or award, and accounting for an exchange of stock compensation awards in
a business combination. The adoption of this principle had no material effect on
the  Company's  consolidated  financial  statements.

The  Financial  Accounting  Standards  Board  has issued SFAS No. 141, "Business
Combinations," and SFAS No. 142, "Goodwill and Other Intangible Assets."   These
statements  will change the accounting for business combinations and goodwill in
two  significant  ways.  First,  SFAS  141  requires that the purchase method of
accounting  be used for all business combinations initiated after June 30, 2001.
Use  of  the  pooling-of-interests  method will be prohibited.  Second, SFAS 142
changes the accounting for goodwill from an amortization method to an impairment
only  approach.  Thus,  amortization of goodwill, including goodwill recorded in
past  business  combinations,  will cease upon adoption of that statement, which
for companies with calendar year ends, will be January 1, 2002.  The adoption of
this new statement will not have a material impact to the Company's consolidated
financial  statements.

The  Financial  Accounting  Standards Board has issued SFAS No. 144, "Accounting
for the Impairment or Disposal of Long-Lived Assets."  This statement superceded
SFAS No. 121, "Accounting for Impairment of Long-Lived Assets and for Long-Lived
Assets  to  be  Disposed  of."  This  statement removes goodwill from its scope,
(addressed in SFAS No. 142) and addresses long-lived assets to be held and used,
to  be  disposed  of  other  than  by  sale  and to be disposed of by sale.  The
provisions  of  this  statement  are required to be applied starting with fiscal
years  beginning after December 31, 2001.  The Company expects that the adoption
of  this  new  statement  will  not  have  a  material  impact  to the Company's
consolidated  financial  statements.

Revenue  recognition
--------------------

Product  sales  revenue  is  recognized  upon  shipment  of  the  product to the
customer.  The  Company  has a return policy whereby the customer can return any
product  received within 30 days of receipt for a full refund excluding shipping
and  handling.  The  Company  provides  an allowance for returns based upon past
experience.  Revenue  related  to  the sale of third party products is generally
recorded  at gross amounts with a corresponding charge to cost of sales. Certain
third  party  products are sold under a commission basis and only the commission
income  is  recorded  for  these  sales.


<PAGE>
            INTERNATIONAL COMMERCIAL TELEVISION INC. AND SUBSIDIARIES

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                        (See Accountants' Review Report)
                        --------------------------------

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Concentration  of  credit  risk
-------------------------------

Financial instruments, which potentially subject the Company to concentration of
credit  risk,  include cash and trade receivables. The Company maintains cash in
bank  accounts  that,  at  times,  may  exceed  federally insured limits.  As of
September 30, 2002, the Company did not exceed the federally insured limit.  The
Company  has  not experienced any losses in such accounts and believes it is not
exposed  to any significant risks on its cash in bank accounts.  As of September
30,  2002,  all  of  the Company's trade receivables were due from one customer.

Cash  equivalents
-----------------

The  Company  considers  all  unrestricted  highly  liquid  investments  with an
original  maturity  of  three  months  or  less  to  be  cash  equivalents.

Accounts  receivable
--------------------

No  allowance  for  uncollectible  accounts  has  been  provided.  The Company's
management  has  evaluated  the  accounts and believes they are all collectible.

Inventory
---------

Inventory  consists primarily of products held for resale, and are stated at the
lower  of  cost  (first-in,  first-out  method)  or  market.

Property  and  equipment
------------------------

Property and equipment are carried at cost and depreciation is computed over the
estimated  useful  lives  of  the  individual  assets ranging from 3 to 5 years.
Depreciation  is  computed  using  the  straight-line  method.

The  related  cost  and  accumulated depreciation of assets retired or otherwise
disposed  of  are  removed  from  the accounts and the resultant gain or loss is
reflected  in  earnings.  Maintenance  and  repairs are expensed currently while
major  renewals  and  betterments  are  capitalized.

Long-term  assets  of  the  Company  are  reviewed  annually as to whether their
carrying  value  has become impaired. Management considers assets to be impaired
if  the  carrying  value  exceeds  the  future projected cash flows from related
operations.  Management  also  re-evaluates  the  periods  of  amortization  to
determine  whether subsequent events and circumstances warrant revised estimates
of  useful  lives.  As of September 30, 2002, management expects these assets to
be  fully  recoverable.

Depreciation  expense  amounted  to  $8,855  and $873 for the three months ended
September  30,  2002 and 2001, respectively, and $10,686 and $2,535 for the nine
months  ended  September  30,  2002  and  2001,  respectively.

Shipping  and  handling
-----------------------

Shipping  and  handling costs are included in cost of sales.  Amounts paid to us
by  customers  for  shipping  and  handling  charges  are included in net sales.


<PAGE>
            INTERNATIONAL COMMERCIAL TELEVISION INC. AND SUBSIDIARIES

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                        (See Accountants' Review Report)
                        --------------------------------

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Research  and  development
--------------------------

Research  and  development  costs  are  expensed  as  incurred.  Research  and
development  costs  primarily  consist  of  efforts  to discover and develop new
products  and the testing and development of direct-response advertising related
to  these  products.

Advertising  costs
------------------

Advertising  costs  are  expensed  as  incurred and are included in research and
development  expense  and  selling  and  marketing  expense  in the accompanying
consolidated financial statements.  Advertising costs amounted to $6,000 for the
three  months  ended  September  30,  2002 and $15,966 for the nine months ended
September  30,  2002.  The  Company did not incur advertising costs for the nine
months  ended  September  30,  2001.

Income  taxes
-------------

The  Company uses the asset and liability method of accounting for income taxes,
which  requires  the  recognition of deferred tax liabilities and assets for the
expected  future tax consequences of temporary differences between tax bases and
financial  reporting  bases  of  assets  and  liabilities.

Income  tax  benefits have not been recorded during the current period on United
States and New Zealand losses.  These benefits will be recorded when realized or
at  such  time  it  is determined that these benefits are likely to be realized.

Stock  options
--------------

The  Company  applies  APB  Opinion  No.  25,  "Accounting  for  Stock Issued to
Employees,"  and  related  Interpretations  in  accounting  for all stock option
plans.  Under  APB 25, compensation cost is recognized for stock options granted
to  employees  when  the  option is less than the market price of the underlying
common  stock  on  the  date  of  grant.

SFAS  Statement No. 123, "Accounting for Stock-Based Compensation," requires the
Company  to provide proforma information regarding net income and net income per
share  as  if  compensation costs for the Company's stock option plans and other
stock  awards had been determined in accordance with the fair value based method
prescribed  in  SFAS  123.  The  Company  estimates the fair value of each stock
award  at  the  grant  date  by  using  the  Black-Scholes option pricing model.

Use  of  estimates
------------------

The  preparation  of  financial statements in conformity with generally accepted
accounting  principles  of  the  United States of America requires management to
make  estimates  and  assumptions  that  affect  the  amounts  reported  in  the
consolidated  financial  statements and accompanying notes.  Management believes
that  the  estimates utilized in preparing its consolidated financial statements
are  reasonable  and prudent.  Actual results could differ from these estimates.

Interim  financial  information
-------------------------------

In  the  opinion  of management, the unaudited consolidated financial statements
reflect  all  adjustments  (which  include  only  normal  recurring adjustments)
necessary  to  present  fairly  the  financial  position  of  the  Company as of
September  30,  2002,  the results of operations for the periods ended September
30, 2002 and 2001, respectively.  Interim results are not necessarily indicative
of  full  year  performance  because  of  the  impact of seasonal and short-term
variations.


<PAGE>
            INTERNATIONAL COMMERCIAL TELEVISION INC. AND SUBSIDIARIES

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                        (See Accountants' Review Report)
                        --------------------------------

NOTE  2  -  BUSINESS  ACQUISITION

On April 1, 2000, the Company entered into a Share and Option Purchase Agreement
with  the  trustees of BBT, which owned or controlled all of the equity interest
in  WSL,  RJML  and  BBIL. Under the agreement, the Company purchased all of the
equity interest in WSL and RJML, an option to purchase all of the equity in BBIL
and  obtained  a license to all of the assets owned by BBIL.  The purchase price
under  the  agreement  was  8,000,000 shares of the Company's common stock and a
$590,723  promissory  note.  The  option  exercise  price  is the issuance of an
additional  500,000  shares  of the Company's common stock. Upon the exercise of
the  option,  the  assets  acquired  will be recorded at BBIL's historical cost.

The  license to all of the assets owned by BBIL consisted primarily of exclusive
worldwide  rights  to  manufacture,  market,  distribute,  further  develop, and
otherwise  fully  exploit  the  proprietary  rights  owned by BBIL.  The license
rights  have an initial term of 10 years, at the end of the first five years and
at  the  end  of  each  subsequent  year,  BBIL may extend the term by one year.

For  accounting  purposes, the acquisition has been treated as an acquisition of
ICT  by  WSL and RJML and as a recapitalization of WSL and RJML.  As of April 1,
2000  (date  of  acquisition),  WSL,  RJML and BBIL were valued at approximately
$15,000,000  in  an  independent  appraisal performed by Houlihan Lokey Howard &
Zukin  Financial Advisors, Inc.  The Company believes the value of the assets it
acquired  was  $13,900,000, because it currently has only license rights related
to  BBIL,  and  not  ownership  of  BBIL.


NOTE  3  -  DEFERRED  CHARGES

Deferred  charges  consist  of  specific  costs  directly  attributable  to  the
Company's  offering.  These  costs have been charged against the Company's gross
proceeds  from  the  initial  offering.


NOTE  4  -  LICENSE  AND  RECONVEYANCE  AGREEMENTS

Effective  April  1,  2000,  the Company entered into a License and Reconveyance
Agreement  with  WSL and RJML.  These agreements are royalty-free.  WSL and RJML
own or have rights in certain intellectual properties that they do not presently
wish  to  exploit, but which it may wish to exploit in the future.  Accordingly,
WSL  and  RJML  granted  all  production  rights, proprietary rights, inventory,
development  rights,  hard  assets,  licenses  and  any  assets or rights to the
Company.  The  Company  has  the  right  to  further  develop  and  enhance  the
intellectual  properties as the Company sees fit.  At the option of WSL or RJML,
they  can  demand  to  reconvey all grants previously given to the Company.  The
license  agreements  are  in  effect until WSL and RJML exercise their rights to
demand  reconveyance.


NOTE  5  -  FINANCIAL  INSTRUMENTS

Statement  of  Financial  Accounting  Standards No. 107 (SFAS 107), "Disclosures
About Fair Value of Financial Instruments" requires disclosure of the fair value
of  financial  instruments held by the Company.  SFAS 107 defines the fair value
of  financial  instruments  as  the  amount  at  which  the  instrument could be
exchanged  in  a  current  transaction  between  willing parties.  The following
methods  and  assumptions  were  used  to  estimate  fair  value:

The  carrying  amount  of accounts receivable and payable approximate fair value
due  to  their  short-term  nature.  The  carrying  amount  of note payable debt
approximates  fair  value  based  on the borrowing rate of prime rate plus 1.0%.


<PAGE>
            INTERNATIONAL COMMERCIAL TELEVISION INC. AND SUBSIDIARIES

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                        (See Accountants' Review Report)
                        --------------------------------

NOTE  6  -  COMMITMENTS  AND  CONTINGENCIES

Smart  Stacks  and  Derma  Wand
-------------------------------

On  May  18, 1998, RJML entered into a manufacturing, marketing and distribution
agreement  with the inventory of Smart Stacks. Smart Stacks is a set of rotating
and  stacking  storage trays.  Pursuant to the agreement, the inventor grants to
RJML  the  exclusive  right to manufacture, advertise, promote, market, sell and
distribute  Smart  Stacks  worldwide through all means.  In consideration of the
grants  received,  RJML  shall  pay a royalty at a rate between 2.0% and 5.0% of
RJML's  net  sales  depending  on various scenarios as defined in the agreement.
The  initial  term  of  the  agreement is five years starting May 18, 1998.  The
agreement  automatically  and  continually renews for successive additional five
year  terms  unless  RJML  is  in material default and is notified in writing at
least  thirty  days  prior to the end of the then current term that the inventor
intends  to  terminate  the  agreement.

On  July  1,  1998,  RJML entered into a production agreement with The Broadcast
Arts  Group,  Inc.  (BAG) for the creation of infomercials of Smart Stack.  RJML
pays  all  necessary  expenses  for  the  creation of the infomercials and after
completion,  will  retain  all rights, title and interest arising under the U.S.
Copyright  Act,  the U.S. Trademark Act and all other applicable laws, rules and
regulations in and to the entire editorial, visual, audio and graphic content of
the infomercials. In consideration of services rendered by BAG, RJML shall pay a
royalty at a rate between 2.0% and 2.5% of RJML's adjusted gross sales depending
on  various  scenarios  as  defined  in  the  agreement.  This  agreement has an
indefinite  term,  however, it may be terminated upon thirty days written notice
under  certain  conditions  as  defined  in  the  agreement.

On  August  17,  1999,  WSL entered into a production agreement with BAG for the
creation of infomercials of Derma Wand.  WSL pays all necessary expenses for the
creation of the infomercials and after completion, will retain all rights, title
and  interest  arising  under the U.S. Copyright Act, the U.S. Trademark Act and
all other applicable laws, rules and regulations in and to the entire editorial,
visual,  audio  and  graphic  content  of the infomercials.  In consideration of
services  rendered  by  BAG,  WSL  shall pay a royalty at a rate of: (i) 2.0% of
WSL's  adjusted  gross  revenue made in the United States to consumers in direct
response  to  airings  of  the infomercial, (ii) $1.00 for each unit sold in the
United  States  to  consumers  via  all other means, (iii) 5.0% of the wholesale
selling  price  to  televised  home  shopping  retailers as to which BAG renders
coordination  services,  (iv)  2.0%  of the wholesale selling price to televised
home  shopping  retailers as to which BAG does not render coordination services,
and (v) $.75 for each unit sold outside of the United States.   The initial term
of  this  agreement  is  until August 31, 2002.  Upon expiration, this agreement
automatically  and continually renews for successive additional three year terms
unless  either  party  is  in  material  breach  or the other party notifies the
breaching  party  in  writing  at least thirty days prior to the end of the then
current  term.

On  October  15,  1999,  WSL  entered  into  an  endorsement  agreement  with an
individual for her appearance in a Derma Wand infomercial.  Under the agreement,
WSL  paid  a fixed amount for the individual's appearance in the infomercial and
an  airing fee of $6,500 for each calendar quarter during which WSL continues to
air  said infomercial.  On July 11, 2001, the agreement was amended to include a
royalty  payment  of  $.50  for  each  unit sold internationally, with a maximum
royalty  payment  of  $6,500  for  any  one  calendar  quarter.  Further, if the
infomercial  is aired in the United States, then the airing fee will revert back
to  a  flat  $6,500  per calendar quarter.  The initial term of the agreement is
five  years  starting  October  15,  1999.  The  agreement  automatically  and
continually  renews  for successive additional five year terms unless RJML is in
material  default  and  is notified in writing at least thirty days prior to the
end  of  the  then  current  term  that  the individual intends to terminate the
agreement.

The  Company assumed any and all responsibilities associated with the agreements
noted above on April 1, 2000, pursuant to the license and reconveyance agreement
disclosed  in  Note  4.


<PAGE>
            INTERNATIONAL COMMERCIAL TELEVISION INC. AND SUBSIDIARIES

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                        (See Accountants' Review Report)
                        --------------------------------

NOTE  6  -  COMMITMENTS  AND  CONTINGENCIES  (CONTINUED)

Smart  Stacks  and  Derma  Wand  (continued)
--------------------------------------------

On  January  5,  2001,  WSL  entered into a marketing and royalty agreement with
Omega  5.  WSL  shall  have worldwide nonexclusive rights to manufacture, market
and  distribute  Derma  Wand.  In consideration of these rights, WSL shall pay a
royalty  at  a  rate  between  $2.50  and $5.00 for each unit sold of Derma Wand
depending  on  various  scenarios as defined in the agreement.  The agreement is
silent  as  to  its  duration.

Other  products
---------------

On  April  10,  2002,  the Company entered into a production agreement with BAG.
Pursuant  to  the  agreement,  BAG  shall  produce  a direct response television
commercial  in  120-second and 60-second versions for the purpose of advertising
and  marketing  a  product known as Nail Dazzle.  The base production budget for
the  commercials  shall be $23,950.  In consideration for the services received,
the  Company  shall pay a royalty at a rate ranging from 1.0% to 1.5%, depending
on various scenarios, of adjusted gross revenue.  In addition, the Company shall
pay  royalty of $.15 per kit and $.015 per kit for international television kits
sold  and  international  single  color  cylinder kits sold, respectively.  This
agreement  shall  remain in effect unless and until terminated by either parties
in  accordance  with  the  provisions  of  the  agreement.

On  April  16, 2002, the Company entered into an exclusive license and marketing
agreement with Select Home Products (SHP).   SHP has granted the exclusive right
to  market  a  pen-style nail decorating device in the United States of America.
In  consideration for the right received, the Company shall pay SHP a royalty of
$.50  on  a  fully  packed kit of ten units of single color of the device or the
pro-rata equivalent, being a royalty of $.05 per individual unit of color of the
device.  The  initial  term  of  the  agreement is five years starting April 16,
2002.  The  agreement  automatically  and  continually  renews  for  successive
additional  five  year  terms unless the Company is in default.  The Company has
committed  to  purchase  from SHP $100,000 worth of the device by July 31, 2002.
As  of  September  30, 2002, the Company had not purchased $100,000 worth of the
device.  SHP  has  agreed to extend the deadline until such time as the $100,000
commitment  has been met.  In addition, the Company has committed to purchase on
an  annual  basis  beginning  July  31,  2002,  for  five consecutive years, the
following  amounts  of  single  units  of  color  of  the  device:

Year one                  750,000  units
Year two                2,000,000  units
Year three              2,400,000  units
Year four               2,880,000  units
Year five               3,456,000  units

On  June  6,  2002,  the Company entered into an exclusive license and marketing
agreement  with  Land Surfer Scooter Company Ltd. (LSSC).  LSSC has been granted
by  way of a valid agreement by the manufacturer the exclusive right to market a
fold-up  rocker-powered  scooter.  LSSC agrees to allow the Company to order the
scooters  directly  from the manufacturer and the Company agrees to provide LSSC
all  copies of such orders.  In consideration of the grant received, the Company
shall  pay  LSSC  a  royalty at a rate ranging from $1.00 to $2.00 per unit sold
depending on various scenarios.  The initial term of the agreement is five years
starting  June  6,  2002. The agreement automatically and continually renews for
successive  additional  five  years  unless  the  Company  is  in  default.


<PAGE>
            INTERNATIONAL COMMERCIAL TELEVISION INC. AND SUBSIDIARIES

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                        (See Accountants' Review Report)
                        --------------------------------

NOTE  6  -  COMMITMENTS  AND  CONTINGENCIES  (CONTINUED)

Other  products  (continued)
----------------------------

On June 6, 2002, the Company entered into a sales representative agreements with
six  unrelated entities.  Pursuant to the agreements, these entities shall serve
as  the  exclusive  independent  sales  representatives  for the sale of various
products within a specified territory.  In consideration for the services given,
the  Company  shall pay a commission at a rate ranging from 3% to 20% of the net
sales  price.  The  initial  term  of the agreements range from one to two years
starting June 6, 2002.  The agreements shall automatically and continually renew
for successive additional one to two year terms unless either party notifies the
other,  at  least  thirty  days  before  the  end of the then current agreement.

Other  matters
--------------

On August 10, 2001, the Company entered into an agreement with Tel America Media
Incorporated  (TAM),  granting  TAM  the right to exclusively sell Better Blocks
products  by  way  of  direct response television advertising using infomercials
owned  by the Company for the period of September 30, 2001 to December 29, 2001.
Under  the  agreement,  the  Company  will earn a royalty of $1.50 for each 1000
piece  of  Better  Blocks  Kits  sold.

On  August  13,  2001,  the  Company  entered into an agreement with Dimensional
Marketing Concepts, Inc. (DMC), granting DMC to act as the exclusive independent
sales  representative  to  manage  the  promotion, marketing and sale of certain
products,  as  defined  in  the  agreement, into retail channels of trade in the
United States and Puerto Rico.  The former chief executive officer of DMC serves
as  a  director  of the Company and was appointed president on October 18, 2002.
Subsequent  to  period  end,  on October 28, 2002, this contract was terminated.
Under the agreement, the Company will pay DMC a commission at the rate of 15% of
net  sales  for  products sold as defined in the agreement.  The initial term of
the  agreement  is for a period starting August 13, 2001 and ending December 31,
2002.  The  agreement  automatically  and  continually renews for additional and
successive 36 month periods, unless either party notifies the other, at least 30
days before the end of the then current renewal term, of its intent to terminate
the  agreement.

For  the  period  from April 1, 2000 through September 30, 2002, the Company did
not  maintain  product  liability  insurance for all products sold.  For certain
products, the Company is listed as an additional insured party under the product
manufacturers'  insurance  policy.  At  present,  management is not aware of any
claims  against  the  Company  for  any  products  sold.

The  Company  rents a portion of an office under a month to month oral lease for
certain  administrative  duties  for  approximately  $145  per  month.

On September 28, 2002, the Company entered into an operating lease agreement for
office  facilities  from  an unrelated party for approximately $2,100 per month.
The  lease  is scheduled to expire on October 1, 2003. The future minimum rental
commitment  is  $6,300 for the year ending December 31, 2002 and $18,900 for the
year ending December 31, 2003.  The lease entered into in May 2002 was cancelled
during  the  period  when  the  office  facilities  were  sold  by the landlord.


NOTE  7  -  RELATED  PARTY  TRANSACTIONS

The Company has received short-term advances from a shareholder.  These advances
amounted  to  $235,574  and  $377,362  as of September 30, 2002 and December 31,
2001,  respectively.  Interest  rates  charged  during these periods ranged from
5.75%  to  15.5%.



<PAGE>
            INTERNATIONAL COMMERCIAL TELEVISION INC. AND SUBSIDIARIES

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                        (See Accountants' Review Report)
                        --------------------------------

NOTE 7 - RELATED PARTY TRANSACTIONS (CONTINUED)

The  Company has a note payable to a shareholder in the amount of $590,723.  The
note  is unsecured and bears interest at an annual rate of prime rate plus 1.0%.
The  prime rate was 4.75% and 5.00% as September 30, 2002 and December 31, 2001,
respectively.  Interest  is  compounded  monthly, principal and interest are due
November  1,  2004.  Interest  incurred  amounted to $10,240 and $13,084 for the
three  months  ended  September 30, 2002 and 2001, respectively, and $30,428 and
$44,019  for  nine  months  ended  September  30,  2002  and 2001, respectively.

The Company has made sales to an entity controlled by a director and shareholder
of  the  Company.  Sales  to  this  entity  amounted to approximately $7,000 and
$87,000  for  the  three months ended September 30, 2002 and 2001, respectively,
and  $61,000  and $97,000 for the nine months ended September 30, 2002 and 2001,
respectively.

The  Company  has  made  purchases  from  an  entity  with a common director and
shareholder.  There  were  no  purchases  from  this entity for the three months
ended  September 30, 2002.  Purchases from this entity amounted to approximately
$69,000  for the three months ended September 30, 2001, and $56,000 and $350,000
for  the  nine  months  ended  September  30,  2002  and  2001,  respectively.


NOTE  8  -  CAPITAL  STOCK

As  of  December 31, 2000, the authorized capital stock of the Company consisted
of 10,000,000 shares of common stock, $.001 par value.  On January 22, 2001, the
Company's  Board  of Directors recommended a resolution to amend and restate the
Company's  Articles  of Incorporation.  The amended and restated Articles, among
other things, increased the authorized shares of common stock to 100,000,000 and
established 20,000,000 shares of preferred stock having a par value of $.001 per
share.  This  resolution was approved by the consent of shareholders on February
26,  2001  and  filed  with  the  Nevada  Secretary  of  State on March 6, 2001.


NOTE  9  -  CAPITAL  TRANSACTIONS

The  Company  issued  8,000,000 shares of its common stock in the acquisition of
WSL  and  RJML  on  April 1, 2000.  Since the acquisition has been treated as an
acquisition  of  ICT  by WSL and RJML and as a recapitalization of WSL and RJML,
the 8,000,000 shares have been shown as outstanding as of the beginning of 2000.
The  2,100,000  shares  previously  outstanding  for  ICT  have been shown as an
issuance  for  the  net  assets  of  ICT.

Between  the  periods June 1, 2000 to October 15, 2000, the Company engaged in a
private  placement  offering  of  its  common  stock.  On  the completion of the
offering,  the  Company  accepted subscriptions for a total of 149,500 shares of
common  stock  for  a  total  of  $299,000  or  $2.00  per  share.

Between  the  periods  February  12,  2002  to June 21, 2002, the Company issued
234,688  shares  of  its  common  stock  at  $1.50  per  share  for  $352,041.

Between  the  periods  July  1,  2002  and  to the date of these statements, the
Company  issued  105,000  shares  of  its  common  stock  at $1.50 per share for
consulting  services  and  certain  property  and  equipment  totaling $157,500.


NOTE  10  -  BASIC  AND  FULLY  DILUTED  LOSS  PER  SHARE

Statement  of  Financial  Accounting Standards No. 128 (SFAS 128), "Earnings Per
Share"  requires  presentation of basic earnings per share and dilutive earnings
per  share.


<PAGE>
            INTERNATIONAL COMMERCIAL TELEVISION INC. AND SUBSIDIARIES

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                        (See Accountants' Review Report)
                        --------------------------------

NOTE  10  -  BASIC  AND  FULLY  DILUTED  LOSS  PER  SHARE  (CONTINUED)

The  computation  of  basic  earnings per share is computed by dividing earnings
available  to  common shareholders by the weighted average number of outstanding
common shares during the period.  Diluted earnings per share gives the effect to
all  dilutive  potential  common  shares  outstanding  during  the  period.  The
computation  of  diluted earnings per share does not assume conversion, exercise
or  contingent exercise of securities that would have an anti-dilutive effect on
losses.  The  computations  for  basic and fully diluted income (loss) per share
are  as  follows:

<TABLE>
<CAPTION>
<S>                                              <C>                   <C>            <C>
For the three months ended September 30, 2002:           Loss             Shares          Per-share
-----------------------------------------------      (Numerator)       (Denominator)       Amount
                                                 --------------------  -------------  -----------------
Basic and fully diluted loss per share
-----------------------------------------------

Loss available to common shareholders            $          (328,114)     10,555,855  $          (0.03)
                                                 ====================  =============  =================


For the three months ended September 30, 2001:           Loss             Shares          Per-share
-----------------------------------------------      (Numerator)       (Denominator)       Amount
                                                 --------------------  -------------  -----------------

Basic and fully diluted loss per share
-----------------------------------------------

Loss available to common shareholders            $           (77,917)     10,249,500  $          (0.01)
                                                 ====================  =============  =================


For the nine months ended September 30, 2002:             Loss             Shares          Per-share
-----------------------------------------------      (Numerator)       (Denominator)       Amount
                                                 --------------------  -------------  -----------------
Basic and fully diluted loss per share
-----------------------------------------------

Loss available to common shareholders            $          (344,803)     10,450,053  $          (0.03)
                                                 ====================  =============  =================


For the nine months ended September 30, 2001:            Loss             Shares          Per-share
-----------------------------------------------      (Numerator)       (Denominator)       Amount
                                                 --------------------  -------------  -----------------

Basic and fully diluted loss per share
-----------------------------------------------

Loss available to common shareholders            $          (264,301)     10,249,500  $          (0.03)
                                                 ====================  =============  =================
</TABLE>

NOTE  11  -  STOCK  OPTION  PLAN

The Company adopted a stock option plan.  The purpose of this Plan is to provide
additional  incentives  to key employees, officers, directors and consultants of
the  Company  and  its subsidiaries in order to help attract and retain the best
available  personnel for positions of responsibility and otherwise promoting the
success  of  the  business  activities. It is intended that options issued under
this  Plan  constitute  nonqualified  stock  options.

The  Company applies Accounting Principles Board ("APB") Opinion 25, "Accounting
for  Stock  Issued  to Employees," and related Interpretations in accounting for
all  stock  option plans.  Under APB Opinion 25, compensation cost is recognized
for  stock  options  granted to employees when the option price is less than the
market  price  of the underlying common stock on the date of grant.  The Company
applies  FASB Statement 123 "Accounting for Stock-Based Compensation" ("SFAS No.
123")  for  stock  options granted to consultants, which requires the Company to
use  the  fair  value method to determine the costs of the options.  The Company
has  not  issued  any  options  to  consultants  as  of  September  30,  2002


<PAGE>
            INTERNATIONAL COMMERCIAL TELEVISION INC. AND SUBSIDIARIES

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                        (See Accountants' Review Report)
                        --------------------------------

NOTE  11  -  STOCK  OPTION  PLAN  (CONTINUED)

On  September 28, 2001, the Company granted stock options to employees under the
Company's  2001  Stock  Option  Plan.  The  stock  options  granted  amounted to
1,475,000  shares  of  the  Company's  common  stock.  The option exercise price
stated for 1,195,000 of the option shares is $2.00 and for 280,000 of the option
shares  is  $.50  with an exercise option term ranging from 5 to 10 years. These
options will vest 10% every six months beginning June 30, 2002.  The Company has
estimated  the  fair  value  of  its  stock  at $1.50 per share.  This value was
determined based on the price of common stock in the Company's initial offering.
Utilizing  the  stock  options granted with an exercise price of $0.50 and $2.00
per  share  resulted  in an initial unearned compensation of $280,000, which was
recorded  to  stockholders'  equity.  The  unearned  compensation  is charged to
expense  over  the  periods  that  services  are  rendered by the option holders
beginning  June  30,  2002,  as  the  options  vest.

SFAS  No. 123 requires the Company to provide proforma information regarding net
income and net income per share as if compensation costs for the Company's stock
option  plans  and  other  stock  awards  to  employees,  had been determined in
accordance  with  the  fair  value based method prescribed in SFAS No. 123.  The
Company  estimates the fair value of each stock award at the grant date by using
the  Black-Scholes  option  pricing  model  with  the following weighted average
assumptions  used  for  grants, respectively; dividend yield of zero percent for
all  years;  expected volatility of 50.0%; risk-free interest rates of 5.88% and
expected  lives  of 5 years.  The amount of unearned compensation under SFAS No.
123  would  have  been  $1,458,000  at date of grant.  For purposes of pro forma
disclosure,  the  estimated  fair values of the options are amortized to expense
over  the  option's  vesting  periods.  Had  compensation cost for the Company's
stock  options  plan  been  determined  in  accordance  with  SFAS  No. 123, the
Company's  net  income  (loss)  and net income (loss) per share would have been:


                           For the nine         For the three
                           months ended          months ended
                        September 30, 2002    September 30, 2002
                       --------------------  --------------------
Net income (loss):
  As reported          $          (344,803)  $          (328,114)
  Pro forma            $          (462,603)  $          (328,114)
Diluted income (loss)
  per share:
    As reported        $             (0.03)  $             (0.03)
    Pro forma          $             (0.01)  $             (0.03)


NOTE  12  -  INCOME  TAXES

The Company did not provide any current or deferred US federal, state or foreign
tax  provision  or  benefit  for  any  of  the  periods presented because it has
experienced  operating  losses since inception.  The Company has provided a full
valuation  allowance  on  the  net  deferred  tax  asset  because of uncertainty
regarding  its  realizability.  This  asset  primarily consists of net operating
losses  and  amortization.

The  Company  had net operating losses of approximately $1,306,000 related to US
federal,  foreign  and  state  jurisdictions  through  September  30,  2002.
Utilization  of  net  operating  losses,  which begin to expire at various times
starting  in  2021,  may  be  subject  to  certain  limitations.

Deferred  income  taxes  reflect  the  net  tax effects of temporary differences
between  the  carrying amounts of assets and liabilities for financial reporting
purposes  and  the  amounts  used  for  income  tax  purposes.


<PAGE>
            INTERNATIONAL COMMERCIAL TELEVISION INC. AND SUBSIDIARIES

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                        (See Accountants' Review Report)
                        --------------------------------

NOTE  12  -  INCOME  TAXES  (CONTINUED)

Significant components of the Company's deferred tax assets are approximately as
follows:

<TABLE>
<CAPTION>
                                September 30, 2002          December 31, 2001
                             -------------------------  -------------------------
<S>                          <C>                        <C>
Net operating loss           $                250,000   $                183,000
Basis of investments                        2,430,000                  2,431,000
Basis of intangibles                          428,000                    428,000
Accumulated amortization                      (72,000)                   (51,000)
Accumulated depreciation                       12,000                          -
State taxes                                  (124,000)                  (121,000)
                             -------------------------  -------------------------
  Total deferred tax assets                 2,924,000                  2,870,000
Valuation allowance                        (2,924,000)                (2,870,000)
                             -------------------------  -------------------------
  Net deferred tax assets                          -                         -
                             =========================  =========================
</TABLE>

NOTE  13  -  SEGMENT  REPORTING

The  Company  operates  in one industry segment and is engaged in the selling of
various  consumer products primarily through direct marketing infomercials.  The
Company  evaluates performance and allocates resources based on several factors,
of  which the primary financial measure is operating income (loss) by geographic
area.  Operating  expenses  are  primarily  prorated  based  on the relationship
between  domestic  and  international  sales.

Information  with respect to the Company's operating income (loss) by geographic
area  is  as  follows:

<TABLE>
<CAPTION>
                                  For the three months ended                      For the three months ended
                                  --------------------------                      --------------------------
                                      September 30, 2002:                             September 30, 2001:
                                      -------------------                             -------------------
                           Domestic      International       Totals        Domestic      International       Totals
                         -------------  ---------------  --------------  -------------  ---------------  ---------------
<S>                      <C>            <C>              <C>             <C>            <C>              <C>
Net sales                $      7,893   $      237,261   $     245,154   $      1,175   $      411,247   $      412,422
Cost of sales                  11,478          153,690         165,168          3,258          244,704          247,962
                         -------------  ---------------  --------------  -------------  ---------------  ---------------
Gross profit                   (3,585)          83,571          79,986         (2,083)         166,543          164,460
                         -------------  ---------------  --------------  -------------  ---------------  ---------------

Operating expenses:
  Depreciation                      -            8,855           8,855              2              871              873
  Research and
    development                     -           93,659          93,659              -              701              701
  Acquisition costs                 -                -               -              -
  General and
    administrative                  -          201,112         201,112            640          162,948          163,588
  Selling and
    marketing                       -           61,480          61,480            115           38,686           38,801
  Royalties                         -           16,125          16,125             53           12,467           12,520
  Rent                          7,486                -           7,486          3,095                -            3,095
                         -------------  ---------------  --------------  -------------  ---------------  ---------------
Total operating expense         7,486          381,231         388,717          3,905          215,673          219,578
                         -------------  ---------------  --------------  -------------  ---------------  ---------------

Operating loss           $    (11,071)  $     (297,660)  $    (308,731)  $     (5,988)  $      (49,130)  $      (55,118)
                         =============  ===============  ==============  =============  ===============  ===============
</TABLE>


<PAGE>
            INTERNATIONAL COMMERCIAL TELEVISION INC. AND SUBSIDIARIES

                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                        (See Accountants' Review Report)
                        --------------------------------

NOTE  13  -  SEGMENT  REPORTING  (CONTINUED)


<TABLE>
<CAPTION>
                                  For the nine months ended                       For the nine months ended
                                  -------------------------                       -------------------------
                                      September 30, 2002:                             September 30, 2001:
                                      -------------------                             -------------------
                           Domestic      International       Totals        Domestic      International        Totals
                         -------------  ---------------  --------------  -------------  ----------------  --------------
<S>                      <C>            <C>              <C>             <C>            <C>               <C>
Net sales                $      7,893   $    1,344,481   $   1,352,374   $      5,682   $     1,032,659   $   1,038,341
Cost of sales                  11,478          665,579         677,057          4,258           774,190         778,448
                         -------------  ---------------  --------------  -------------  ----------------  --------------
Gross profit                   (3,585)         678,902         675,317          1,424           258,469         259,893
                         -------------  ---------------  --------------  -------------  ----------------  --------------

Operating expenses:
  Depreciation                      -           10,686          10,686             14             2,521           2,535
  Research and
    development                     -          130,321         130,321             18             3,229           3,247
  Acquisition costs                 -                -               -            164            29,844          30,008
  General and
    administrative                  -          552,664         552,664          1,655           305,998         307,653
  Selling and
    marketing                       -          110,987         110,987            520            94,591          95,111
  Royalties                         -          130,212         130,212            117            21,343          21,460
  Rent                         28,169                -          28,169          5,372                 -           5,372
                         -------------  ---------------  --------------  -------------  ----------------  --------------
Total operating expense        28,169          934,870         963,039          7,860           457,526         465,386
                         -------------  ---------------  --------------  -------------  ----------------  --------------

Operating loss           $    (31,754)  $     (255,968)  $    (287,722)  $     (6,436)  $      (199,057)  $    (205,493)
                         =============  ===============  ==============  =============  ================  ==============
</TABLE>


<PAGE>
ITEM 2.  MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
         RESULTS OF OPERATIONS

Except  for  the  historical information presented in this document, the matters
discussed  in this Form 10-QSB, and specifically in the "Management's Discussion
and  Analysis or Plan of Operation", or otherwise incorporated by reference into
this  document  contain "forward looking statements" (as such term is defined in
the  Private Securities Litigation Reform Act of 1995).  These statements can be
identified  by  the  use  of  forward-looking  terminology  such  as "believes",
"expects",  "may", "will", "intends", "should", or "anticipates" or the negative
thereof or other variations thereon or comparable terminology, or by discussions
of strategy that involve risks and uncertainties.  The safe harbor provisions of
Section  21E of the Securities Exchange Act of 1934, as amended, and Section 27A
of  the  Securities Act of 1933, as amended, apply to forward-looking statements
made  by  the  Company.  You  should not place undue reliance on forward-looking
statements.  Forward-looking  statements  involve  risks and uncertainties.  The
actual  results  that  the  Company  achieves  may  differ  materially  from any
forward-looking  statements  due  to  such  risks  and  uncertainties.  These
forward-looking  statements  are  based on current expectations, and the Company
assumes  no  obligation  to  update  this  information.  Readers  are  urged  to
carefully  review  and  consider  the various disclosures made by the Company in
this  report  on  Form  10-QSB and in the Company's other reports filed with the
Securities  and Exchange Commission that attempt to advise interested parties of
the  risks  and  factors  that  may  affect  the  Company's  business.

The  following  discussion and analysis of the Company's financial condition and
results  of  operations  should  be  read  in  conjunction  with  the  Financial
Statements  and accompanying notes and the other financial information appearing
elsewhere  in  this  report.

OVERVIEW

International  Commercial  Television  Inc.  was  incorporated  as  Moran  Dome
Exploration,  Inc. on June 25, 1998.  We had limited operations and assets until
April  2000,  when  we  entered  into  and  closed  a  Share and Option Purchase
Agreement  with  Kelvin  Claney,  Robin Jan Claney and William Ainslie Reece, in
their  capacity  as  trustees  of  The  Better Blocks Trust.  When the share and
option  purchase  agreement  with  The  Better Blocks Trust closed, we began our
operations  as an infomercial company selling products directly to consumers via
long-form  and  short-form  infomercials, both domestically and internationally.
We market products that we own or have the exclusive license to market (which we
refer  to  as  "our  products"  or  "our  own products"), and we also act as the
international  marketing  distributor for products owned by third parties (which
we  refer  to  as  "third-party  products").  As  the  international  marketing
distributor  for  the  third-party  products,  we  take  previously  existing
infomercials  for  third-party  products,  locate  international  infomercial
operators  to  sell  the  products  featured in the infomercials, and we receive
either  a  royalty  or  the  difference  between  the price at which we sell the
product  to  the  international  infomercial  operator and the price at which we
acquire  the  product.

Although  we  currently  sell  products  through  infomercials,  the goal of our
business  plan  is  to  use the brand awareness we create in our infomercials so
that  we  can sell the products featured in our infomercials, along with related
families  of  products, under distinct brand names in traditional retail stores.
Our  goal  is  to have these families of products sold in the traditional retail
environment in shelf-space dedicated to the product category.  We are developing
the  infrastructure  to create these brands of products so that we can implement
our  business  plan.

Fluctuations  in our revenue are driven by changes in our product mix.  Revenues
may  vary  substantially from period to period depending on our product line-up.
A  product  that  generates  revenue in one quarter may not necessarily generate
revenues  in  each quarter of a fiscal year for a variety of reasons, including,
seasonal  factors,  the  product's stage in its life-cycle, the public's general
acceptance  of  the  infomercial  and other outside factors, such as the general
state  of  the  economy.

Just  as  fluctuations in our revenues are driven by changes in our product mix,
our  gross  margins  from period to period depend on our product mix.  Our gross
margins  vary according to whether the products we are selling are primarily our
own  products or third-party products.  As a general rule, the gross margins for
our  own  products are considerably higher based on proportionately smaller cost
of  sales.  For  third-party  products, our general experience is that our gross
margins are lower, because we record as cost of sales the proportionately higher
cost  of  acquiring  the  product  from  the manufacturer.  Within each category
(i.e.,  our  own products versus third-party products), gross margins still tend
to  vary  based  on  factors  such  as  market  price  sensitivity  and  cost of
production.


<PAGE>
Many  of  our  expenses for our own products are incurred up-front.  Some of our
up-front  expenditures  include  infomercial  production  costs and purchases of
media  time.  If  our  infomercials  are successful, these up-front expenditures
produce revenue on the back-end, as consumers purchase the products aired on the
infomercials.  We  do  not incur infomercial production costs and media time for
our  third-party  products,  because  we  merely  act  as  the  distributor  for
pre-produced  infomercials.  It  is  the  responsibility  of  the  international
infomercial  operators  to  whom  we  sell  the third-party products to take the
pre-produced  infomercial,  adapt it to their local standards, and pay for media
time.

RESULTS OF OPERATIONS
---------------------

COMPARISON OF QUARTERLY RESULTS

The  following  discussion  compares  our  results of operations for the quarter
ended  September  30,  2002,  with  the  quarter  ended  September  30,  2001.

Revenues
--------

Our revenues decreased to approximately $245,000 for the quarter ended September
30,  2002, from approximately $412,000 for the quarter ended September 30, 2001.
Since  the  beginning of 2001, we have focused on the international market, with
almost  100%  of our revenue coming from international sales.  The products that
provided most of our revenue in the quarter ended September 30, 2002, were Derma
Wand,  Fight  the  Fat  and our new product SprintRTM.  During the quarter ended
September  30,  2002,  our  SprintRTM  and  Derma  Wand  products  generated
approximately  $60,000  and $36,000 in sales respectively, or roughly a combined
39%  of our total sales for the quarter.  During the quarter ended September 30,
2001,  our own products provided approximately $167,000 in sales, or roughly 40%
of  our  total  sales  for  the quarter.  The products that provided most of our
revenue in the quarter ended September 30, 2001, were Cybersonic, Fight the Fat,
and  our  products  Smart  Stacks  and  Derma  Wand.

Our  focus on international sales since 2001 represented a shift from a focus on
domestic  sales  in  2000.  We ceased selling Derma Wand in the United States in
2001  because  we believed the FDA may classify it as a medical device for which
pre-market  approval is necessary.  We, through our licensor, are in the process
of  filing  a  510(k)  application  with the Food and Drug Administration in the
United States.  We hope to have the 510(k) approval during the second quarter of
2003  and  to  resume  marketing  Derma  Wand in the United States at that time.

We  are  encouraged  by  test  marketing  conducted for our two newest products,
SprintR  and Nail Dazzle .  The SprintR  mechanical scooter is best described as
a  skateboard/scooter/bicycle hybrid.  We have produced a two-minute infomercial
for the SprintR , which combines aspects of two popular activities skateboarding
and  self-propelled  scooters.  This  short form SprintR  infomercial has tested
well  in  the  Scandinavian  markets, for which the Company has recently shipped
orders to its international distributor.  The Nail Dazzle  fingernail decorating
system  has  been  test  marketed  in  the  United  States  using  a  two-minute
infomercial  and  initial  response  to  the  product  has  been  positive.

Gross Margin
------------

Gross margin percentage was approximately 33% in the quarter ended September 30,
2002  versus  approximately  40%  in  the quarter ended September 30, 2001.  The
decrease  in gross margin percentage was primarily due to the fact that although
the  percentage  of  sales  of our own products to total sales was virtually the
same  in  the  comparative  periods the total dollar sales for the quarter ended
September  30,  2002  was  lower,  thereby  reducing  the  overall  gross margin
percentage.  In  the quarter ended September 30, 2002, we received gross profits
of  approximately  $16,000 and $22,000 for our SprintR  and Derma Wand products,
respectively, whereas in the quarter ended September 30, 2001, we received gross
profits  of  approximately  $84,000  for  our  Derma  Wand  product.

Operating Expenses
------------------

Total  operating  expenses  increased  to  approximately $388,000 in the quarter
ended  September  30,  2002,  from  approximately  $219,000 in the quarter ended
September  30,  2001.  Our  general  and  administrative  expenses  increased to


<PAGE>
approximately  $201,000  in  the  quarter  ended  September  30,  2002,  from
approximately  $164,000 in the quarter ended September 30, 2001, due principally
to  the  increase  in costs associated with being a public company.  General and
administrative  expenses  consist  of professional fees, expenses to execute our
business plan, and expenses incurred in day-to-day operations.  Our research and
development  expenses  increased  to  approximately $94,000 in the quarter ended
September 30, 2002, from approximately $1,000 in the quarter ended September 30,
2001,  due  primarily  to  increased  activity  in  identifying new products and
producing  two-minute  infomercials  for the SprintR  and Nail Dazzle  products.

Although  our  public  offering of common stock during the first two quarters of
2002  raised  only  approximately  $352,000  (approximately  16%  of  the shares
registered for sale), we expect our expenses in 2002 to increase materially over
those  for  2001  and 2000.  Our production costs, sales and marketing expenses,
research  and  development expenses and general and administrative expenses will
continue to increase as we implement our business plan and as we produce and air
new  infomercials.  We expect the increase in these up-front expenses ultimately
to  generate  increased  revenues.

Net Loss
--------

We  had  a net loss of approximately $328,000 in the quarter ended September 30,
2002,  compared  to  a  net  loss  of approximately $78,000 in the quarter ended
September  30,  2001  due to the nearly 50% decrease in the dollar amount of our
gross  profit  in  combination  with the 77% increase in operating expenses.  We
believe  the  main factor affecting our future profitability will be our ability
to  maintain  improvements  in  our  revenues  and  our  gross  margin.  We have
encountered  difficulty  financing  production orders to keep up with the demand
for  some  of  our products because our offering was not as successful as we had
hoped.  Although  we  believe  the demand for these products will hold, we could
suffer  losses  if  demand  slackens  once we have financed production orders to
satisfy  perceived demand.  We are also allocating scarce financial resources to
produce  2  long-form  infomercials  and  to  purchase  media  time  for product
launches.  Market  acceptance  of  the  products  we  launch  will  also  be  a
determining  factor  as to whether we will continue to operate at a profit.  The
previous  quarter  has  been  our only quarter of profitability, as this current
quarter  and  all  of  our  prior quarters have resulted in losses.  Although we
believe  the products we launch will succeed in the marketplace and produce good
margins,  there  can  be  no  guarantee  that  they will, or that we will become
profitable.

YEAR-TO-DATE RESULTS

The  following discussion compares our results of operations for the nine months
ended  September  30,  2002,  with  the  nine  months  ended September 30, 2001.

Revenues
--------

Our  revenues increased to approximately $1.35 million for the nine months ended
September  30,  2002,  from  approximately  $1 million for the nine months ended
September  30, 2001.  The products that provided most of our revenue in the nine
months  ended  September  30,  2002,  were  our Derma Wand product and Pack Max,
Cybersonic  and Fight the Fat.  During the nine months ended September 30, 2002,
our product Derma Wand generated approximately $683,000 in sales, or roughly 51%
of  our  total sales for the period.  During the nine months ended September 30,
2001,  our own products provided approximately $333,000 in sales, or roughly 32%
of  our  total  sales  for  the  period.  The products that provided most of our
revenue  in  the  nine  months  ended September 30, 2001, were Cybersonic, Smart
Stacks  and  Fight  the  Fat  and  our  Derma  Wand  product.

Gross Margin
------------

Gross  margin percentage increased to approximately 50% in the nine months ended
September  30,  2002,  from approximately 25% in the nine months ended September
30, 2001.  The increase in gross margin percentage was primarily due to the fact
that  we  received more of our total revenues in the nine months ended September
30, 2002, from sales of our product Derma Wand, whereas in the nine months ended
September  30,  2001,  we  received  the  majority  of our revenue from sales of
third-party  products like Cybersonic and Fight the Fat, where we generally have
a  higher  cost  of  sales  than we do for our own products.  In the nine months
ended  September  30,  2002, we received gross profits of approximately $440,000
for our product Derma Wand, $52,000 for Pack Max, and royalties of approximately
$91,000 and $75,000 for Aussie Nads and Cybersonic, respectively, whereas in the
nine months ended September 30, 2001, we received gross profits of approximately


<PAGE>
$49,000  and $110,000 for our products Smart Stacks and Derma Wand, respectively
and  $50,000  for  Cybersonic.

Operating Expenses
------------------

Total  operating expenses increased to approximately $963,000 in the nine months
ended  September  30, 2002, from approximately $465,000 in the nine months ended
September  30,  2001.  Our  general  and  administrative  expenses  increased to
approximately  $552,000  in  the  nine  months  ended  September  30, 2002, from
approximately  $308,000  in  the  nine  months  ended  September  30,  2001, due
principally  to the increase in costs associated with being a public company and
conducting  a  public  offering  of  our  common  stock.  Our  royalty  expenses
increased to approximately $130,000 in the nine months ended September 30, 2002,
from  approximately  $21,000  in  the  nine months ended September 30, 2001, due
primarily  to  increased  sales  of  Derma  Wand.  Our  research and development
expenses  increased to approximately $130,000 in the nine months ended September
30, 2002, from approximately $3,000 in the nine months ended September 30, 2001,
due  primarily  to  increased activity in identifying new products and producing
two-minute  infomercials  for  the  SprintR  and  Nail  Dazzle  products.

Net Losses
----------

Our  net  loss  increased  to  approximately  $345,000  in the nine months ended
September  30,  2002,  from  approximately  $264,000  in  the  nine months ended
September 30, 2001.  The approximately 160% increase in the dollar amount of our
gross  profit  was offset somewhat by operating expenses that more than doubled.
As  we  discussed  in  the quarterly analysis, there can be no guarantee that we
will  achieve  and  maintain  profitability  on  a  year-to-date  basis.

PLAN OF OPERATION; LIQUIDITY AND CAPITAL RESOURCES
--------------------------------------------------

At  September  30,  2002,  the  Company had approximately $43,000 in the bank in
comparison  to  no  cash  as  at  December  31,  2001.

Net  cash  used  by operating activities was approximately $159,000 for the nine
months  ended  September  30,  2002  compared  to approximately $226,000 used by
operating  activities  for the nine months ended September 30, 2001.  Offsetting
much  of  the  net  loss  for  the  nine months ended September 30, 2002 was the
issuance of common shares for consulting services along with an increase of more
than  $40,000  in  accounts  payable,  approximately $30,000 increase in accrued
interest  on  note  payable and nearly $39,000 in amortization and depreciation.

Cash  provided  by  financing activities for the nine months ended September 30,
2002  was approximately $208,000 compared to approximately $190,000 for the same
period  in  2001.  The  proceeds  from the $1.50 offering was the main source of
cash  and this was offset by a net repayment of $141,789 to a shareholder during
the  nine  months  ended September 30, 2002 as compared to net advances totaling
$189,930 from the same shareholder for the nine months ended September 30, 2001.

Certain furniture and equipment and computer hardware and software was purchased
during  the  period  for  $82,500.  In  consideration, the Company issued 55,000
shares  of  its  common  stock  to  a former director.  In addition, the Company
issued 50,000 shares of its common stock to a non-related party in consideration
for  corporate  finance  work  and  consulting  services.

We have a note payable to The Better Blocks Trust in the amount of approximately
$591,000,  with  interest,  which  is  due  on November 1, 2004.  The note bears
interest  at the prime rate plus 1%.  At September 30, 2002, the total principal
and  accrued  interest  on  the  note  amounted  to  approximately  $719,000.

On  September  28, 2001, we granted 1,475,000 stock options to our directors and
officers,  280,000  with  a  $0.50  exercise  price  and  1,195,000 with a $2.00
exercise  price.  If  the  optionees  exercise  these options over the next five
years  as  they  vest,  we will receive $2,530,000 in capital.  We estimate that
these  option  grants  will  result  in  non-cash  compensation  expense  of
approximately  $280,000  that  we  will  recognize  over  the next five years as
services are rendered by the optionees.  This assumes an estimated fair value of
$1.50  per  share, based on the price of the offering of $1.50 per share at that
time.  The  unearned  compensation  will  be charged to expense over the periods
that services are rendered by the option holders beginning June 30, 2002, as the
options  vest.  We  also  estimate  that  we  will  disclose in the notes to our


<PAGE>
financial  statements pro forma compensation expense of approximately $1,458,000
over  the  next  five  years  in  accordance  with  the  fair value based method
prescribed in SFAS 123.  The notes to our financial statements include pro forma
compensation  expense  of  approximately  $118,000  for  the  nine  months ended
September  30,  2002,  increasing our net loss of approximately $345,000 for the
nine  months  ended  September  30,  2002 to an approximately $463,000 pro forma
loss.  Similarly, our loss per share of $.03 for the nine months ended September
30,  2002  becomes  a  pro  forma  loss  per  share  of  $.01.

Assuming  the  same  levels  of  success  that  our  previous  infomercials have
demonstrated,  we  believe  that  we  will  have sufficient capital resources to
accomplish our business plan for the foreseeable future.  If we encounter either
unexpected  failure  or  unprecedented success with some of our products, we may
need  to  seek  additional  capital  to carry out our business plan.  We have no
binding  commitments  or  arrangements for additional financing, and there is no
assurance that our management will be able to obtain any additional financing on
terms  acceptable  to  us,  if  at  all.


<PAGE>
ITEM  3.     CONTROLS  AND  PROCEDURES

Based  on  the evaluation of the Company's disclosure controls and procedures as
of  a  date  within 90 days of the filing date of this quarterly report, each of
Kelvin  Claney,  the  Chief Executive Officer of the Company, and Patrick Lavin,
the  Chief  Financial  Officer of the Company, have concluded that the Company's
disclosure  controls  and  procedures are effective in ensuring that information
required  to be disclosed by the Company in the reports that it files or submits
under  the  Securities Exchange Act of 1934, as amended, is recorded, processed,
summarized  and  reported  within the time periods and requirements specified by
the  Securities  and  Exchange  Commission's  rules  and  forms.

There were no significant changes in the Company's internal controls or in other
factors that could significantly affect these controls subsequent to the date of
their  evaluation,  including  any corrective actions with regard to significant
deficiencies  and  material  weaknesses.


<PAGE>
                           PART II - OTHER INFORMATION


ITEM 2.   CHANGES IN SECURITIES AND USE OF PROCEEDS

During  July  2002,  the  Company  purchased certain furniture and equipment and
computer  hardware  and  software  from Rich Pitera, a director at the time, for
$82,500.  In  consideration,  the  Company issued 55,000 shares  of  its  common
stock  to  Mr.  Pitera.  The  Company  believes  the  issuance  was  exempt from
registration  under  Rule  506  of  Regulation  D  and/or Section 4(2) under the
Securities  Act.

During  September  2002,  the  Company  issued  50,000  shares  of  its  common
stock  to  a  non-related  party,  in  consideration  for corporate finance work
and consulting services.  This individual is an accredited investor. The Company
believes  the issuance was exempt from registration under Rule 506 of Regulation
D  and/or  Section  4(2)  under  the  Securities  Act.


ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K

(a)  EXHIBITS

None.

(b)  REPORTS ON FORM 8-K

The Company filed a current report on Form 8-K on August 16, 2002, reporting
exhibits under Item 7 and the certification of financial statements by the Chief
Executive Officer and the Chief Financial Officer pursuant to Section 906 of the
Sarbanes-Oxley Act under Item 9.


<PAGE>
                                   SIGNATURES

     In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                            INTERNATIONAL COMMERCIAL TELEVISION INC.


Date: November 13, 2002     By: /s/ Kelvin Claney
                               --------------------------------
                            Name:  Kelvin Claney
                            Title: Chief Executive Officer


Date: November 13, 2002     By: /s/ Patrick Lavin
                               --------------------------------
                            Name:  Patrick Lavin
                            Title: Chief Financial Officer


<PAGE>
                                 CERTIFICATIONS

                    CERTIFICATION OF CHIEF EXECUTIVE OFFICER
            PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I,  Kelvin Claney,  certify  that:

1.  I  have  reviewed  this  quarterly  report  on  Form  10-QSB  of
International
Commercial Television Inc.;

2.  Based  on  my  knowledge,  this quarterly 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;

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  we  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
registrant's board of directors (or persons performing the equivalent function):

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  data and have identified for the registrant's
auditors  any  material  weaknesses  in  internal  controls;  and

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  were significant changes in internal
controls  or  in 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 14, 2002                  /s/  Kelvin Claney
       -----------------------          ----------------------------------------
                                        Kelvin Claney
                                        Chief  Executive  Officer


<PAGE>
                    CERTIFICATION OF CHIEF FINANCIAL OFFICER
            PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

 I,  Patrick Lavin,  certify  that:

1.  I  have  reviewed  this  quarterly  report  on  Form  10-QSB  of
International
Commercial Television Inc.;

2.  Based  on  my  knowledge,  this quarterly 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;

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  we  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
registrant's board of directors (or persons performing the equivalent function):

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  data and have identified for the registrant's
auditors  any  material  weaknesses  in  internal  controls;  and

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  were significant changes in internal
controls  or  in 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 14, 2002                  /s/  Patrick Lavin
       -----------------------          ----------------------------------------
                                        Patrick Lavin
                                        Chief  Financial  Officer


<PAGE>