UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 10-QSB

[X]   Quarterly Report pursuant to Section 13 or 15(d) of the Securities
      Exchange Act of 1934

For the quarterly period ended JUNE 30, 2003

[ ]   Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act
      of 1934

      For the transition period from         to
                                     --------   --------

      Commission File Number 0-26535

                            VIAVID BROADCASTING, INC.

        (Exact name of Small Business Issuer as specified in its charter)


NEVADA                                                       98-020-6168
------------------------------                               -----------
(State or other jurisdiction of                              (IRS Employer
incorporation )                                              Identification No.)

STE 290 -145 CHADWICK CRT, N. VANCOUVER,
----------------------------------------
BRITISH COLUMBIA                                             V7M 3K1
----------------------------------------                     -------
(Address of principal executive offices)                     (Zip Code)

Issuer's telephone number, including area code               604-988-7667
                                                             ------------

Indicate by a check mark whether the issuer (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 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 [ X ] Yes [ ] No

Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act). Yes |_| No |X|

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


                                     Outstanding as of
                Class                July 31, 2003
                ------------         -------------
                Common Stock         12,023,000 shares


                                       1

<PAGE>

                          PART 1 FINANCIAL INFORMATION

ITEM 1.           FINANCIAL STATEMENTS

GENERAL

The Company's unaudited financial statements for the three months ending June
30, 2003 are included with this Form 10-QSB. The unaudited financial statements
for the three months ending June 30, 2003 include:

     (a)   Consolidated Balance Sheets as of June 30, 2003 ("unaudited") and
           March 31, 2003 ("audited");

     (b)   Consolidated Statements of Operations - Three months ended June 30,
           2003 and three months ended June 30, 2002;

     (c)   Consolidated Statement of Stockholders' Equity for the period ending
           June 30, 2003;

     (d)   Consolidated Statements of Cash Flows - Three months ended June 30,
           2003 and three months ended June 30, 2002;

     (e)   Notes to Consolidated Financial Statements.

The unaudited financial statements have been prepared in accordance with the
instructions to Form 10-QSB and, therefore, do not include all information and
footnotes necessary for a complete presentation of the financial position,
results of operations, cash flows, and stockholders' equity in conformity with
generally accepted accounting principles. In the opinion of management, all
adjustments considered necessary for a fair presentation of the results of
operations and financial position have been included and all such adjustments
are of a normal recurring nature. Operating results for the three months ended
June 30, 2003 are not necessarily indicative of the results that can be expected
for the year ending March 31, 2004.


                                       2
<PAGE>

                            VIAVID BROADCASTING INC.

                        CONSOLIDATED FINANCIAL STATEMENTS
                      (EXPRESSED IN UNITED STATES DOLLARS)
                                   (Unaudited)

                                  JUNE 30, 2003


                                       3
<PAGE>

VIAVID BROADCASTING INC.
CONSOLIDATED BALANCE SHEETS
(Expressed in United States Dollars)
(unaudited)

<TABLE>
<CAPTION>
=============================================================================================================================
                                                                             Three Months     Year Ended
                                                                            Ended June 30,     March 31,
                                                                                 2003            2003
-----------------------------------------------------------------------------------------------------------------------------

<S>                                                                          <C>            <C>
ASSETS

CURRENT
    Cash and cash equivalents                                                $     7,265    $     1,820
    Accounts receivable                                                          116,967        114,459
                                                                             -----------    -----------
    Total current assets                                                         124,232        116,279

PROPERTY AND EQUIPMENT  (Note 4)                                                  80,949         85,289
                                                                             -----------    -----------
TOTAL ASSETS                                                                 $   205,181    $   201,568
=======================================================================================================



LIABILITIES AND STOCKHOLDERS' DEFICIENCY

CURRENT
    Accounts payable and accrued liabilities                                 $   153,142    $   176,357
    Due to related parties (Note 5)                                              212,015        139,542
                                                                             -----------    -----------
    Total current liabilities                                                    365,157        315,899

CONVERTIBLE PROMISSORY NOTES (Note 6)                                            150,000        150,000
                                                                             -----------    -----------
Total liabilities                                                                515,157        465,899
                                                                             -----------    -----------
STOCKHOLDERS' DEFICIENCY
    Capital stock (Note 7)
       Authorized
             25,000,000 common shares with a par value of $0.001 per share
       Issued
             12,423,000 common shares (12,423,000 at March 31, 2003)              12,423         12,423
    Additional paid-in capital                                                 2,940,718      2,940,718
    Deficit                                                                   (3,229,380)    (3,203,341)
     Accumulated other comprehensive loss                                        (33,737)       (14,131)
                                                                             -----------    -----------
    Total stockholders' deficiency                                              (309,976)      (264,331)
                                                                             -----------    -----------
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIENCY                               $   205,181    $   201,568
========================================================================================================

NATURE OF OPERATIONS (Note 1)

</TABLE>

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


                                       4
<PAGE>

VIAVID BROADCASTING INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Expressed in United States Dollars)
(Unaudited)
================================================================================
                                         Three months ended     Three months
                                              June 30,         ended June 30,
                                                2003                2002
--------------------------------------------------------------------------------

REVENUE
    Broadcast and web income               $    161,754      $    107,744
                                           ------------      ------------

EXPENSES
    Amortization                                  6,054             8,488
    Bad debts                                        --             2,986
    Conference calls                             74,563            60,296
    Consulting                                   64,358            57,918
    Foreign exchange                                 --             3,322
    Interest                                      1,125                --
    Office and miscellaneous                     23,104            27,086
    Professional fees                             4,871            15,089
    Rent                                          1,430            10,275
    Salaries and benefits                        11,705            18,573
    Stock based compensation                         --            37,535
    Travel and promotion                            625             1,388
                                           ------------      ------------
                                                187,835           242,956
                                           ------------      ------------
LOSS BEFORE OTHER ITEM                          (26,081)         (135,212)

OTHER ITEM
    Interest income                                  42                24
                                           ------------      ------------
LOSS FOR THE PERIOD                        $    (26,039)     $   (135,188)
================================================================================

BASIC AND DILUTED LOSS PER COMMON  SHARE   $      (0.00)     $      (0.01)
================================================================================

WEIGHTED AVERAGE NUMBER OF SHARES
    OF COMMON STOCK OUTSTANDING              12,423,000        12,023,000
================================================================================


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


                                       5
<PAGE>


VIAVID BROADCASTING INC.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIENCY
(Expressed in United States Dollars)
(Unaudited)

<TABLE>
<CAPTION>
===================================================================================================================================
                                        Common Stock
                                  -------------------------                                             Accumulated
                                                             Additional  Subscriptions                        other
                                       Number                   Paid-in       Received                Comprehensive
                                    Of Shares      Amount      Capital     in Advance        Deficit           Loss     Total
----------------------------------------------------------------------------------------------------------------------------------
<S>                                 <C>        <C>         <C>            <C>            <C>            <C>          <C>
BALANCE AT JUNE 30, 2001            8,113,000  $    8,113  $ 2,143,074    $   106,000    $(2,095,175)   $      --    $   162,012

    Subscriptions received in
       advance                             --          --           --       (106,000)            --           --       (106,000)
    Shares issued for cash          1,290,000       1,290      256,710             --             --           --        258,000
    Finders' fee on private
       placement                           --          --      (15,825)            --             --           --        (15,825)
    Shares issued for consulting
       fees                           200,000         200        9,800             --             --           --         10,000
    Shares issued for consulting
       fees                           350,000         350       34,650             --             --           --         35,000
    Shares issued for cash            500,000         500       24,500             --             --           --         25,000
    Shares issued for exercise of
       warrants                       550,000         550      109,450             --             --           --        110,000
    Shares issued for exercise of
       warrants                       500,000         500       24,500             --             --           --         25,000
    Shares issued for exercise of
       stock options                  170,000         170       33,830             --             --           --         34,000
    Shares issued for consulting
       fees                           100,000         100        4,900             --             --           --          5,000
    Shares issued for consulting
       fees                           250,000         250       12,250             --             --           --         12,500
    Shares issued for cash            250,000         250       12,250             --             --           --         12,500
    Finders' fee                           --          --      (15,243)            --             --           --        (15,243)
    Stock-based compensation
       for options issued to
       consultants                         --          --      181,755             --             --           --        181,755
    Issuance of convertible
       promissory notes                    --          --       37,500             --             --           --         37,500
    Return to treasury               (250,000)       (250)     (24,750)            --             --           --        (25,000)
    Loss for the year                      --          --           --             --       (764,696)          --       (764,696)
                                  -----------  ----------  -----------    -----------    -----------    ---------    -----------
BALANCE AT MARCH 31, 2002          12,023,000      12,023    2,829,351             --     (2,859,871)          --        (18,497)

     Loss for the period                                                                    (135,188)          --       (135,188)
     Stock-based Compensation              --          --       37,535             --             --           --         37,535
                                  -----------  ----------  -----------    -----------    -----------    ---------    -----------
BALANCE AT JUNE 30, 2002           12,023,000      12,023    2,866,886             --     (2,995,059)          --       (116,150)

    Shares issued for consulting
       fees                           200,000         200       13,800             --             --           --         14,000
    Shares issued for cash            200,000         200        9,800             --             --           --         10,000
    Loss for the year                      --          --           --             --       (208,282)          --       (343,470)
    Foreign currency translation           --          --           --             --             --      (14,131)       (14,131)
    Stock-based compensation               --          --       50,232             --             --           --         87,767
                                  -----------  ----------  -----------    -----------    -----------    ---------    -----------
 BALANCE AT MARCH 31, 2003         12,423,000      12,423    2,940,718             --     (3,203,341)     (14,131)      (264,331)

    Loss for the three months
        ended June 30, 2003                --          --           --             --        (26,039)          --        (26,039)
    Foreign currency translation           --          --           --             --             --      (19,606)       (19,606)
                                  -----------  ----------  -----------    -----------    -----------    ---------    -----------

BALANCE AT JUNE 30, 2003           12,423,000  $   12,423  $ 2,940,718    $        --    $(3,229,380)   $ (33,737)   $  (309,976)
==================================================================================================================================
</TABLE>

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


                                       6
<PAGE>


VIAVID BROADCASTING INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Expressed in United States Dollars)
(Unaudited)

<TABLE>
<CAPTION>
=======================================================================================================
                                                               Three months ended   Three months ended
                                                                    June 30,             June 30,
                                                                      2003                 2002
-------------------------------------------------------------------------------------------------------
<S>                                                                 <C>                <C>
CASH FLOWS FROM OPERATING ACTIVITIES
    Loss for the period                                             $ (26,039)         $(135,188)
    Items not affecting cash:
       Amortization                                                     6,054              8,488
       Stock based compensation                                            --             37,535
       Foreign exchange loss                                          (19,606)                --

    Changes in non-cash working capital items:
       (Increase) decrease in accounts receivable                      (2,508)            25,279
       (Decrease) Increase in accounts payable and accrued
           liabilities                                                (23,215)            35,142
                                                                    ---------          ---------
    Net cash used in operating activities                             (65,314)           (28,744)
                                                                    ---------          ---------
CASH FLOWS FROM INVESTING ACTIVITIES
    Acquisition of property and equipment                              (1,714)            (2,640)
                                                                    ---------          ---------
    Net cash provided by (used in) investing activities                (1,714)            (2,640)
                                                                    ---------          ---------
CASH FLOWS FROM FINANCING ACTIVITIES
    Loans from related parties                                         72,473             32,216
                                                                    ---------          ---------
    Net cash provided by financing activities                          72,473             32,216
                                                                    ---------          ---------
CHANGE IN CASH AND CASH EQUIVALENTS FOR THE PERIOD                      5,445                832

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                          1,820             10,616
                                                                    ---------          ---------
CASH AND CASH EQUIVALENTS, END OF PERIOD                            $   7,265          $  11,448
==================================================================================================

SUPPLEMENTAL DISCLOSURE WITH RESPECT TO CASH FLOWS (Note 10)
</TABLE>


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


                                       7
<PAGE>


VIAVID BROADCASTING INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 2003
(Expressed in United States Dollars)
(Unaudited)
================================================================================

1.       NATURE OF OPERATIONS

         ViaVid Broadcasting Inc., a Nevada corporation, was incorporated on
         January 20, 1999. On January 27, 1999, the Company completed the
         acquisition of ViaVid Broadcasting Corp. ("VBC"), a related Canadian
         company operating in Vancouver, British Columbia, Canada. VBC was
         incorporated under the laws of British Columbia on July 26, 1994. The
         Company is engaged in providing webcasting, teleconferencing and
         transcription services to corporate clients throughout North America.
         The Company was in the development stage to March 31, 2002 and
         subsequently, the Company is an operating company.

2.       GOING CONCERN

         As at June 30, 2003, the Company has an accumulated deficit of
         $3,229,380 and a working capital deficiency of $240,925. The Company's
         ability to continue as a going concern is dependent on continued
         financial support in the form of loans from its shareholders and other
         related parties, the ability of the Company to raise equity financing,
         and the attainment of profitable operations. Based upon recent changes
         made by management to reduce expenses, management is of the opinion
         that cash flow from operations will provide sufficient working capital
         to meet the Company's liabilities as they become due. The Company may,
         as and when opportunities arise, seek to raise additional equity from
         the sale of shares of common stock.

         These consolidated financial statements have been prepared on a going
         concern basis, which assumes the realization of assets and liquidation
         of liabilities in the normal course of business. They do not include
         any adjustments to the recoverability and classification of recorded
         asset amounts and liabilities that might be necessary should the
         Company be unable to continue as a going concern.

3.       SIGNIFICANT ACCOUNTING POLICIES

         ESTIMATES

         In preparing these consolidated financial statements in conformity with
         United States generally accepted accounting principles, management was
         required to make estimates and assumptions that affect the reported
         amounts of assets and liabilities and disclosure of contingent assets
         and liabilities as of the date of the balance sheet and revenues and
         expenses for the year. Actual results in future periods could be
         different from these estimates made in the current year.


                                       8
<PAGE>


VIAVID BROADCASTING INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 2003
(Expressed in United States Dollars)
(Unaudited)
================================================================================

3.       SIGNIFICANT ACCOUNTING POLICIES (cont'd...)

         PRINCIPLES OF CONSOLIDATION

         These consolidated financial statements include the accounts of the
         Company and its wholly-owned subsidiary, VBC. All significant
         inter-company balances and transactions have been eliminated.

         CASH AND CASH EQUIVALENTS

         The Company considers all highly liquid investments with a maturity of
         three months or less when purchased to be cash equivalents.

         PROPERTY AND EQUIPMENT

         Capital assets are recorded at cost and are amortized over their useful
         lives using the declining balance method at the following rates:

             Computer equipment                                   30%
             Office furniture                                     20%
             Telephone and video equipment                        20%


         LOSS PER SHARE

         Basic loss per share is computed by dividing income available to common
         shareholders by the weighted average number of common shares
         outstanding in the year. Diluted loss per share takes into
         consideration common shares outstanding (computed under basic earnings
         per share) and potentially dilutive common shares. The weighted average
         number of shares outstanding at June 30, 2003, 12,423,000 (2002 -
         12,023,000) do not include the 1,112,000 (2002 - 1,112,000) warrants
         outstanding and the 460,000 (2002 - 892,000) stock options as their
         effect would be anti-dilutive.

         ADVERTISING AND PROMOTION EXPENSES

         Advertising and promotion expenses are charged to operations in the
         period incurred.

         INCOME TAXES

         Income taxes are provided in accordance with SFAS No 109, "Accounting
         for Income Taxes". A deferred tax asset or liability is recorded for
         all temporary differences between financial and tax reporting and net
         operating loss carryforwards. Deferred tax expenses (benefit) results
         from the net change during the year of deferred tax assets and
         liabilities.

         Deferred tax assets are reduced by a valuation allowance when, in the
         opinion of management, it is more likely than not that some portion or
         all of the deferred tax assets will not be realized. Deferred tax
         assets and liabilities are adjusted for the effects of changes in tax
         laws and rates on the date of enactment.


                                       9
<PAGE>


VIAVID BROADCASTING INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 2003
(Expressed in United States Dollars)
(Unaudited)
================================================================================

3.       SIGNIFICANT ACCOUNTING POLICIES (cont'd...)

         STOCK-BASED COMPENSATION

         As permitted by SFAS No. 148 "Accounting for Stock-based Compensation",
         the Company continued to account for stock-based compensation using
         Accounting Principles Board Opinion No. 25 "Accounting for Stock Issued
         to Employees" and has adopted the disclosure only provisions of SFAS
         123. Accordingly, compensation cost for stock options is measured as
         the excess, if any, of the quoted market price of the Company's stock
         at the date of the grant over the amount an employee is required to pay
         for the stock.

         The Company accounts for stock-based compensation issued to
         non-employees and consultants in accordance with the provisions of SFAS
         123 and the Emerging Issues Task Force consensus in Issue No. 96-18
         ("EITF 96-18"), "Accounting for Equity Instruments that are Issued to
         Other Than Employees for Acquiring or in Conjunction with Selling,
         Goods or Services".

         FINANCIAL INSTRUMENTS

         The Company's financial instruments consist of accounts receivable,
         accounts payable and accrued liabilities, due to related parties and
         convertible promissory notes. Unless otherwise noted, it is
         management's opinion that the Company is not exposed to significant
         interest, currency or credit risks arising from these financial
         instruments. The fair value of these financial instruments approximate
         their carrying values, unless otherwise noted.

         REVENUE RECOGNITION

         Revenue is recognized once the audio conference, webcast, transcription
         or presentation has been completed and invoiced and collection of the
         amounts is reasonably assured.

         FOREIGN CURRENCY TRANSLATION

         In accordance with the Statement of Financial Accounting Standards
         (SFAS) No. 52, "Foreign Currency Translation," the financial statements
         of the Company's Canadian subsidiary are translated into U.S. dollars
         as follows: assets and liabilities at year-end exchange rates; income,
         expenses and cash flows at average exchange rates; and stockholders'
         equity at historical exchange rates. The resulting translation
         adjustment is recorded as a component of accumulated other
         comprehensive loss in the accompanying Consolidated Balance Sheets.

         SEGMENTED INFORMATION

         In June 1997, the Financial Accounting Standards Board ("FASB") issued
         SFAS No. 131, "Disclosures About Segments of an Enterprise and Related
         Information." SFAS No. 131 establishes standards for the manner in
         which public companies report information about operating segments in
         annual and interim financial statements. The statement is effective for
         fiscal years beginning after December 15, 1997. The Company does not
         have any reporting requirements as defined by SFAS No. 131.


                                       10
<PAGE>


VIAVID BROADCASTING INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 2003
(Expressed in United States Dollars)
(Unaudited)
================================================================================

3.       SIGNIFICANT ACCOUNTING POLICIES (cont'd...)

         NEW ACCOUNTING PRONOUNCEMENTS

         In June 2001, the FASB approved the issuance of SFAS No. 142, "Goodwill
         and Other Intangible Assets". SFAS 142 requires that goodwill no longer
         be amortized to earnings, but instead be reviewed for impairment. The
         statement is effective for fiscal years beginning after December 15,
         2001, and is required to be applied at the beginning of an entity's
         fiscal year and to be applied to all goodwill and other intangible
         assets recognized in its financial statements at that date. Impairment
         losses for goodwill and indefinite-lived intangible assets that arise
         due to the initial application of this statement (resulting from a
         transitional impairment test) are to be reported as resulting from a
         change in accounting principle. Under an exception to the date at which
         this statement becomes effective, goodwill and intangible assets
         acquired after June 30, 2001, will be subject immediately to the
         non-amortization and amortization provisions of this statement.

         In July 2001, FASB issued SFAS No. 143 "Accounting for Asset Retirement
         Obligations" that records the fair value of the liability for closure
         and removal costs associated with the legal obligations upon retirement
         or removal of any tangible long-lived assets. The initial recognition
         of the liability will be capitalized as part of the asset cost and
         depreciated over its estimated useful life. SFAS 143 is required to be
         adopted effective January 1, 2003.

         In October 2001, FASB issued SFAS No. 144, "Accounting for the
         Impairment on Disposal of Long-lived Assets", which supersedes SFAS No.
         121, "Accounting for the Impairment of Long-lived Assets and for
         Long-lived Assets to be Disposed of". SFAS 144 requires that long-lived
         assets that are to be disposed of by sale be measured at the lower of
         book value or fair value less cost to sell. Additionally, SFAS 144
         expands the scope of discontinued operations to include all components
         of an entity with operations that (1) can be distinguished from the
         rest of the entity and (2) will be eliminated from the ongoing
         operations of the entity in a disposal transaction. SFAS 144 is
         effective for financial statements issued for fiscal years beginning
         after December 15, 2001, and, generally, its provisions are to be
         applied prospectively.

         In April 2002, FASB issued Statements of Financial Accounting No. 145,
         "Rescission of FASB Statements No. 4, 44 and 64, Amendment of FASB
         Statement No. 13 and Technical Corrections" ("SFAS 145"). SFAS 145
         eliminates the requirement that gains and losses from the
         extinguishment of debt be aggregated and , if material, classified as
         an extraordinary item, net of the related income tax effect and
         eliminates an inconsistency between the accounting for sale-leaseback
         transactions and certain lease modifications that have economic effects
         that are similar to sale-leaseback transactions. Generally SFAS 145 is
         effective for transactions occurring after May 15, 2002.

         In June 2002, FASB issued Statements of Financial Accounting Standards
         No. 146, "Accounting for Costs Associated with Exit or Disposal
         Activities" ("SFAS 146") that nullifies Emerging Issues Task Force No.
         94-3, "Liability Recognition for Certain Employee Termination Benefits
         and Other Costs to Exit an Activity (Including Certain Costs Incurred
         in a Restructuring)" ("EITF 94-3"). SFAS 146 requires that a liability
         for a cost associated with an exit or disposal activity be recognized
         when the liability is incurred, whereby EITF 94-3 had recognized the
         liability at the commitment date to an exit plan. The provisions of
         this statement are effective for exit or disposal activities that are
         initiated after December 31, 2002 with earlier application encouraged.

         In October 2002, FASB issued Statements of Financial Accounting
         Standards No. 147, "Accounting of Certain Financial Institutions - an
         amendment of FASB Statements No. 72 and 44 and FASB Interpretation No.
         9" ("SFAS 147"). SFAS 147 requires the application of the purchase
         method of accounting to all acquisitions of financial institutions,
         except transactions between two or more mutual enterprises. SFAS 147 is
         effective for acquisitions for which the date of acquisition is on or
         after October 1, 2002.


                                       11
<PAGE>


VIAVID BROADCASTING INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 2003
(Expressed in United States Dollars)
Unaudited)
================================================================================

3.       SIGNIFICANT ACCOUNTING POLICIES (cont'd...)

         NEW ACCOUNTING PRONOUNCEMENTS (CONT'D...)

         In December 2002, FASB issued Statements of Financial Accounting
         Standards No. 148, "Accounting for Stock-Based Compensation -
         Transition and Disclosure - an amendment of FASB Statement No. 123"
         ("SFAS 148"). SFAS 148 amends FASB Statement No. 123 to provide
         alternative methods of transition for a voluntary change to the fair
         value based method of accounting for stock-based employee compensation.
         In addition, SFAS 148 amends the disclosure requirements of FASB
         Statement No. 123 to require prominent disclosures in both annual and
         interim financial statements about the method of accounting for
         stock-based employee compensation and the effect of the method used on
         reported results. SFAS 148 is effective for fiscal years beginning
         after December 15, 2002.

         In April 2003, the FASB issued SFAS No. 149 "Amendment of Statement 133
         on Derivative Instruments and Hedging Activities" ("SFAS 149"). This
         statement amends SFAS 133 by requiring that contracts with comparable
         characteristics be accounted for similarly and clarifies when a
         derivative contains a financing component that warrants special
         reporting in the statement of cash flows. SFAS 149 is effective for
         contracts entered into or modified after June 30, 2003 and for hedging
         relationships designated after June 30, 2003 and must be applied
         prospectively.

         In May 2003, the FASB issued SFAS No. 150 "Accounting For Certain
         Financial Instruments with Characteristics of both Liabilities and
         Equity" ("SFAS 150"). This statement established standards for how an
         issuer classifies and measures in its statement of financial position
         certain financial instruments with characteristics of both liabilities
         and equity. SFAS 150 is effective for financial instruments entered
         into or modified after May 31, 2003, and otherwise is effective at the
         beginning of the first interim period beginning after June 15, 2003 and
         must be applied prospectively by reporting the cumulative effect of a
         change in an accounting principle for financial instruments created
         before the issuance date of the Statement and still existing at the
         beginning of the interim period of adoption.

         The adoption of these new pronouncements is not expected to have a
         material effect on the Company's financial position or results of
         operations.

4. PROPERTY AND EQUIPMENT

    ===========================================================================

                                                   Accumulated       Net Book
                                         Cost     Amortization          Value
    ---------------------------------------------------------------------------


    JUNE 30, 2003
        Computer equipment               $176,517     $   117,711  $    58,806
        Office furniture                   17,011           8,763        8,248
        Telephone and video equipment      42,721          28,826       13,895
                                         --------     -----------   -----------
                                         $236,249     $   155,300   $   80,949
                                         ========     ===========   ===========
    MARCH 31, 2003
        Computer equipment               $174,803     $   112,742   $   62,061
        Office furniture                   17,011           8,281        8,730
        Telephone and video equipment      42,721          28,223       14,498
                                         --------     -----------   -----------
                                         $234,535     $   149,246   $   85,289
                                         ========     ===========   ===========
    ===========================================================================


                                       12
<PAGE>


VIAVID BROADCASTING INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 2003
(Expressed in United States Dollars)
(Unaudited)
================================================================================

5.       RELATED PARTY TRANSACTIONS

         The Company entered into the following transactions with related
         parties:

         Paid or accrued consulting fees as follows:

         a)  $64,358 (2002 - $57,918) to three directors of the Company

         b)  During a prior year, the Company issued three 3% convertible
             promissory notes of $50,000 each for a total debt of $150,000 to
             related parties (Note 6). During the current year, the Company has
             accrued interest payable in the amount of $5,625.

         These transactions are in the normal course of operations and are
         measured at the exchange amount, which is the amount of consideration
         established and agreed to by the related parties unless otherwise
         noted.

         Amounts due to related parties are unsecured and are non-interest
         bearing except for the convertible promissory notes, therefore, the
         fair value of the amounts owed to the related parties are not
         determinable.

         The Company received a loan in the amount of $25,000 in Canadian funds
         from a director. The Company issued a Promissory Note to the Director.
         Interest shall accrue and be payable on the outstanding principal at
         the rate of 6% per annum, payable monthly. The term of the Promissory
         Note is one year, expiring on June 11, 2004. The loan is not secured.

6.       CONVERTIBLE PROMISSORY NOTES

<TABLE>
<CAPTION>
         =========================================================================================================
                                                                                           June 30,      June 30,
                                                                                               2003          2002
         ---------------------------------------------------------------------------------------------------------
         <S>                                                                             <C>           <C>
         On  March 11, 2002, the Company issued three convertible promissory notes
             maturing on December 31, 2004, to related parties at $50,000 each bearing
             interest at 3% per annum, payable quarterly. Interest is payable at the
             option of the holder, in either cash or shares of common stock, based upon
             the amount of interest owing and the fair market value of the shares on the
             interest payment date. The outstanding principal on the promissory notes is
             convertible at any time into common stock of the Company at the lesser of
             $0.50 per share and 80% of the fair market value of the common shares, but
             not less than $0.05 per share. The intrinsic value of the beneficial
             conversion feature of $37,500 was charged to interest expense in the
             previous year.                                                              $  150,000  $    150,000

         Current portion                                                                         --            --
                                                                                         ----------  ------------
         Long-term                                                                       $  150,000  $    150,000
         ========================================================================================================
</TABLE>


                                       13


<PAGE>


VIAVID BROADCASTING INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 2003
(Expressed in United States Dollars)
(Unaudited)
================================================================================

7.       CAPITAL STOCK

         WARRANTS

         ======================================================================
                                                       June 30,        June 30,
                                                           2003            2002
         ----------------------------------------------------------------------

         Balance, beginning and end of the period     1,112,000       1,112,000

         ======================================================================

         As at June 30, 2003, there were 372,000 warrants outstanding that are
         exercisable into 372,000 common shares at $0.50 per share until
         September 30, 2003, and 740,000 warrants outstanding that are
         exercisable into 740,000 common shares at $0.20 per share until
         February 28, 2004.

8.       INCOME TAXES

         The Company's total deferred tax asset is as follows:

<TABLE>
<CAPTION>
         ==========================================================================
                                                             June 30,   March 31,
                                                                2003      2003
         --------------------------------------------------------------------------
<S>                                                        <C>          <C>
         Tax benefit of net operating loss carry forward   $ 917,108    $ 917,108
         Valuation allowance                                (917,108)    (917,108)

                                                           $      --    $      --
         ==========================================================================
</TABLE>

         The Company has an operating loss carryforward of approximately
         $484,000 in the United States which expires in the year 2023. The
         Company's subsidiary, ViaVid Broadcasting Corp., has Canadian operating
         losses carryforward of approximately $1,870,753 which expire from 2004
         to 2010. The Company has provided a full valuation allowance on the
         deferred tax asset due to the uncertainty regarding realizability.

9.       STOCK-BASED COMPENSATION EXPENSE

         Statement of Financial Accounting Standards No. 123, "Accounting for
         Stock-Based Compensation", encourages but does not require companies to
         record compensation cost for stock-based employee compensation plans at
         fair value. The Company has chosen to account for stock-based
         compensation using Accounting Principles Board Opinion No. 25,
         "Accounting for Stock Issued to Employees". Accordingly, compensation
         cost for stock options is measured as the excess, if any, of the quoted
         market price of the Company's stock at the date of grant over the
         option price. No stock based compensation has resulted from the use of
         this standard.


                                       14
<PAGE>


VIAVID BROADCASTING INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 2003
(Expressed in United States Dollars)
(Unaudited)
================================================================================

9.       STOCK-BASED COMPENSATION EXPENSE (cont'd...)

         Following is a summary of the stock option activities:
<TABLE>
<CAPTION>
         ======================================================================================
                                                      June 30, 2003         June 30, 2002
                                                ----------------------  ----------------------
                                                              Weighted                Weighted
                                                               Average                 Average
                                                   Number     Exercise     Number     Exercise
                                                 of Shares       Price   of Shares       Price
         --------------------------------------------------------------------------------------
<S>                                                <C>        <C>        <C>          <C>
         Outstanding, beginning of the period      530,000    $   0.43   1,117,000    $   0.55
             Granted                                    --          --          --          --
             Forfeited                             (70,000)       0.32    (225,000)       0.12
             Exercised                                  --                      --          --
                                                   -------               ---------
         Outstanding, end of the period            460,000    $   0.45     892,000    $   0.34
         ======================================================================================
</TABLE>


         Following is a summary of the status of options outstanding at June 30,
         2003:
<TABLE>
<CAPTION>
         ========================================================================================================
                                                   Outstanding Options                      Exercisable Options
                                           -------------------------------------      ---------------------------
                                                         Weighted
                                                          Average      Weighted                          Weighted
                                                        Remaining       Average                           Average
                                                      Contractual      Exercise                          Exercise
         Exercise Price                     Number           Life         Price            Number           Price
         --------------------------------------------------------------------------------------------------------

         <S>                               <C>              <C>           <C>             <C>              <C>
         $    1.00                           10,000          0.26          1.00            10,000           1.00
              0.40                           25,000          0.53          0.40            25,000           0.40
              0.30                           15,000          0.59          0.30            15,000           0.30
              0.30                           45,000          0.72          0.30            45,000           0.30
              0.30                           10,000          0.75          0.30            10,000           0.30
              0.20                          150,000          0.77          0.20           150,000           0.20
              0.30                           15,000          1.00          0.30            15,000           0.30
              0.20                           15,000          1.20          0.20            15,000           0.20
              0.30                          100,000          1.35          0.30           100,000           0.30
              0.20                           50,000          2.20          0.20            50,000           0.20
              3.50                           25,000          6.67          3.50            25,000           3.50
         ========================================================================================================
</TABLE>


                                       15

<PAGE>


VIAVID BROADCASTING INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 2003
Expressed in United States Dollars)
(Unaudited)
================================================================================

9.       STOCK-BASED COMPENSATION EXPENSE (cont'd...)

         COMPENSATION

         During the period ended June 30, 2003, there were no stock options
         issued to employees. No compensation cost for employees has been
         recognized on the basis of fair value pursuant to Statement of
         Financial Accounting Standards No. 123 for the June 30, 2003 pro-forma
         net loss and loss per share.

         =======================================================================
                                                  June 30, 2003  June 30, 2002
         -----------------------------------------------------------------------

         NET LOSS
             As reported                            $   (26,039)  $   (135,188)
                                                    ===========================
             Pro-forma                              $   (26,039)  $   (135,188)
                                                    ===========================
         BASIC AND DILUTED LOSS PER SHARE
             As reported                            $     (0.00)  $      (0.01)
                                                    ===========================
             Pro-forma                              $     (0.00)  $      (0.01)
         ======================================================================

         The fair value of each option granted is estimated using the Black
         Scholes Option Pricing Model. The assumptions used in calculating fair
         value were as follows:

         =====================================================================
                                               June 30, 2003    June 30, 2002
         ---------------------------------------------------------------------

         Risk-free interest rate                      --               --
         Expected life of the options                 --               --
         Expected volatility                          --               --
         Expected dividend yield                      --               --
         =====================================================================


                                       16
<PAGE>


VIAVID BROADCASTING INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 2003
(Expressed in United States Dollars)
(Unaudited)
================================================================================

10.      SUPPLEMENTAL DISCLOSURE WITH RESPECT TO CASH FLOWS

         =======================================================================
                                                June 30, 2003   June 30, 2002
         -----------------------------------------------------------------------

         Cash paid for income taxes             $        --      $        --
         ======================================================================

         Cash paid for interest                 $        --      $        --
         ======================================================================


11.      SUBSEQUENT EVENT

         On July 1, 2003, the Company issued 500,000 shares of common stock at
         an agreed value of $12,500 for consulting services.


                                       17
<PAGE>


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

GENERAL

Overview

         Our primary business is to provide webcasting, teleconferencing and
transcription services to corporate clients throughout North America. These
services utilize systems that integrate traditional telephony technology with
powerful streaming media technology and Web-based tools. From a simple
conference call to a dynamic online presentation, our clients are able to choose
the solution that best meets their unique communication needs. A key component
of our business model, resulting from the ready availability of in-house
expertise, infrastructure, and equipment, is the ability to offer our clients a
cost-effective, yet scaleable, means of communications that can be customized to
meet individual customer needs. We currently provide our services primarily as a
means whereby our clients can communicate up-to-date corporate information, such
as current financial information, to a mass audience, including market
professionals, institutions, analysts, shareholders, and other key stakeholders.
In addition, we also market our services and solutions to resellers of
conferencing and communications services as well as a variety of associations
and other entities seeking to broadly disseminate current information through a
webcast or teleconference.

RESULTS OF OPERATIONS

Revenues. Our revenues were $161,754 for the three month period ending June 30,
2003, compared to revenues of $107,744 for the period June 30, 2002. Our
revenues for the year ended March 31, 2003 were $568,517. Our revenues were
achieved primarily from webcasting, teleconferencing, transcription and I.R. Web
Page Management services. The increase in our revenues is due to the increase in
our client base and providing a greater volume of services.

Operating Expenses. Our operating expenses were $187,835 for the three month
period ending June 30, 2003, compared to operating expenses of $242,956 for the
three months ending June 30, 2002. The decrease in operating expenses is due to
the restructuring of our operations to reduce and eliminate certain expenses.

We will incur additional operating expenses as we continue to grow our business.
We will continue to have operating expenses in connection with the continued
up-grade of our services and related research and development expenses. We also
anticipate that operating expenses will increase as the number of
teleconferences and webcasts which we provide to our customers increases.

Net Loss. Our net loss was $26,039, or $0.00 per share, for the three months
ending June 30, 2003. Our net loss was $135,188, or $0.01 per share, for the
three months ended June 30, 2002. Our reduced net loss reflects our improved
revenues and steps we have taken to reduce our expenses.

LIQUIDITY AND CAPITAL RESOURCES

         At June 30, 2003, we had current assets of $124,232, substantially all
of which was accounts receivable. We had cash of $7,265. As of that date, we had
current liabilities of $365,157, including accounts payable of $153,142. While
we believe our recent restructuring of our expenses will enable us to meet these
current liabilities out of our cash flow from operations, there can be no
assurance that we will be successful in this regard. To the extent that this
restructuring of our expenses is not sufficient to enable us to meet our current
expenses and current liabilities, our ability to pursue our business plan will
be adversely affected.


                                       18
<PAGE>

         We plan on meeting our operating expenses during the remainder of the
current fiscal year by focusing on generating revenues through the sales of
corporate conference call services and the sales of webcasting products, I.R.
Web Page services, transcription services and services related to broadcasts of
conference calls, corporate presentations, annual general meetings and other
related meetings., as well as from the possible sale of equity securities. There
can be no assurance that any additional capital can be raised or, if equity
securities are sold, the terms of any such transaction. While our intention is
to fund our activities out of our revenues and not rely on raising additional
capital for that purpose, there can be no assurance that we will be successful
in that regard.

         Subject to the availability of sufficient funds, we currently intend to
pursue the following Plan of Operations during the nine months ended March 31,
2004:

            o  Continue to develop a customer base of companies to use our
               services for teleconferencing and webcasting of corporate
               information, as well as customers requiring I.R. Pages and
               transcription services.

            o  Market our teleconferencing services to public companies required
               to release earnings and analyst conference calls, corporate media
               announcements and other information.

            o  Subject to the availability of additional capital, purchase
               additional equipment to expand our teleconferencing service and
               webcasting capabilities.

         Our actual expenditures and business plan may differ from this stated
Plan of Operations. There can be no assurance that we can raise additional
capital on terms we will consider acceptable.

         Although we have no present plans or proposals pending, strategic
alliances relating to teleconferencing or webcasting may cause our Board of
Directors to modify our plans. In addition, we may modify our Plan of Operations
based on the available amounts of financing. We do not have any arrangement in
place for any debt or equity financing which would enable us to meet our Plan of
Operations.

         We are currently receiving revenues from our teleconferencing,
webcasting, transcription and I.R. Web Page Management Suite services. We
believe we will experience an increase in revenue from these sources if we are
successful in increasing our customer base.

         Because our revenues are limited, we expect that we will continue to
operate at a loss for the foreseeable future. Our expenses include a number of
items that do not involve cash expenditures and we believe that these non-cash
expenditures will contribute substantially to our continuing losses. However,
there can be no assurance that our revenues will be sufficient to meet our cash
expenses. We base our expectations in part on the following:

            o  We will maintain our current level of revenues and rate of growth
               in revenues.

            o  Increased usage of our services will lead to increased operating
               expenses and require additional capital expenditures on new
               computer equipment, software and technology.

            o  Our operating expenses will continue to increase as we expand the
               technical capabilities of our software and services.


                                       19
<PAGE>

            o  Our operating expenses will increase as we market our services to
               potential customers and complete teleconferencing and webcasting
               services for our customers.

         In the event the above expectations are not fulfilled, our Plan of
Operation may not be realized and we may have to make changes to our Plans.

CAUTIONARY STATEMENT FOR PURPOSES OF THE "SAFE HARBOR" PROVISIONS OF THE PRIVATE
SECURITIES LITIGATION REFORM ACT OF 1996

          With the exception of historical matters, the matters discussed in
this Report are "forward-looking statements" as defined under the Securities Act
of 1933, as amended, and the Securities Exchange Act of 1934, as amended, that
involve risks and uncertainties. Forward-looking statements made herein include,
but are not limited to, the statements in this Report regarding our plans and
objectives for our future operations, including plans or objectives relating to
our intentions to provide webcasting and teleconferencing services, streaming
media technology and Web-based tools to create, develop and offer financial news
and information, and other content through the Internet and other dissemination
services and products or services, our plans and objectives regarding revenues
and expenses in future periods, our needs for capital expenditures, research and
development, our ability to maintain our competitive position, our plans and
objectives and needs to raise additional capital, the terms on which such
capital can be raised, the period over which any capital available currently to
us or raised in the future will be sufficient to meet our current or future
levels of operating and other expenses, and our plans regarding the uses of that
capital, as well as any other prospective financial information concerning us.
Forward-looking statements made in this Report include the assumptions made by
management and management's expectations as to the future growth and business
direction of the publication of corporate financial information over the
Internet, e-commerce through the facilities of the Internet and the role of
video and audio production, Internet news broadcasting and websites in the
distribution of financial and securities market sensitive information. They also
include our beliefs as to our ability to compete successfully and maintain our
technological position relative to other providers of streaming media and
Web-based communication services. They also include our beliefs as to the
willingness of public reporting issuers of securities to use our services for
webcasting and teleconferencing and to broadcast corporate news and information
on the Internet and for us to derive material revenues from providing this
service. We cannot assure you that our assumptions and expectations in this
regard or our views as to the commercial viability of our business plans
discussed herein will prove to be accurate. Likewise, we cannot assure you that
we will be successful in growing our user and customer base as we plan,
attracting companies to use our Internet-based communication services for the
dissemination of their news information, realizing material amounts of
webcasting or other revenues, achieving any commercial advantage relative to
other financial news dissemination media companies or raising the additional
capital required to support our operations or the terms and conditions on which
such capital can be raised. Our ability to realize revenues and raise additional
capital from the business plans discussed herein cannot be assured. If our
assumptions are incorrect or our webcasting or other growth plans or plans to
realize revenues or raise additional capital fail to materialize, we may be
unsuccessful in developing as a viable business enterprise. Under such
circumstance your entire investment will be in jeopardy and may be lost. Our
business plan has evolved over time, and we expect that our plans will evolve
further in the future. Our inability to meet our goals and objectives or the
consequences to us from adverse developments in general economic or capital
market conditions and our inability to raise additional capital could have a
material adverse effect on us. We caution you that various risk factors
accompany those forward looking statements and are described, among other
places, under the caption "Risk Factors" herein, beginning on page 21. They are
also described in our Annual Reports on Form 10KSB, Quarterly Reports on Form
10-QSB, and our Current Reports on Form 8-K. These risk factors could cause our
operating results, financial condition and ability to fulfill our plans to
differ materially from those expressed in any forward-looking statements made in
this Report and could adversely affect our financial condition and our ability
to pursue our business strategy and plans.


                                       20
<PAGE>

                                  RISK FACTORS

         An investment in shares of our Common Stock involves a high degree of
risk. You should consider the following factors, in addition to the other
information contained in this Report and our Annual Report on Form 10-KSB, in
evaluating our business and proposed activities before you purchase any shares
of our common stock. You should also see the "Cautionary Statement for Purposes
of the Safe Harbor Provisions of the Private Securities Litigation Reform Act of
1996" regarding risks and uncertainties relating to us and to forward looking
statements in this Report.

                        RISKS APPLICABLE TO OUR BUSINESS

WE HAVE AN EXTREMELY LIMITED OPERATING HISTORY AND ALSO HAVE A HISTORY OF NET
LOSSES

         We have had an extremely limited operating history. Our business was
established in January 1999 and we began operations on the Internet in February
1999. Our total revenues since inception through June 30, 2003 are $1,093,415.
Our total losses since inception through June 30, 2003 are $3,229,380. An
investor must consider the risks, expenses and difficulties frequently
encountered by companies such as ours with a limited history of operations and
revenues. Our business plan has evolved over time and therefore, we experience
additional risks resulting from the changes we make in our business plan. As
changes in the industry further develop, we may need to make further changes to
our business plan. We cannot assure you that we will be successful in addressing
the risks we confront. We cannot assure you that our revenue will grow
sufficiently to assure our future success. We must increase our revenues in
order to continue our operations. New companies, such as ours, experience
expenses, difficulties and unforeseen problems that create a higher risk of
business failure. If we are not successful in overcoming these expenses and
difficulties, our business may fail.

FUTURE CAPITAL NEEDS; UNCERTAINTY OF ADDITIONAL FINANCING

         The report of our independent auditors on their audit of our financial
statements as of March 31, 2003 contains an explanatory paragraph that describes
an uncertainty as to our ability to continue as a going concern due to our
recurring losses and our necessity to attain future profitable operations and/or
obtain additional financing. At June 30, 2003 we had current assets of $124,232
and current liabilities of $365,157, including accounts payable of $153,142.
During the second quarter of the fiscal year ended March 31, 2003, we
restructured our operations to reduce and eliminate certain expenses. These
restructuring activities continued into the third quarter. While we believe that
with the completion of this restructuring we will be able to support our
operations out of our cash flow, there can be no assurance that these
expectations will materialize. We expect to continue, as opportunities arise, to
seek to raise additional capital through the sale of equity securities. We are
unable to state whether we will be able to raise any additional capital from
such sources or the terms on which it may be raised. The sale of our equity
securities may dilute the interests of our existing stockholders.

         As a result of our limited operating history, we have limited
meaningful historical financial data upon which our planned operating expenses
can be based. Accordingly, our anticipated expense levels in the future are
based in part on our expectations as to future revenue. Once established, these
expense levels will become, to a large extent, fixed. Revenues and operating
results generally will depend on the volume of, timing of and ability to
complete transactions, which are difficult to forecast.

         In addition, there can be no assurance that we will be able to
accurately predict our revenue, particularly in light of the unproven and
evolving manner in which we derive our revenue, the intense


                                       21
<PAGE>

competition for the marketing of our services, revenue-sharing opportunities,
and our limited operating history. We may be unable to adjust our spending in a
timely manner to compensate for disappointing results of our marketing efforts
and efforts to develop revenue, any unexpected revenue shortfall or other
un-anticipated technological or other changes in the Internet industry. Our
failure to accurately make such predictions or adjustments in our spending would
have a material adverse effect on our business, results of operations and
financial condition.

POSSIBLE INABILITY TO IMPLEMENT OUR BUSINESS STRATEGY

Our business strategy includes increasing our revenues from the
teleconferencing, webcasting, transcription and I.R. Web Page industry. To
achieve our business objective, we believe we must:

            o  Sell our services to a wide range of business customers, using
               both direct and indirect sales channels to drive revenue growth.

            o  Create a positive online experience for our customers and their
               target audience, thereby encouraging participants to virally
               promote our services within the corporate and online community.

            o  Promote our services as day-to-day business communication tools
               used for teleconference meetings, real-time corporate
               demonstrations, and interactive training sessions, among other
               corporate communications needs.

            o  Continue to develop proprietary software and hardware
               enhancements that integrate traditional telephony solutions with
               the most current Internet technologies and thereby maintain our
               competitive position.

            o  Expand our telephony, Internet, and supporting hardware
               infrastructure in anticipation of the development of future
               services and enhancements and expand our storage capacity in
               anticipation of increased customer demand.

            o  Explore possible strategic relationship opportunities that will
               expand our position within the webcasting teleconferencing,
               transcription and I.R. Web Page Management industry that will
               enhance our service offerings, technology, infrastructure, and
               distribution channels.

If we are not successful in implementing all components of our business strategy
successfully, our operating results and financial condition may be harmed and
our business may fail.

POSSIBLE INABILITY TO GENERATE REVENUES AND PROFITABLE OPERATIONS

         We have earned minimal revenues to date and we are presently not
profitable. Our business and marketing strategy contemplates that we will earn
revenues from providing webcasting, teleconferencing, transcription and I.R. Web
Page Management services to corporate clients throughout North America. If we
are not able to generate material revenues from these activities or if the
revenues generated do not exceed the operating costs of our business, then our
business will not be profitable and our business may fail.

ANTICIPATED LOSSES IN FUTURE PERIODS

         During the three month period ended June 30, 2003, we incurred a loss
of $26,039 on revenues of $161,754. We expect that our operating expenses will
increase as we implement our business and marketing strategy due to the
following factors:


                                       22
<PAGE>


            o  We expect that increased usage of our services will lead to
               increased operating expenses and require additional capital
               expenditures on new computer equipment, software and technology.

            o  We expect our operating expenses will continue to increase as we
               expand the technical capabilities of our products and services to
               meet competition.

            o  We expect our operating expenses will increase as we solicit
               potential customers.

         If our operating expenses increase as anticipated, we will realize
additional losses for the foreseeable future.

DEPENDENCE ON WEBCASTING AND TELECONFERENCING REVENUE

We currently expect that webcasting, teleconferencing, transcription and I.R.
Web Page Management will continue to be the principal source of our revenue in
the foreseeable future. Our ability to generate webcasting, teleconferencing,
I.R. Web Page Management and transcription revenue will depend on several
factors, including:

            o  the pricing of webcasting, teleconferencing, I.R. Web Page
               Management and transcription services by others,

            o  our ability to develop and retain a skilled sales force.

         As a result of the evolving nature of webcasting and the use of the
Internet as a communication medium and our limited operating history, we cannot
accurately forecast our revenue. Current and future expense levels are based
principally on anticipated future revenues and, as we increase the scope of our
activities, these expenses, to a large extent, will increase and become fixed.
Accordingly, we may be unable to adjust spending to compensate for shortfalls in
our anticipated revenues. If our revenues do not materialize as anticipated,
this could have an immediate material adverse effect on our business, financial
condition and results of operations, which could lead to an investor's loss of
his investment in our company.


         Our quarterly operating results may fluctuate significantly because of
a variety of factors, many of which are outside our control, including:

            o  overall usage levels of our services,
            o  the amount and timing of our capital expenditures,
            o  costs relating to the expansion of our operations,
            o  price competition or pricing changes in webcasting,
               teleconferencing, I.R. Pages and transcription, and
            o  costs relating to technical difficulties or system downtime.

         Quarterly comparisons of our results of operations are not expected to
be a reliable indication of our future performance.

COMPETITION IN THE WEBCASTING SERVICES MARKET IS INTENSE AND WE MAY BE UNABLE TO
COMPETE SUCCESSFULLY.

         The market for webcasting services is relatively new, rapidly evolving
and intensely competitive. Competition in the marketing of these services will
continue to intensify and may force us to reduce our prices, or cause us to
experience reduced sales and margins, loss of customers and


                                       23
<PAGE>


reduced acceptance of our services.

         Substantially all of our current and potential competitors have larger
and more established customer bases, longer operating histories, greater name
recognition, broader service offerings, more employees and significantly greater
financial, technical, marketing, public relations and distribution resources
than we do. As a result, these competitors may be able to spread costs across
diversified lines of business, and therefore, adopt aggressive strategies, such
as pricing structures and marketing campaigns, that reduce our ability to
compete effectively. Telecommunication providers, for example, enjoy lower
per-minute long distance costs as a result of their ownership of the underlying
telecommunication network. We expect that many more companies will enter this
market and invest significant resources to develop webcasting services. These
current and future competitors may also offer or develop products or services
that perform better than ours.

         In addition, the Internet industry has recently experienced substantial
consolidation and a proliferation of strategic transactions. We expect this
consolidation and strategic partnering to continue. Acquisitions or strategic
partnerships involving our current and potential competitors could harm us in a
number of ways. For example:

            o  competitors could acquire or partner with companies with which we
               have distribution relationships and discontinue our relationship,
               resulting in the loss of distribution opportunities for our
               services;

            o  a competitor could be acquired by or enter into a strategic
               relationship with a party that has greater resources and
               experience than we do, thereby increasing the ability of the
               competitor to compete with our services; or

            o  a competitor could acquire or partner with one of our key
               suppliers.

IF WE FAIL TO OFFER COMPETITIVE PRICING, WE MAY NOT BE ABLE TO ATTRACT AND
RETAIN CUSTOMERS.

         Because the webcasting market is relatively new and still evolving, the
prices for these services are subject to rapid and frequent changes. In many
cases, businesses provide their services at significantly reduced rates, for
free or on a trial basis in order to win customers. Due to competitive factors
and the rapidly changing marketplace, we may be required to significantly reduce
our pricing structure, which would negatively affect our revenues, margins and
our ability to achieve or sustain profitability.

BRIEF TENURE OF MANAGEMENT; DEPENDENCE ON KEY PERSONNEL

         To effectively manage growth, we must establish, implement and improve
operational, financial and management information systems and expand, train and
manage our employee base. Our development is and will continue to be
substantially dependent on the abilities and performance of our executive
officers and other key employees. The loss of the services of any of our
executive officers or other key employees could have a material adverse effect
on our prospects, business development, and results of operations and financial
condition. Competition for senior management, experienced sales and marketing
personnel, qualified Web engineers and other employees is and is expected to
continue to be intense. There can be no assurance that we will be successful in
attracting and retaining such personnel. There can be no assurance that we may
not experience difficulty from time to time in hiring and retaining the
personnel necessary to support the growth of our business. Our failure to
successfully manage our personnel requirements would have a material adverse
effect on our business, results of operations and financial condition.

         Our performance is substantially dependent on the continued services
and performance of our


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<PAGE>

senior management and other key personnel, including Brian Kathler, President
and a Director, Paul Watkins, Secretary/Treasurer and a Director and Robert
Gamon, a Director. We do not have long-term employment agreements with any of
our key personnel and maintain no "key person" life insurance policies. Our
future success also depends on our ability to identify, attract, retain and
motivate highly skilled, technical, managerial, sales, marketing and customer
service personnel. Competition for such persons is intense. We cannot assure you
that we will be able to attract or retain such personnel. The failure to do so
could have a material adverse effect on our business, financial condition and
results of operations.


OUR WEBCASTING SERVICES MAY BECOME SUBJECT TO TRADITIONAL TELECOMMUNICATIONS
CARRIER REGULATION BY FEDERAL AND STATE AUTHORITIES, WHICH WOULD INCREASE THE
COST OF PROVIDING OUR SERVICES AND MAY SUBJECT US TO PENALTIES.

         We believe our webcasting service is not subject to regulation by the
U.S. Federal Communications Commission or any other state or provincial public
service commission. The FCC and state or provincial public service commissions,
however, may require us to submit to traditional telecommunications carrier
regulations for our webcasting service under the Communications Act of 1934, as
amended, and various state laws or regulations as a provider of
telecommunications services. If the FCC or any state public service commission
seeks to enforce any of these laws or regulations against us, we could be
prohibited from providing the voice aspect of our webcasting service until we
have obtained various U.S. federal and state licenses and filed tariffs. We
believe we would be able to obtain those licenses, although in some states,
doing so could significantly delay our ability to provide services. We also
would be required to comply with other aspects of federal and state laws and
regulations. Subjecting our Web-conferencing service to these laws and
regulations would increase our operating costs, could require restructuring of
those services to charge separately for the voice and Internet components, and
would involve on-going reporting and other compliance obligations. We also might
be subject to fines or forfeitures and civil or criminal penalties for
non-compliance.


OUR BUSINESS WILL SUFFER IF OUR SYSTEMS FAIL OR BECOME UNAVAILABLE.

         A reduction in the performance, reliability or availability of our
systems will harm our ability to distribute our services to our users, as well
as our reputation. These disruptions may be due to service or network outages,
periodic system upgrades, and internal system failure. To the present, we have
not experienced any material service disruptions. Because our revenue depends
largely on the numbers of calls and users and the amount of minutes consumed by
users, our business will suffer if we experience frequent or extended system
interruptions.

         We maintain our primary data facility and hosting servers at our
headquarters in Vancouver, British Columbia, Canada. Our operations depend on
our ability to protect these facilities and our systems against damage or
interruption from fire, power loss, water, telecommunications failure,
vandalism, sabotage and similar unexpected events. In addition, a sudden and
significant increase in traffic on our systems or infrastructure could strain
the capacity of the software, hardware and systems that we use. This could lead
to slower response times or system failures. The occurrence of any of the
foregoing risks could cause service interruptions and, as a result, materially
harm our reputation, negatively affect our revenue, and our ability to achieve
or sustain profitability.

IF OUR SECURITY SYSTEM IS BREACHED, OUR BUSINESS AND REPUTATION COULD SUFFER.

         We must securely receive and transmit confidential information over
public networks and maintain that information on internal systems. Our failure
to prevent security breaches could damage our reputation and expose us to risk
of loss or liability. Our internal systems are accessible to certain


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<PAGE>

of our employees and we may be unable to prevent the misappropriation of this
information. Our servers are vulnerable to computer viruses, physical or
electronic break-ins and similar disruptions, which could lead to interruptions,
delays or loss of data. We may be required to expend significant capital and
other resources to ensure adequate encryption and additional technologies to
protect against security breaches or to alleviate problems caused by any breach.
If we fail to provide adequate security measures to protect the confidential
information of our customers, our customers may refrain from using our services,
potential customers may not want to use our services, and as a result, our
operating results would be harmed.

DEPENDENCE ON LICENSED TECHNOLOGY

         We rely on certain technology licensed from third parties for use in
operating and managing our Internet site and providing related services to
users. We cannot assure you that such technology licenses will be available at
all, that they will be available on reasonable commercial terms or that they
will operate as intended.

RAPID TECHNOLOGICAL CHANGE

         The market for Internet services is characterized by rapid
technological developments, frequent new product introductions and evolving
industry standards. We will be required to continually improve the performance,
features and reliability of our infrastructure and products and services,
particularly in response to competition and changing customer demands. We cannot
assure you that we will be successful in responding rapidly, cost-effectively or
adequately to such developments.

NEW SERVICE RISKS

         Our future success will depend in part on our ability to expand our
Internet communications abilities to include new services. Costs related to
developing new services are expensed as they are incurred while revenue related
to these new services typically builds over time and, accordingly, our
profitability from year to year may be adversely affected by the number and
timing of new service launches. In addition, we cannot assure you that any new
areas or services will be developed in a timely or cost-effective manner or that
they will be successful.

RISKS ASSOCIATED WITH BRAND DEVELOPMENT

         We believe brand identity is important to attracting and expanding our
client base. We believe the significance of brand and name recognition will
intensify as the number of competing companies increases. We cannot assure you
that we will be able to develop our brand identity so as to gain any significant
market recognition.

GOVERNMENT REGULATION AND LEGAL UNCERTAINTIES

         We are not currently subject to direct regulation by any U.S. or
Canadian government agency, other than regulations applicable to businesses
generally. There are currently few laws or regulations directly applicable to
access to or commerce on the Internet. However, due to the increasing popularity
and use of the Internet, a number of legislative and regulatory proposals are
under consideration by U.S. and Canadian federal, state, provincial, local and
foreign governmental organizations. It is possible that a number of laws or
regulations may be adopted with respect to the Internet relating to such issues
as user privacy, user screening to prevent inappropriate uses of the Internet
by, for example, minors or convicted criminals, taxation, infringement, pricing,
content regulation, quality of products and services and intellectual property
ownership and infringement. The adoption of any such laws or regulations may
decrease the growth in the use of the Internet, which could, in turn, decrease
the demand for our services, increase our cost of doing business, or


                                       26
<PAGE>

otherwise have a material adverse effect on our business, results of operations
and financial condition.

         Moreover, the applicability to the Internet of existing laws governing
issues such as property ownership, copyright, trademark, trade secret,
obscenity, libel and personal privacy is uncertain and developing. Any new
legislation or regulation, or application or interpretation of existing laws,
could have a material adverse effect on our business, results of operations and
financial condition. There can be no assurance that any legislation will not be
enacted in the future that could expose us to substantial liability. Legislation
could also dampen the growth in the use of the Web generally and decrease the
acceptance of the Web as a communications and commercial medium. The result
could, thereby, have a material adverse effect on our business, results of
operations and financial condition.

         A number of legislative proposals have been made at the U.S. and
Canadian federal, state, provincial and local level that would impose additional
taxes on the sale of goods and services over the Internet and certain
jurisdictions have taken measures to tax Internet-related activities. The U.S.
Congress enacted the Internet Tax Freedom Act on October 21, 1998 which imposes
a national moratorium in the United States on state and local taxes on Internet
access services, on-line services, and multiple or discriminatory taxes on
electric commerce effective October 1, 1998 and ending three years after its
enactment. In November, 2001, the moratorium was extended through November 1,
2003. Various proposals are under discussion regarding possible taxes subsequent
to the expiration of the moratorium. There can be no assurance that, once such
moratorium is lifted, some type of U.S. federal and/or state taxes will not be
imposed upon Internet commerce, and there can be no assurance that such
legislation or other attempts at regulating commerce over the Internet will not
substantially impair the growth of our services on the Internet and as a result,
our opportunity to derive financial benefit from these activities may be
adversely affected.

         Due to the global nature of the Web, it is possible that, although our
transmissions over the Internet originate primarily in British Columbia, Canada,
the governments of various states in the United States and foreign countries
might attempt to regulate our transmissions or prosecute us for violations of
their laws. There can be no assurance that violations of local laws will not be
alleged or charged by state or foreign governments, that we might not
unintentionally violate such laws or that such laws will not be modified, or new
laws enacted, in the future. Any of the foregoing developments could have a
material adverse effect on our business, results of operations and financial
condition.

         In addition, as our services are available over the Internet in
multiple foreign countries, provinces, states and other jurisdictions, such
jurisdictions may claim that we are required to qualify to do business as a
foreign corporation in each of those jurisdictions. We are qualified to do
business only in British Columbia, and our failure to qualify as a foreign
corporation in a jurisdiction where we are required to do so could subject us to
taxes and penalties and could result in our inability to enforce contracts in
such jurisdictions. Any such new legislation or regulation, the application of
laws and regulations from jurisdictions whose laws do not currently apply to our
business, or the application of existing laws and regulations to the Internet
and other online services could have a material adverse effect on our business,
results of operations and financial condition.

LIABILITY FOR INFORMATION RETRIEVED FROM THE WEB; ABSENCE OF LIABILITY INSURANCE

         Because financial and other information is broadcast to the securities
marketplace and elsewhere using our services, there is a potential that claims
will be made against us as a participant in the process of distributing this
information to investors. We may also be exposed to claims for alleged
defamation, negligence, copyright or trademark infringement, personal injury or
other theories based on the nature, content, publication and distribution of
these materials. Claims may be asserted against us for errors or omissions in
the financial and other information disseminated by use of our services by the
companies that are our customers.


                                       27
<PAGE>

         In addition, the increased attention focused upon liability issues as a
result of these lawsuits and legislative proposals could impact the overall
growth of Internet use and our services. We could also be exposed to liability
with respect to the offering of third party content that may be accessible
through our services.

         It is also possible that if any financial information content provided
through our services contains errors, third parties could make claims against us
for losses incurred in reliance on such information. Even to the extent that
such claims do not result in liability to us, we could incur significant costs
in investigating and defending against such claims. The imposition on us of
potential liability for information carried on or disseminated through our
systems could require us to implement measures to reduce our exposure to such
liability, which may require the expenditure of substantial resources and limit
the attractiveness of our services.

         Currently, we do not carry general liability insurance intended to
protect us from any liability arising out of the foregoing. In any event,
however, insurance may not cover all potential claims to which we are exposed or
may not be adequate to indemnify us for all liability that may be imposed. Any
imposition of liability that is not covered by insurance or is in excess of our
insurance coverage would have a material adverse effect on our business, results
of operations and financial condition. In addition, the increased attention
focused upon liability issues as a result of these lawsuits and legislative
proposals could impact the overall growth of Internet use.

RELIANCE ON INTELLECTUAL PROPERTY RIGHTS

         To establish and protect our trademark, service mark and other
proprietary rights in our products and services, we rely on a combination of:

            o  copyright, unfair competition, trademark, service mark and trade
               secret laws, and

            o  confidentiality agreements with our licensees and other third
               parties and confidentiality agreements and policies covering our
               employees.

         We cannot assure you that these measures will be adequate, that we will
be able to secure registrations for all of our marks in the U.S. or
internationally or that third parties will not infringe upon or misappropriate
our proprietary rights. Any infringement or misappropriation, or litigation
relating to intellectual property rights, may have a material adverse effect on
our business, financial condition and results of operations.

         On May 22, 2001, the U.S. Patent and Trademark Office registered the
mark "ViaVid" in the United States. We have also applied to the Canada Patent
and Trademark Office for registration of "ViaVid" in Canada. A trademark has
been issued in Canada for "ViaVid". We are not aware of any other companies
currently using the name "ViaVid" in the United States. We have conducted
searches of trademark databases in the United States and have not found any
registration of the name "ViaVid" as a trademark. There is no assurance that the
trademark for the "ViaVid" name in the United States will stand up to objections
by others who may have made prior use of the name. Also, there can be no
assurance that we will obtain any significant commercial advantage from this
trademark or that we will have the financial resources to protect our rights in
the name through legal proceedings or otherwise. It is also possible that our
competitors or others will adopt product or service names similar to "ViaVid" or
other similar service marks or trademarks, thereby impeding our ability to build
brand identity and possibly leading to customer confusion. Our inability to
protect the name "ViaVid" adequately could have a material adverse effect on our
business, results of operations and financial condition.

         Legal standards relating to the validity, enforceability and scope of
protection of certain proprietary rights in Internet-related business are
uncertain and evolving. In particular, new registration and ownership priority
procedures may be adopted which may make it more difficult for us to retain or


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<PAGE>

obtain desirable domain names.

CONTROL BY PRINCIPAL STOCKHOLDERS AND POTENTIAL CONFLICTS OF INTEREST

         Our officers and Directors own approximately 34.3%, excluding shares
issuable on conversion of debentures they own, of our outstanding shares of
Common Stock. As a result, such persons could elect all the members of our
Board. Such persons could also control those actions requiring the approval of
the holders of a majority of our voting stock, including amendments to our
Articles of Incorporation and any business combinations. Such persons
concentration of ownership could prevent a change in control of our company that
might otherwise be beneficial to stockholders.

               RISKS APPLICABLE TO THE MARKET FOR OUR COMMON STOCK

         NO ACTIVE PRIOR PUBLIC MARKET FOR COMMON STOCK; POSSIBLE VOLATILITY OF
STOCK PRICE

         Prior to January 4, 2000, there was no active public market for our
  Common Stock. Since then, our Common Stock has been quoted on the OTC Bulletin
  Board. There can be no assurance that an active trading market for our Common
  Stock will be sustained or that the market price of our Common Stock will not
  decline based upon market or other conditions. The market price may bear no
  relationship to our revenues, earnings, assets or potential and may not be
  indicative of our future business performance. The trading price of our Common
  Stock has been and can be expected to be subject to wide fluctuations in
  response to variations in our quarterly results of operations, the gain or
  loss of significant strategic relationships, unanticipated delays in our
  development, changes in estimates by analysts, announcements of technological
  innovations or new solutions by us or our competitors, general conditions in
  the technology and Internet sectors and in Internet-related industries, other
  matters discussed elsewhere in this report and other events or factors, many
  of which are beyond our control.

         In addition, the stock market in general and the technology and
  Internet sectors in particular have experienced extreme price and volume
  fluctuations which have affected the market price for many companies in
  industries similar or related to us and which have been unrelated to the
  operating performance of these companies. These market fluctuations, as well
  as general economic, political and market conditions, may have a material
  adverse effect on the market price of our Common Stock.

         In the past, following periods of volatility in the market price of a
  company's securities, securities class action litigation has often been
  instituted against such companies. Such litigation, if instituted, and
  irrespective of the outcome of such litigation, could result in substantial
  costs and a diversion of management's attention and resources and have a
  material adverse effect on our business, results of operations and financial
  condition.

ITEM 3.  CONTROLS AND PROCEDURES

         Under the supervision and with the participation of our management,
including Brian Kathler, our President and chief financial officer, we have
evaluated the effectiveness of our disclosure controls and procedures as of the
end of the period covered by this report, and, based on the evaluation, Mr.
Kathler has concluded that these controls and procedures are effective. There
were no significant changes in our internal controls or in other factors that
could significantly affect these controls subsequent to the date of their
evaluation.

         Disclosure controls and procedures are our controls and other
procedures that are designed to


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<PAGE>

ensure that information required to be disclosed by us in the reports that we
file or submit under the Exchange Act is recorded, processed, summarized and
reported, within the time periods specified in the Securities and Exchange
Commission's rules and forms. Disclosure controls and procedures include,
without limitation, controls and procedures designed to ensure that information
required to be disclosed by us in the reports that we file or submit under the
Exchange Act is accumulated and communicated to our management, including Mr.
Kathler, as appropriate to allow timely decisions regarding required disclosure.

                           PART II - OTHER INFORMATION

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

         (a) Exhibits

             Exhibit Number    Description

                      99.1

                      31.1     Certification of President, Chief Executive
                               and Chief Financial Officer Pursuant to Rule
                               13a-14(a)
                      32.1     Certification of President and Chief
                               Executive Officer Pursuant to Section 1350
                               (furnished, not filed)

                      32.2     Certification of Chief Financial Officer
                               Pursuant to Section 1350 (furnished, not
                               filed)


         (b) Reports on Form 8-K

                  The Registrant filed a current report on Form 8-K dated June
                  5, 2003 in response to Item 4. Changes in Registrant's
                  Certifying Accountant.


                                       30

<PAGE>

                                   SIGNATURES

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

Date:  August 13, 2003               By:      /s/ Brian Kathler
                                              --------------------------
                                              President
                                              (Principal Executive Officer and
                                              Principal Accounting Officer)


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