|UNITED STATES
SECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549
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|FORM 10-QSB                                                           



|[ x ]QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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|For the quarterly period ended: January 31, 2002                                      
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|[ ]TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT                    
|For the transition period from _________________ to _________________                 
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|Commission file number 000-27097                                                      

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|BUSINESSWAY INTERNATIONAL CORPORATION(Exact name of small business issuer as specified in its charter)
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|FLORIDA
(State or other jurisdiction of incorporation or organization)                                
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|117 GUN AVENUE, POINTE-CLAIRE, QUEBEC, CANADA, H9R3X2
(Address of principal executive offices)        
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|(514) 693-0877
(Issuer's telephone number)                                                            
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|N / A                                                                                                 
|(Former name, former address and former fiscal year, if changed since last report)                    

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|Indicate by check mark whether the registrant (1) filed all reports required to be filed by section 13 or 15(d) of Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
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|Yes [ X ] No [ ]                                                                                                                                                                                                                                                                                                        



|State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date:                                                                                                                                                                             
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|52,655,667 Common Stock, par value $0.001, and 6,000,000 Class A Special Voting Convertible (convertible 1 to 1) Shares issued and outstanding as at February 15, 2002. As of February 15, 2002, there are approximately 23,219,793 shares of common voting stock of the company held by non-affiliates.





|BUSINESSWAY INTERNATIONAL CORPORATION
FORM 10-QSB                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
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|INDEX
PART IItem 1. Financial Statements
Consolidated Balance Sheets
Consolidated Financial Statements
Consolidated Cash Flows Statement
Consolidated Statement of Changes in Stockholders Equity
Consolidated Comprehensive Statement of Income(Loss)
Notes to Consolidated Financial Statements
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsPART IIItem 1. Legal Proceedings
Item 2. Changes in Securities and Use of Proceeds
Item 6. Exhibits and Reports on Form 8-K
Signatures
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##### 

PART I FINANCIAL INFORMATION

Item 1. Financial Statements.

|BUSINESSWAY INTERNATIONAL CORPORATION
Consolidated Balance Sheet
As of January 31, 2002 (Unaudited) and July 31, 2001 (Audited)
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|                                                                                                                               
|ASSETS                                                                                                                         
|Current Assets                                                                                                                 
|Cash                                                                                                                           
|Accounts Receivable                                                                                                            
|Inventory                                                                                                                      
|Prepaid Expenses                                                                                                               
|                                                                                                                               
|Total Current Assets                                                                                                           
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|Deferred Income Taxes                                                                                                          
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|Capital Assets                                                                                                                 
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|LIABILITIES AND STOCKHOLDERS' EQUITY                                                                                           
|Current Liabilities                                                                                                            
|Bank indebtedness                                                                                                              
|Accounts Payable and accruals                                                                                                  
|Income Taxes Payable                                                                                                           
|Advance from a director                                                                                                        
|                                                                                                                               
|Current Portion of Long Term Debt                                                                                              
|Total Current Liabilities                                                                                                      
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|Long Term debt                                                                                                                 
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|Due to shareholder                                                                                                             
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|TOTAL LIABILITIES                                                                                                              
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|STOCKHOLDERS' EQUITY                                                                                                           
|Share Capital                                                                                                                  
|Additional paid-in capital                                                                                                     
|Comprehensive income                                                                                                           
|                                                                                                                               
|Deficit                                                                                                                        
|TOTAL EQUITY                                                                                                                   
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|                                                                                                                               
|See accompanying notes to financial statements                                                                                 





|BUSINESSWAY INTERNATIONAL CORPORATION
Consolidated Income Statement
For the three months ended January 31, 2002 and 2001
(Unaudited)
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|                                                                                                                                    
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|Sales                                                                                                                               
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|Cost of Sales                                                                                                                       
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|Gross Profit                                                                                                                        
|                                                                                                                                    
|Operating expenses                                                                                                                  
|Communication                                                                                                                       
|Rent                                                                                                                                
|Transport and delivery                                                                                                              
|Advertising and business promotion                                                                                                  
|Store expenses                                                                                                                      
|Automobile and travel                                                                                                               
|Salaries, commissions and benefits                                                                                                  
|Amortization                                                                                                                        
|Interest and bank charges                                                                                                           
|Office expenses and general                                                                                                         
|Professional                                                                                                                        
|Travel expenses                                                                                                                     
|Utilities                                                                                                                           
|Taxes , licenses and insurance                                                                                                      
|                                                                                                                                    
|Total Expenses                                                                                                                      
|                                                                                                                                    
|Net Income(Loss) Before Taxes                                                                                                       
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|Provision for Taxes                                                                                                                 
|Current                                                                                                                             
|Deferred                                                                                                                            
|                                                                                                                                    
|                                                                                                                                    
|Net Income(Loss)                                                                                                                    
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|Net loss per share basic and diluted                                                                                                
|                                                                                                                                    
|Weighted average number of shares outstanding                                                                                       
|See accompanying notes to financial statements                                                                                      





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|BUSINESSWAY INTERNATIONAL CORPORATION
Consolidated Cash Flows Statement
For the three months ended January 31, 2002 and 2001
(Unaudited)
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|                                                                                                                                        
|Cash provided by ( used in ) operating activities                                                                                       
|Net income ( loss)                                                                                                                      
|Items not requiring cash outlay                                                                                                         
|Amortization                                                                                                                            
|                                                                                                                                        
|sub-total                                                                                                                               
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|Changes in non-cash working capital items                                                                                               
|Accounts receivable                                                                                                                     
|Inventory                                                                                                                               
|Prepaid Expenses                                                                                                                        
|Accounts Payable and accruals                                                                                                           
|Income Taxes Payable                                                                                                                    
|Exchange on translation                                                                                                                 
|Funds generated from operations                                                                                                         
|                                                                                                                                        
|Cash provided by ( used in ) financing                                                                                                  
|                                                                                                                                        
|Advance from a director                                                                                                                 
|Share capital                                                                                                                           
|Increase( decrease) long term debt                                                                                                      
|Due to shareholders                                                                                                                     
|                                                                                                                                        
|Funds generated from financing                                                                                                          
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|Cash provided by ( used in ) investments                                                                                                
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|Acquisition of capital assets                                                                                                           
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|Funds (used in)generated from investments                                                                                               
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|Net change for the year                                                                                                                 
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|Cash (deficiency) beginning of year                                                                                                     
|                                                                                                                                        
|Cash end of year                                                                                                                        
|                                                                                                                                        



See accompanying notes to financial statements

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|BUSINESSWAY INTERNATIONAL CORPORATION
Consolidated Statement of Changes in Stockholders Equity
For the three months ended January 31, 2002 and 2001
(Unaudited)
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|SHARES                                                                                                                                                         
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|                                                                                                                                                               
|Balance , July 31, 2001                                                                                                                                        
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|Translation adjustment                                                                                                                                         
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|                                                                                                                                                               
|Net Income for the period                                                                                                                                      
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|                                                                                                                                                               
|Balance , January 31, 2002                                                                                                                                     
|                                                                                                                                                               
|See accompanying notes to financial statements                                                                                                                 



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|BUSINESSWAY INTERNATIONAL CORPORATION
Consolidated Statement of Comprehensive (Loss) Income
For the three months ended January 31, 2002 and 2001
(Unaudited)
|                                                                                                                                                            
|                                                                                                                                                            
|Net income (Loss)                                                                                                                                           
|                                                                                                                                                            
|Translation adjustment                                                                                                                                      
|                                                                                                                                                            
|Comprehensive income (loss)                                                                                                                                 
|                                                                                                                                                            
|Net loss per share - basic and diluted                                                                                                                      
|                                                                                                                                                            
|Weighted average number of shares outstanding                                                                                                               
|See accompanying notes to financial statements                                                                                                              

|BUSINESSWAY INTERNATIONAL CORPORATION
Notes to Consolidated Financial Statements
Six-month period ended January 31, 2002                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 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                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|1.	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIESThese financial statements have been prepared by management in accordance with accounting principles generally accepted in the United States. The significant accounting principles are as follows:
Consolidated financial statements and basis of presentation: The consolidated financial statements include the accounts of BusinessWay International Corp. and the accounts of Cor-bit Peripherals Inc. ,Le Groupe BusinessWay Inc. , BusinessWay Computer Center Inc. , 3739007 Canada Ltd. And 3423336 Canada Ltd.(inactive). All inter-company transactions and balances have been eliminated. Cash and cash equivalents: The Corporation considers all investments that are highly liquid with an original maturity of three months or less and readily convertible into cash to be cash equivalents.
Property and equipment: Property and equipment are stated at cost.
Depreciation is provided using the following methods
Furniture and equipment 20 % declining balance method
Computer equipment 30% declining balance method
Leasehold improvements 20% declining balance method
Master Franchise Development straight line over five years
The Company reviews property and equipment for impairment whenever events or changes in circumstances indicate the carrying value of an asset may not be fully recoverable. Research and development expenditures: Research and Development expenditures, if any, are expensed as incurred.

Foreign exchange: Foreign denominated assets and liabilities of the foreign subsidiary are translated at the rate of exchange prevailing at the balance sheet date whereas its revenues and expenses are translated at the monthly average exchange rate prevailing during the period. Translation adjustments that result from translating foreign currency financial statements are included in a separate component of stockholders' equity. Other foreign exchange gains and losses are included in the determination of net earnings.
Income taxes: The Corporation uses the asset and liability method of accounting for income taxes. Under the asset and liability method, deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between requires the recognition of future tax benefits such as net operating loss carry-forwards, to the extent that realization of such benefits is more likely than not. To the extent that management does not consider their reliability to be more likely than not, a valuation allowance is provided for the difference. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.
Comprehensive income: Effective January 1, 1998, the Corporation adopted Statement of Financial Accounting Standards No. 130, Reporting Comprehensive Income, which establishes new rules for the reporting and display of comprehensive income and its components.
Stock issued to employees: The Corporation applies the intrinsic value-based method of accounting prescribed by Accounting Principles Board ("APB") Opinion no. 25, Accounting for Stock Issued to Employees, and related interpretations, in accounting for stock option agreements. As such, compensation expense would be recorded on the date of grant only if the then current market price of the underlying stock exceeded the exercise price.
Impairment of long-lived assets and long-lived assets to be disposed of: The Corporation accounts for long-lived assets in accordance with the provisions of SFAS No. 121, Accounting for the Impairment of long-lived Assets and for long-lived Assets to Be Disposed Of. This statement requires that long-lived assets and certain identifiable intangibles be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceed the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell.
Net loss per share: Net loss per share is computed using the weighted average number of shares outstanding during the period. The fully diluted loss per share has not been disclosed because the effect of common shares issue-able upon the exercise of options and warrants is anti-dilative.
Dividends: The Corporation has not yet adopted any policy regarding payment of dividends. No dividends have been paid since inception.
Use of estimates: The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates.
Warranty repair expenses are immaterial and no reserve for warranty repairs has been established.
BusinessWay also increased its authorized capital from 100,000,00 shares of $0.001 par value common stock and 40,000,000 Class A Special Voting shares, without par value, to 300,000,000 shares of $0.001 par value common stock and 120,000,000 Class A Special Voting Shares, without par value, (the "Capital Increase"). See the Form DEF 14C which have been previously filed with the Securities and Exchange Commission on February 14, 2001.
The Company has obtained a line of credit facility with a banking institution in Canada enabling it to borrow up to $231,000 based on accounts receivable and inventory provided as security to the bank.
On September 13, 2000, the directors of the Company adopted the Company's Non-Qualified Stock Option Plan, pursuant to which the Plan Administrator is authorized to grant up to a total of 2,500,000 common shares. Reference is made to the information under the heading "SHARE EXCHANGE AGREEMENT - BUSINESSWAY COMPUTER CENTRE, INC. AND COR-BIT PERIPHERALS, INC. "appearing under "Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION" appearing in the Form 10-QSB of GlobalNetCare for the period ended June 30, 2000, as filed with the Securities and Exchange Commission (the "Acquisition Information"), and the Acquisition Information is hereby incorporated by reference. Under the terms of the Acquisition, GlobalNetCare has agreed to issue options to Faris Heddo to purchase 600,000 Common Shares of GlobalNetCare ("Shares") at $.50 per share and to purchase 500,000 Shares at $1.00 per share (collectively, the "Heddo Option Rights") as consideration for his agreement to serve as President, Chief Executive Officer, and a Director of GlobalNetCare. Pursuant to the Heddo Option Rights, on September 12, 2000, GlobalNetCare authorized the issuance of options to Mr. Heddo to purchase 100,000 Shares at $.50 per share. Under the terms of the Acquisition, GlobalNetCare has agreed to issue options to Michele Scott to purchase 600,000 Common Shares of GlobalNetCare ("Shares") at $.50 per share and 500,000 Shares at $1.00 per share (collectively, the "Scott Option Rights") as consideration for her agreement to serve as Chief Financial Officer, Vice President, Secretary and a Director of GlobalNetCare. Pursuant to the Scott Option Rights, on September 12, 2000, GlobalNetCare authorized the issuance of options to Ms. Scott to purchase 150,0000 Shares at $.50 per share There were no exercises of stock options or freestanding Stock Appreciation Rights during the quarter ended October 31, 2001 by any of the Company's officers or directors.
|2.	ORGANIZATION AND BUSINESS ACTIVITIES:
The Company was organized on October 30, 1980, under the laws of the State of Florida as C.N.W. Corp. On February 1, 1981, the Company issued 1,000 shares of its $1 par value common stock for services of $1,000. The Company did not have any activity before 1998 and, accordingly, commencement of its development stage is considered to be at the beginning of 1998.
On July 21, 1998, the Company increased its capitalization from 1,000 common shares to 50,000,000 common shares. The par value was changed from $1 to $0.001.
On July 21, 1998, the Company changed its name to C.N.W of Orlando Inc., and on December 28, 1998 it changed its name to GlobalNetCare, Inc.
On February 3, 1998, the Company incorporated its wholly-owned subsidiary, 3423336 Canada Ltd., a Canadian company, to develop a medical Website. However, the anticipated plans and operations of the Company for its medical Website have not and will not be achieved or pursued further. Due to its inability to generate sufficient revenues from these operations, the Company has decided to pursue a different line of business. The Corporation continues to operate the medical Website on a scaled down basis.
With the completion of the acquisition of Cor-bit Peripherals Inc. and BusinessWay Computer Center Inc. on September 12, 2000 (the "Acquisition"), the Company will no longer be considered a development stage enterprise since Cor-Bit Peripherals Inc. has a income stream that has been established for many years.
As a result of the Share Exchange Agreement signed September 12,2000 (the "Exchange Agreement"), the Company incorporated another wholly-owned subsidiary, 3739007 Canada Ltd., for the purpose of acquiring Cor-Bit Peripherals Inc. and BusinessWay Computer Center Inc. Under the Exchange Agreement, the Company acquired the shares of Cor-Bit Peripherals Inc. and BusinessWay Computer Center Inc. in exchange of 40,000,000 exchangeable Preferred Shares (the "Preferred Shares" ) of 3739007 Canada Ltd. (which are exchangeable for the same number of shares of the Company's common stock), and 37,923,891 Class A Special Voting Shares in the capital of the Company (the "Special Voting Shares"). The Special Voting Shares, which have no right to dividends and will be outstanding only until the Preferred Shares are exchanged, were issued to the principal owners of the acquired companies.
The Company's financial statements are prepared using United States G.A.A.P. (generally accepted accounting principles) applicable to a going concern, which contemplate the realization of assets and liquidation of liabilities in the normal course of business. It is management's plan to seek additional capital in connection with appropriate business opportunities including business combinations. The Company and its management is entertaining offers of potential acquisitions. The industry sector for these potential acquisitions and or mergers may or may not be of the company's present industry sector. These new acquisitions could be made in the way of a share exchange , stock options ,institutional borrowings or by means of a new private placement . Should any of these potential acquisitions be realized by the company, there would be a definite impact on the company resulting in a major re-structuring and re-organization of the company's present operations. However, there can be no assurance that any of the merger and acquisition proposals will be acceptable to the Company, its management or shareholders. Also the additional capital of institutional lending will be available when needed or available on terms that will be favorable to the Company its management and its shareholders.
3. SHARE CAPITAL
During the three-month period ended January 31, 2002, there were no significant changes in the Company's share capital structure.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|Item 2. Management's Discussion and Analysis or Plan of Operation. 
Forward-Looking Statements
Statements included in this Management's Discussion and Analysis and elsewhere in this document that do not relate to present or historical conditions are "forward looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21W of the Securities Exchange Act of 1934. Additional oral or written forward-looking statements may be made by the Company from time to time, and such statements may be included in documents that are filed with the Securities and Exchange Commission. The accuracy of such forward-looking statements are subject to risks and uncertainties that could cause results or outcomes to differ materially from those expressed in the forward-looking statements. Forward-looking statements may include, without limitation, statements relating to the Company's plans, strategies, objectives, expectations, and intentions and are intended to be made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Words such as "believes", "forecasts", "intends", "possible", "expects", "estimates", "anticipates", or "plans" and similar expressions are intended to identify forward-looking statements. Among the important factors which such statements are based are assumptions concerning the anticipated growth of the information technology industry, the market for and availability of components for the Company's computers, the availability of institutional lending or capital financing, and the success of the Company in maintaining and increasing the number of franchised retail outlets that carry its products.
Results of Operations
THREE MONTHS AND SIX MONTHS ENDED JANUARY 31, 2002 COMPARED TO THREE MONTHS AND SIX MONTHS ENDED JANUARY 31, 2001
Revenues
Sales in the second quarter for the three month period ended January 31, 2002 were lower than for the corresponding period in the prior year due to an overall reduced demand for computers and inability to finance all the orders. Revenues resulted from sales of computers and accessories to retail outlets that carry the BusinessWay franchise.
Cost of Sales
Cost of sales as a percentage of sales increased from 84.5% to 92.1% for the corresponding quarter in the prior year. Cost of sales are primarily dependent on the market conditions and availability of components for the computers and accessories sold by the Company.
Operating Expenses
Operating expenses were impacted by a number of significant changes in expense items. Salaries and commissions decreased from $75,182 in the second quarter of 2001 to $45,969 in the present period primarily as a result of a decrease in the number of paid employees from twelve to six. Amortization expense increased to $24,475 as a result of the amortization of franchiser rights capitalized in the fourth quarter of year 2001.
Net income
Primarily as result of the foregoing factors, the Company recorded a net loss of $96,183 during the second three months of fiscal year 2002.
Liquidity and Capital Resources
The Company has decreased its accounts receivable since the beginning of the fiscal year from $661,597 to $633,317, and decreased its bank indebtedness of $251,447 to $215,776 with the result that its total current assets have increased from $795,117 to $814,391 and the ratio of its current assets to current liabilities has decreased from 1.08 to 1 to 1.09 to 1.
In order to meet its business plan for expanding its BusinessWay franchise operations, the Company anticipates that it will need to raise approximately $500,000 of additional capital during the next twelve month period, which it will seek to do through private sales of its stock or through institutional borrowing. However, there can be no assurance that additional capital of institutional lending will be available when needed or available on terms that will be favorable to the Company.
Factors That May Affect Future Results
Competition: The computer industry is highly competitive and requires constant investment in research and development expenditures in order to keep pace with technology and competitors' products. The success of the company depends upon its ability to develop new products and to create market demand for these new and other existing products. If the company is unable to compete effectively or acquire additional financing to fund future research and development expenditures, it would have a materially adverse effect on the company's business operations and the company would not be able to continue marketing and developing products.
Dependence Upon External Financing: The company has been building its business through revenues generated from operations supplemented by the sale of its common stock. The ability of the company to continue its growth and expand its business is dependent upon the ability of the company to raise additional financing either through the issuance of additional stock or incurrence of debt.
The future success of the Company is likely dependent on its ability to attain additional capital to develop its proposed products and ultimately, upon its ability to attain future profitable operations. There can be no assurance that the Company will be successful in obtaining such financing, or that it will attain positive cash flow from operations.
The Company's plan of operation is to seek out, investigate, and pursue a merger, acquisition, or other business combination with an entity desiring the perceived benefits offered by the Company as a result of its having a class of securities registered under the Exchange Act.
To date, the Company has not identified a suitable target entity for any type of business combination, and management has no particular type of merger, acquisition, or business opportunity in mind. No restrictions have been placed on management's discretion to seek out and participate in an appropriate business opportunity. Due to limited financial resources it is anticipated that only a single potential business venture will be pursued.
Selection of an appropriate business opportunity is complex and risky due to the Company's limited financial resources, the speculative nature of operations, management's limited time commitment to the Company, management's potential conflicts of interest, the burdens of being a reporting company, lack of market research, and competition in the marketplace. The Company's success is dependent upon locating and consummating a business combination, and there are no assurances that this will occur.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|PART II OTHER INFORMATIONItem 1. Legal ProceedingsNoneItem 2. Changes In SecuritiesNoneItem 3. Defaults Upon Senior SecuritiesNone
Item 4. Submission of Matters to a Vote of Security Holders
The Company held an annual shareholders' meeting on March 8, 2002. The following matters were approved by a majority vote of the shareholders:
Re-election of Fabrice Zambito as Chairman and Director for a period of one year.
Re-election of Faris Heddo as Director for a period of one year.
Re-election of Michele Scott as Director for a period of one year.
Re-election of Stephane Morency (representing FondAction (CSN)) as Director for a period of one year.
Ratification of the appointed independent chartered accountant - Robert M. Lawand C.A.Item 5. Other Information.
None
Item 6. Exhibits and Reports on Form 8-K
Exhibits
None
Reports on Form 8-K.
None                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|SIGNATURESIn accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          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|Date: March 15, 2002                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    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