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


                                    FORM 10-Q


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



For the fiscal quarter ended:               September 30, 2003
Commission file number:                     33-42498



                             SUN NETWORK GROUP, INC.
             (Exact name of registrant as specified in its charter)


Florida                                            65-024624
(State or other jurisdiction of                    (I.R.S. Employer
incorporation or organization)                     Identification No.)



                         1440 Coral Ridge Dr., Suite 140
                          Coral Springs, Florida 33071
                    (Address of principal executive offices)
                                   (Zip code)

                                 (954) 360-4080
              (Registrant's telephone number, including area code)


Indicate by check mark whether  registrant (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  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days.

                                 Yes [X] No [ ]

Indicate the number of shares outstanding of each of the registrant's classes of
common stock, as of November 14, 2003:  28,448,487 shares of common stock, $.001
par value per share.


<PAGE>

                    SUN NETWORK GROUP, INC. AND SUBSIDIARIES
                                    FORM 10-Q
                    QUARTERLY PERIOD ENDED SEPTEMBER 30, 2003
                                      INDEX




<TABLE>
<CAPTION>
                                                                                                        Page
                                                                                                        ----
PART I - FINANCIAL INFORMATION

      Item 1 - Consolidated Financial Statements
<S>                                                                                                    <C>
      Consolidated Balance Sheets
                  September 30, 2003 (Unaudited) and December 31, 2002 .............................    3
      Consolidated Statements of Operations (Unaudited)
                  For the Three and Nine Months Ended September 30, 2003 and 2002 ..................    4
      Consolidated Statements of Cash Flows (Unaudited)
                  For the Nine Months Ended September 30, 2003 and 2002 ............................    5

      Notes to Consolidated Financial Statements (Unaudited) .......................................   6-11

      Item 2 - Management's Discussion and Analysis of Financial Condition and Results of Operations   12-15

      Item 3 - Control and Procedures ..............................................................   16

PART II - OTHER INFORMATION

      Item 1 - Legal Proceedings ...................................................................   16

      Item 2 - Changes in Securities and Use of Proceeds ...........................................   16
      Item 4 - Submission of Matters to a Vote of Security Holders .................................   16

      Item 6 - Exhibits and Reports on Form 8-K ....................................................   16

      Signatures ...................................................................................   17
</TABLE>

<PAGE>

                   SUN NETWORK GROUP, INC. AND SUBSIDIARIES
                          CONSOLIDATED BALANCE SHEETS



<TABLE>
<CAPTION>
                                                                                         September 30,         December 31,
                                                                                            2003                  2002
                                                                                         -----------          -----------
                                                                                         (Unaudited)
Assets
Current assets:
<S>                                                                                      <C>                  <C>
   Cash                                                                                  $     1,373          $    81,751
   Due from joint venture partner, net                                                            --               50,000
   Deferred debt issuance cost, net                                                               --               10,000
   Prepaids                                                                                   54,000               20,910
                                                                                         -----------          -----------

         Total current assets                                                                 55,373              162,661
                                                                                         -----------          -----------

Other assets:
   Radio programs, net                                                                            --               10,192
                                                                                         -----------          -----------

         Total other assets                                                                       --               10,192
                                                                                         -----------          -----------

         Total assets                                                                    $    55,373          $   172,853
                                                                                         ===========          ===========

                     Liabilities and Stockholders' Deficit

Current liabilities:
   Convertible debentures, net of discount                                               $   500,000          $   487,226
   Accounts payable                                                                           47,358               16,961
   Accrued interest                                                                           87,534               28,053
   Accrued penalty                                                                           458,383               31,233
   Accrued compensation, related party                                                       155,750               58,750
   Due to officer                                                                             13,541                3,242
                                                                                         -----------          -----------

         Total current liabilities                                                         1,262,566              625,465
                                                                                         -----------          -----------

Minority interest                                                                             38,127               43,224
                                                                                         -----------          -----------

Stockholders' deficit:
   Common stock ($0.001 par value; 500,000,000 authorized shares; 28,448,487 and
      22,448,487 shares issued and outstanding
      at September 30, 2003 and December 31, 2002, respectively)                              28,448               22,448
   Common stock issuable (5,000,000 shares at December 31, 2002)                                  --                5,000
   Additional paid-in capital                                                              1,325,541            1,290,041
   Accumulated deficit                                                                    (2,599,309)          (1,813,325)
                                                                                         -----------          -----------

         Total stockholders' deficit                                                      (1,245,320)            (495,836)
                                                                                         -----------          -----------

         Total liabilities and stockholders' deficit                                     $    55,373          $   172,853
                                                                                         ===========          ===========
</TABLE>

         See accompanying notes to consolidated financial statements.



                                       3
<PAGE>


          SUN NETWORK GROUP, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                         (Unaudited)


<TABLE>
<CAPTION>
                                                           For the Three Months Ended            For the Nine Months Ended
                                                                   September 30,                         September 30,
                                                         -------------------------------       -------------------------------
                                                             2003               2002               2003               2002
                                                         ------------       ------------       ------------       ------------

<S>                                                      <C>                <C>                <C>                <C>
REVENUES                                                 $      6,769       $      1,100       $     39,998       $      1,100
                                                         ------------       ------------       ------------       ------------

OPERATING EXPENSES:
    Compensation                                               37,500             37,500            115,986            118,516
    Amortization                                                2,794              1,027             10,192              1,027
    Bad debt                                                    1,663                 --              4,936                 --
    Consulting                                                  2,629             68,799             15,758            187,899
    Debenture penalty                                         167,408                 --            427,150                986
    Debt issuance cost amortization                                --                 --             10,000              5,000
    Impairment loss                                                --                 --             20,910                 --
    Professional fees                                           7,344             13,495             56,853             27,119
    Other selling, general and administrative                  20,775             62,093             80,487             87,768
                                                         ------------       ------------       ------------       ------------

        Total Operating Expenses                              240,113            182,914            742,272            428,315
                                                         ------------       ------------       ------------       ------------

LOSS FROM OPERATIONS                                         (233,344)          (181,814)          (702,274)          (427,215)
                                                         ------------       ------------       ------------       ------------

OTHER INCOME (EXPENSES):
    Settlement expense                                             --                 --            (36,500)                --
    Interest expense                                          (30,327)          (252,598)           (72,255)          (493,168)
    Recovery of bad debt                                        2,946                 --             15,012                 --
    Interest income                                             1,663              1,380              4,936              1,380
                                                         ------------       ------------       ------------       ------------

        Total Other Expenses                                  (25,718)          (251,218)           (88,807)          (491,788)
                                                         ------------       ------------       ------------       ------------

LOSS BEFORE MINORITY INTEREST                                (259,062)          (433,032)          (791,081)          (919,003)

MINORITY INTEREST IN SUBSIDIARY LOSS                            1,397                 --              5,097                 --
                                                         ------------       ------------       ------------       ------------

NET LOSS                                                 $   (257,665)      $   (433,032)      $   (785,984)      $   (919,003)
                                                         ============       ============       ============       ============

EARNING (LOSS) PER SHARE:
      Net Loss Per Common Share - Basic and Diluted      $      (0.01)      $      (0.02)      $      (0.03)      $      (0.04)
                                                         ============       ============       ============       ============

      Weighted Common Shares Outstanding - Basic
        and Diluted                                        28,448,487         21,344,139         28,316,619         22,024,055
                                                         ============       ============       ============       ============
</TABLE>

 See accompanying note to consolidated financial statements.



                                       4
<PAGE>



                    SUN NETWORK GROUP, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                                     For the Nine Months
                                                                       Ended September 30,
                                                                  ----------------------------
                                                                    2003               2002
                                                                  ---------          ---------
Cash flows from operating activities:
<S>                                                               <C>                <C>
    Net loss                                                      $(785,984)         $(919,003)
    Adjustments to reconcile net loss to net cash
    used in operating activities:
       Amortization expense                                          10,192              1,027
       Bad debt expense                                               4,936                 --
       Impairment loss                                               20,910                 --
       Amortization of deferred debt issuance costs                  10,000              5,000
       Amortization of debt discounts to interest expense            12,774              5,044
       Stock based consulting expense                                36,500            106,700
       Interest expense                                                  --            475,795
       Allocation of loss to minority interest                       (5,097)                --

       (Increase) decrease in:
         Accounts receivable                                             --             (1,100)
         Interest receivable                                         (4,936)            (1,380)
         Prepaids                                                   (54,000)            24,425

       Increase (decrease) in:
         Accounts payable                                            30,397              1,290
         Accrued expenses                                            59,481             13,315
         Accrued penalties                                          427,150                 --
         Accrued compensation, related party                         97,000             92,500
                                                                  ---------          ---------

Net cash used in operating activities                              (140,677)          (196,387)
                                                                  ---------          ---------

Cash flows from investing activities:
    Loan disbursement                                                    --            (56,000)
    Convertible note disbursement                                        --            (10,000)
                                                                  ---------          ---------

Net cash used in investing activities                                    --            (66,000)
                                                                  ---------          ---------

Cash flows from financing activities:
    Equity proceeds from stockholders                                    --             82,390
    Proceeds from convertible debt                                       --            500,000
    Deferred debt issuance costs                                         --            (20,000)
    Proceed from loan from joint venture partner                     50,000                 --
    Proceeds from (payments on) loans from officer                   10,299            (26,021)
                                                                  ---------          ---------

Net cash provided by financing activities                            60,299            536,369
                                                                  ---------          ---------

Net (decrease) increase in cash                                     (80,378)           273,982

Cash at beginning of period                                          81,751              5,321
                                                                  ---------          ---------

Cash at end of period                                             $   1,373          $ 279,303
                                                                  =========          =========

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

Cash paid during the period for:
    Interest                                                      $      --          $      --
                                                                  =========          =========
    Income Taxes                                                  $      --          $      --
                                                                  =========          =========
</TABLE>



         See accompanying notes to consolidated financial statements.


                                       5
<PAGE>


                    SUN NETWORK GROUP, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               September 30, 2003
                                   (UNAUDITED)

NOTE 1 - BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Nature of Organization

The accompanying  unaudited consolidated financial statements have been prepared
in  accordance  with  generally  accepted  accounting   principles  for  interim
financial  information  and  pursuant  to  the  rules  and  regulations  of  the
Securities  and  Exchange  Commission  ("SEC").  The  accompanying  consolidated
financial  statements  for the  interim  periods are  unaudited  and reflect all
adjustments  (consisting only of normal recurring adjustments) which are, in the
opinion of management,  necessary for a fair  presentation  of the  consolidated
financial position and consolidated operating results for the periods presented.
These consolidated  financial  statements should be read in conjunction with the
consolidated  financial statements of Sun Network Group, Inc. for the year ended
December 31, 2002,  2001 and 2000 and notes  thereto  contained in the Report on
Form  10-K for the year  ended  December  31,  2002 as filed  with the SEC . The
results of  operations  for the nine  months  ended  September  30, 2003 are not
necessarily  indicative of the results for the full fiscal year ending  December
31, 2003.

Sun Network  Group,  Inc. was  incorporated  under the laws of Florida on May 9,
1990 and was inactive for several years.

On September 5, 2002,  the Company formed a general  partnership  with one other
partner.   The  partnership,   Radio  X  Network  ("Radio  X"),  was  formed  to
independently create,  produce,  distribute,  and syndicate radio programs.  The
Company offers radio programs to radio stations in exchange for advertising time
on those stations, which the Company then sells to advertisers. This is known in
the media  industry as "barter  syndication."  In return for providing the radio
stations with programming  content,  the Company receives  advertising  minutes,
which the Company then sells to advertisers.  The amount of advertising  minutes
received  is based on  several  factors,  including  the type and  length of the
programming  and the  audience  size of the  radio  station  affiliate.  In some
instances,  the Company may also receive a monthly license fee in addition to or
in lieu of the commercial inventory and may derive revenues from sponsorship and
merchandising. Sun Network Group, Inc. acts as a holding company for Radio X and
RadioTV  Network,  Inc. RadioTV Network Inc. is developing a business to produce
and broadcast television versions of top rated radio programs.

Principles of Consolidation

The consolidated financial statements include the accounts of Sun Network Group,
Inc., its wholly owned  subsidiary,  RadioTV  Network,  Inc., and its controlled
subsidiary Radio X. All significant  intercompany accounts and transactions have
been eliminated in consolidation.

Revenue Recognition

The Company  accounts for revenues from its Radio TV Network,  Inc operations in
accordance with the AICPA Accounting  Standards Executive Committee Statement of
Position No. 00-2,  "Accounting  by  Producers or  Distributors  of Films" ("SOP
00-2").

The  Company  produced  in the  past  and  may  again  in the  future,  episodic
television  series and generates  revenues from the sale of broadcast  licenses.
The terms of the licensing  arrangement may vary  significantly from contract to
contract and may include fixed fees, variable fees with or without nonrefundable
minimum guarantees, or barter arrangements.





                                       6
<PAGE>


                    SUN NETWORK GROUP, INC. AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
                               September 30, 2003
                                   (UNAUDITED)



NOTE 1 - BASIS OF PRESENTATION  AND SUMMARY OF SIGNIFICANT  ACCOUNTING  POLICIES
(Continued)

Revenue Recognition (Continued)

The Company  recognizes  monetary  revenues when evidence of a sale or licensing
arrangement  exists,  the license period has begun,  delivery of the film to the
licensee has occurred or the film is available for  immediate and  unconditional
delivery,  the arrangement fee is fixed or  determinable,  and collection of the
arrangement  fee is  reasonably  assured.  The Company  recognizes  only the net
revenue due to the Company pursuant to the formulas or amounts stipulated in the
customer contracts.

The Company recognizes  revenues from barter arrangements in accordance with the
Accounting   Principles  Board  Opinion  No.  29  "Accounting  for  Non-Monetary
Exchanges,"  ("APB 29") as interpreted by EITF No. 93-11  "Accounting for Barter
Transactions  Involving  Barter  Credits."  In  general,  APB 29 and it  related
interpretation require barter revenue to be recorded at the fair market value of
what is received or what is surrendered, whichever is more clearly evident.

The Company  recognizes  revenues from the sale of radio program  advertising in
its  Radio X  Network  operations  when the fee is  determinable  and  after the
commercial advertisements are broadcast. Any amounts received from customers for
radio advertisements that have not been broadcast during the period are recorded
as deferred revenues until such time as the advertisement is broadcast.

The Company  recognizes  radio  program  license fee revenues when evidence of a
licensing  arrangement  exists,  the license  period has begun,  delivery of the
program  to  the  licensee  has  occurred  or is  available  for  immediate  and
unconditional  delivery,  the  arrangement  fee is  fixed or  determinable,  and
collection of the arrangement fee is reasonably assured.

NOTE 2 - CONVERTIBLE DEBENTURES AND WARRANTS AND DEFAULT

On June 27, 2002, the Company  entered into a Securities  Purchase  Agreement to
Issue and sell 12% convertible debentures,  in the aggregate amount of $750,000,
convertible  into  shares  of common  stock,  of the  Company.  The  Company  is
permitted  to use the  proceeds  to  make  one or more  loans  for a  legitimate
business purpose,  which such loans, in the aggregate,  may not exceed $100,000.
As of June 27, 2002,  $250,000 in convertible  debentures were issued to various
parties. The holders of this debt have the right to convert all or any amount of
this debenture into fully paid and non-assessable  shares of common stock at the
conversion  price with the limitation that any debenture  holder may not convert
any amount of the debentures if after  conversion  that  debenture  holder would
beneficially  hold more than 4.9% of the total  outstanding  common stock of the
Company.  However, any debenture holder may waive this limitation provision with
61 days written  notice to the Company.  The conversion  price  generally is the
lesser of (a) 50% of the  market  value of the  common  stock as  defined in the
debenture  or  (b)  $0.15.  Interest  is  payable  either  quarterly  or at  the
conversion  date at the  option  of the  holder.  These  convertible  debentures
matured on June 27,  2003,  and are  secured by  substantially  all  present and
future assets of the Company. (see default discussion below)



                                       7
<PAGE>




                    SUN NETWORK GROUP, INC. AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
                               September 30, 2003
                                   (UNAUDITED)

NOTE 2 - CONVERTIBLE DEBENTURES AND WARRANTS (Continued)

In 2002,  the  Company  paid  $20,000  of legal fees  related  to the  debenture
issuances  and recorded  these fees as a deferred debt issuance cost asset to be
amortized over the one-year term of the debentures. Amortization of the deferred
debt issuance cost  included in general and  administrative  was $10,000 for the
nine months ended September 30, 2003.

In  connection  with the  convertible  debentures  issued,  warrants to purchase
250,000  common shares were issued to the holders at an exercise price per share
of $0.15.  The  warrants  are  exercisable  immediately  and  through  the third
anniversary  of the date of issuance.  These warrants were treated as a discount
on the  convertible  debenture  and in 2002 were valued at $9,430 under SFAS No.
123 using the Black-Scholes option-pricing model.

On August 8, 2002, an additional $250,000 of convertible debentures and warrants
to purchase  250,000  common shares were purchased from the Company for $250,000
with the terms  similar to that  described  above and  matured on August 8, 2003
(see default discussion below). The warrants were treated as a discount on these
convertible  debentures  and in 2002 were valued at $14,775  computed  using the
Black-Scholes  option-pricing model. The discount on the convertible  debentures
is amortized to interest  expense  over the term of the  debentures  starting on
July 1, 2002.  Amortization  included  in  interest  expense for the nine months
ended September 30, 2003 was $12,774.

If the  registration  statement  relating  to  the  debentures  is not  declared
effective with in 90 days of June 27, 2002 or loses  quotation in the NASD OTCBB
the Company is obligated to pay a fee to the  debenture  holders equal to 2% per
month on the  principal  balance  outstanding.  As of September  30,  2003,  the
registration  statement  was not  effective  and  accordingly,  the  Company has
recorded $89,753 in penalty fee expenses for the nine months ended September 30,
2003 resulting in a total accrued penalty related to this penalty of $120,986 at
September 30, 2003.

Under the  debenture,  the Company incurs a liquidated  damages  penalty for not
having  enough  authorized  shares to allow  for the  issuance  of all  dilutive
securities  based on a formula as  stipulated in the  Debenture  agreement.  The
penalty rate is computed as 3% of the  outstanding  debenture  balance per month
which computes to $15,000 per month.  The accrued penalty through  September 30,
2003 amounted to $161,137.  Although the Company  authorized the increase of its
authorized  shares to 200,000,000 in May 2003,  this increase was not sufficient
to satisfy the required  authorized  shares pursuant to the Debenture  Agreement
and  therefore  the penalty has been accrued  through  September  30,  2003.  In
October 2003, the authorized shares were increased to 500,000,000.

On June 28, 2003 (the "Default Date") the Company defaulted on its maturity date
payment on $250,000 of debentures. Additionally, on August 8, 2003 (the "Default
Date") the  Company  defaulted  on its  maturity  date  payment on  $250,000  of
debentures.  A default  penalty is computed  under the terms of the debenture as
$176,260  and has been  charged to default  note of 15% from the  default  dates
operations on the Default Date and included in accrued  penalty at September 30,
2003.

In  addition,  interest is accruing at the default  rate of 15% from the default
dates. The convertible debenture liability is as follows at September 30, 2003:

Convertible debenture                                 $500,000
Less: unamortized discount on debenture                   --
                                                      --------
Convertible debenture, net                            $500,000
                                                      ========


Accrued interest at September 30, 2003 was $87,534


                                       8
<PAGE>



                    SUN NETWORK GROUP, INC. AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
                               September 30, 2003
                                   (UNAUDITED)


NOTE 3 - RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

The  Financial  Accounting  Standards  Board has  recently  issued  several  new
accounting pronouncements:

In  November  2002,  the FASB issued FASB  Interpretation  No. 45,  "Guarantor's
Accounting  and  Disclosure  Requirements  for  Guarantees,  Including  Indirect
Guarantees  of  Indebtedness  of Others"  (FIN 45).  FIN 45  requires  that upon
issuance of a guarantee,  a guarantor  must  recognize a liability  for the fair
value  of an  obligation  assumed  under  a  guarantee.  FIN  45  also  requires
additional  disclosures  by a  guarantor  in its  interim  and annual  financial
statements  about  the  obligations   associated  with  guarantees  issued.  The
recognition  provisions  of FIN 45 are effective  for any  guarantees  issued or
modified after December 31, 2002. The disclosure  requirements are effective for
financial  statements  of interim or annual  periods  ending after  December 15,
2002. The adoption of this  pronouncement  did not have a material effect on the
earnings or financial position of the Company.

In  January   2003,   the  FASB  issued   Interpretation   No.  46  ("FIN  46"),
"Consolidation of Variable Interest Entities." FIN 46 requires that if an entity
has a controlling  financial interest in a variable interest entity, the assets,
liabilities and results of activities of the variable  interest entity should be
included in the consolidated financial statements of the entity. FIN 46 requires
that its provisions are effective  immediately for all arrangements entered into
after January 31, 2003. The Company does not have any variable interest entities
created after  January 31, 2003.  For those  arrangements  entered into prior to
January  31,  2003,  the FIN 46  provisions  are  required  to be adopted at the
beginning of the first interim or annual period  beginning  after June 15, 2003.
The Company has not identified any variable  interest  entities to date and will
continue to evaluate whether it has variable  interest entities that will have a
significant impact on its consolidated balance sheet and results of operations.

In January 2003, the EITF finalized a consensus on Issue No. 02-16,  "Accounting
by a Customer  (Including a Reseller)  for Cash  Consideration  Received  from a
Vendor." The Task Force concluded that cash  consideration in excess of specific
identifiable costs, including sales incentives,  allowances, discounts, coupons,
rebates and price  reductions,  when  meeting  certain  criteria,  constitute  a
reduction in vendor price,  and should  therefore be reflected as a reduction in
cost of sales when the related merchandise is sold. The EITF concluded that this
literature  should be applied to new  arrangements,  including  modifications of
existing  arrangements,  entered into after  December 31, 2002.  We adopted EITF
02-16 as of January 1, 2003. The adoption of EITF 02-16 had an immaterial impact
on our consolidated financial position and results of operations.

In May 2003,  the FASB issued SFAS No. 150,  "Accounting  for Certain  Financial
Instruments with Characteristics of Both Liabilities and Equity." This statement
establishes  standards  for  how  an  issuer  classifies  and  measures  certain
financial  instruments with characteristics of both liabilities and equity. This
statement is effective for financial  instruments entered into or modified after
May 31, 2003, and otherwise is effective for the first interim period  beginning
after June 15, 2003, with certain  exceptions.  The adoption of SFAS No. 150 did
not have a significant impact on our consolidated  financial position or results
of operations.



                                       9
<PAGE>


                    SUN NETWORK GROUP, INC. AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
                               September 30, 2003
                                   (UNAUDITED)



NOTE 4 - STOCKHOLDERS' DEFICIT

Common Stock

In January 2003, 5,000,000 shares previously issuable were issued.

On February 4, 2003, the Company settled a lawsuit by issuing  1,000,000  common
shares and $6,500 in cash. The shares were valued at the quoted trading price of
$0.03 per share on the settlement date resulting in a total  settlement  expense
of $36,500.

NOTE 5 - IMPAIRMENT LOSS

The  Company  received  certain  capital  stock of a private  German  company in
exchange  for a prepaid  expense of $20,910  that was  recorded at December  31,
2002.  As the  valuation of the capital  stock  received  could not be supported
based on  valuation  or other  objective  data,  the  Company  has  elected  the
conservatively  impair  this asset for  accounting  purposes.  Accordingly,  the
Company  recorded  an  impairment  loss of  $20,910  for the nine  months  ended
September 30, 2003.

NOTE 6 - COMMITMENTS

On February  21,  2003 the Company  executed a  Production  and Studio  Facility
Agreement (the "Agreement") whereby the Company will pay a vendor to construct a
production  facility and provide certain initial stipulated  production services
relating to a  television  program for which the Company has  exclusive  rights.
Production was to commence no later than October 1, 2003. As of the date of this
report, the Company has not commenced production.

The total consideration to be paid by the Company is $162,000.  The Company paid
$54,000 upon  execution of the  agreement  and became  committed to pay the next
$54,000  on  August  1,  2003.  Another  $54,000  will be due  when  the  studio
construction  is  completed.  As of the date of this report,  the $54,000 due on
August 1, 2003 has not been paid. As contingent consideration,  the Company will
pay 5% of all "net receipts" as defined in the Agreement

The Company may  terminate  the  agreement  after July 1, 2003 and received as a
refund any unused portion of the consideration advanced plus $10,000.

NOTE 7 - REPORTABLE SEGMENTS

As of  September  30, 2003 and 2002,  the Company had two  reportable  segments:
Network TV and  Network  Radio.  The  Company's  reportable  segments  have been
determined in accordance with the Company's internal management  structure.  The
following  table  sets  forth  the  Company's  financial  results  by  operating
segments:



                                       10
<PAGE>


                    SUN NETWORK GROUP, INC. AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
                               September 30, 2003
                                   (UNAUDITED)

NOTE 7 - REPORTABLE SEGMENTS - continued


<TABLE>
<CAPTION>
               September 30, 2003              Network TV       Network Radio          Total
               ------------------              ----------       -------------          -----
<S>                                            <C>                <C>                <C>
Assets                                         $  55,373          $      --          $  55,373
                                               ---------          ---------          ---------
Revenues                                       $  30,000              9,998          $  39,998
Amortization                                          --            (10,192)           (10,192)
Other operating expenses                        (707,070)           (25,010)          (732,080)
Interest income                                    4,936                 --              4,936
Interest expense                                 (72,255)                --            (72,255)
Settlement expense                               (36,500)                --            (36,500)
Recovery of bad debt                                  --             15,012             15,012
Minority interest in subsidiary losses                --              5,097              5,097
                                               ---------          ---------          ---------
Segment loss                                   $(780,889)         $  (6,492)         $(785,984)
                                               =========          =========          =========
</TABLE>


September 30, 2002               Network TV       Network Radio         Total
------------------               ----------       -------------         -----
Assets                           $ 273,058          $ 149,473        $ 422,531
                                 ---------          ---------        ---------
Revenues                         $      --              1,100        $   1,100
Amortization                            --             (1,027)          (1,027)
Other operating expenses          (426,688)              (600)        (427,288)
Interest income                      1,380                 --            1,380
Interest expense                  (493,168)                --         (493,168)
                                 ---------          ---------        ---------
Segment loss                     $(918,476)         $    (527)       $(919,003)
                                 =========          =========        =========

NOTE 8 - GOING CONCERN

As reflected in the accompanying consolidated financial statements,  the Company
had an  accumulated  deficit  of  $2,599,309  and a working  capital  deficit of
$1,207,193  at September  30, 2003,  and cash used in operations in for the nine
months ended September 30, 2003 of $140,677. In addition, revenues were nominal.
In 2002,  the  Company  received  $500,000 in funding  and a  commitment  for an
additional  $250,000.  In November 2003, the Company received  $167,400,  net of
$82,600 of fees.  In addition,  management  has  implemented  revenue  producing
programs in its new subsidiary,  Radio X Network, which have started to generate
minimal revenues.

Management  expects  operations to generate  negative cash flow at least through
December 2003 and the Company does not have existing capital resources or credit
lines available that are sufficient to fund operations and capital  requirements
as presently planned over the next twelve months. The Company's ability to raise
capital to fund  operations  is further  constrained  because  they have already
pledged  substantially all of their assets and have restrictions on the issuance
of the common stock. The Company expects to generate  substantially all revenues
in the future from sales of Radio X Network  programs.  However,  the  Company's
limited  financial  resources  have  prevented  the  Company  from  aggressively
advertising  its  product to achieve  consumer  recognition.  The ability of the
Company to continue as a going concern is dependent on the Company's  ability to
further  implement its business  plan and generate  revenues.  The  consolidated
financial  statements do not include any adjustments  that might be necessary if
the Company is unable to continue as a going concern.  Management  believes that
the actions  presently  being taken to further  implement  its business plan and
generate additional revenues provide the opportunity for the Company to continue
as a going concern.


NOTE 9 - SUBSEQUENT EVENTS

In October 2003, the Company  changed the number of authorized  common shares to
500,000,000.

In November  2003 the Company  issued  $250,000 of  convertible  debentures  and
warrants to purchase 250,000 common shares and received  $167,400 net of $82,600
of fees.

The warrants were valued at $3,500  resulting in a debt discount to be amortized
over the debt term of one year.

The Company  paid  $25,000 of debt  issuance  cost legal fees  (included  in the
$82,600 above) which is recorded as an asset to be amortized over the debt term.

The  Company  also  recognized  a  $246,500  interest  expense  relating  to the
beneficial conversion feature of the debentures.


                                       11
<PAGE>



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

OVERVIEW

The Company acquired all of the assets of RadioTV  Network,  Inc ("RTV") on July
16, 2001 in a  transaction  treated as a  recapitalization  of RTV. RTV has been
developing and operating,  for the past few years, a new television network that
produced and  distributed  TV  adaptations  of top rated radio programs and also
produces  and  distributes   radio  programs   through  a  partnership  with  an
established radio network.

On June 27, 2002 the Company entered into agreement with four (4)  institutional
investors  to  provide  the  Company  $750,000  in  capital  through  a  Secured
Convertible  Debenture  Offering  ("Debenture").   The  Company  has  filed  and
withdrawn a SB-2  Registration  Statement  and,  subsequently,  a SB-2/A amended
Registration  Statement and a new SB-2 Registration Statement in connection with
the Debenture. In November 2003, the SB-2 was declared effective by the SEC.

On June 28, 2002 the Company entered into an Option Agreement and Plan of Merger
("Agreement")  to  acquire  all of the  assets of Live  Media  Enterprises,  Inc
("Live"),  a west coast based independent producer of consumer lifestyle events.
On September 3, 2002 the Company  elected to terminate the  Agreement  with Live
and will not proceed with the acquisition  even on modified terms. In connection
with the Agreements the Company has loaned Live the sum of $56,000. This loan is
documented in two Promissory Notes and is collateralized by substantially all of
the assets of Live and personally guaranteed by Live's principal shareholder and
officer.  The Company is presently  attempting to collect its debts from Live in
the Los Angeles Superior Court.

On September 5, 2002, the Company entered into agreement with Sports Byline USA,
L.P. to own and operate a new, national radio network,  Radio X. Radio X intends
to develop, produce, license, broadcast and distribute radio programs,  targeted
to young males that will be distributed  via traditional  terrestrial  stations,
via  satellite  and over the Internet.  The Company has  contributed  the sum of
$100,000 to this  business plus certain  management  services.  Our  partnership
interest is 50%, however,  we have an overriding voting control over all matters
of the partnership. Radio X currently has three radio programs in distribution.

The  Company  intends to use the net  proceeds  from the  Debenture  to develop,
operate  and expand the  businesses  of RTV and Radio X and to  continue to seek
other  opportunities for the Company.  The Company believes that upon completing
the Debenture  financing it will have sufficient  capital to operate through the
end of 2003. The Company will,  however,  continue to seek additional capital to
fund  further  development,  expansion  and  operation of its  businesses.  Upon
conversion  of the  Debentures  into the  Company  common  stock  there  will be
substantial shareholder dilution.

RESULTS OF OPERATIONS

Nine months ended September 30, 2003 compared to the nine months ended September
30, 2002

REVENUES

Revenues for the nine months ended  September  30, 2003 were $39,998 as compared
to  revenues  for the nine months  ended  September  30, 2002 of $1,100.  Of the
$39,998  of  revenue,  $30,000  was  derived  from video  production  and $9,998
revenues were derived from our consolidated subsidiary, Radio X Network.




                                       12
<PAGE>

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

OPERATING EXPENSES

Compensation  was $115,986 for the nine months ended September 30, 2003 compared
to $118,516 for the comparable  period in 2002.  Compensation  relates solely to
compensation under our employment agreement with our president.

Amortization  of radio  programs of $10,192 and $1,027 for the nine months ended
September 30, 2003 and 2002,  respectively,  results from  amortizing  the radio
programs  intangible assets that resulted from the investment by our subsidiary,
RadioTV  Network,  Inc, in the Radio X Network.  The  intangible  asset is being
amortized  using the  straight-line  method over the expected useful life of the
program of one year.  Amortization in the comparable  period in 2002 was minimal
since the investment was made in September 2002.

Consulting  expense for the nine  months  ended  September  30, 2003 was $15,758
compared to $187,899 for the nine months ended September 30, 2002.

The Debenture  penalty of $427,150 and $985 for the nine months ended  September
30,  2003 and 2002,  respectively,  represents  the  accrued  penalty  under the
provisions of the Convertible Debentures.  The penalties relate to the deadlines
associated  with the Company filing a Registration  Statement in connection with
the Convertible  Debentures and liquidated damages penalty for not having enough
authorized shares to allow for the issuance of all dilutive  securities based on
a formula as  stipulated in the  Debenture  agreement  and a default  penalty of
$176,260  on the June 28,  2003 and  August  8, 2003  maturity  of  $500,000  of
debentures

For the nine months ended September 30, 2003, the Company had an impairment loss
of $20,910 as compared to $0 for the nine months ended  September 30, 2002.  The
impairment relates to certain capital stock received in a German private company
in lieu of a refund of a prepaid expense paid to a service provider. Since there
was no  objective  valuation  data  supporting  the value of the  capital  stock
received, the Company elected to impair this asset.

Professional  fees for the nine months  ended  September  30, 2003 were  $56,853
compared to $27,119 for the nine months ended  September 30, 2002.  The increase
is primarily related to accounting and legal,  audit and registration  statement
related  services  regarding  our  filing a SB-2 and our  quarterly  and  annual
reports.

Other  selling,  general and  administrative  expenses were $80,487 for the nine
months ended September 30, 2003 as compared to $87,768 for the nine months ended
September  30, 2002.  The decrease in expenses is primarily due to a decrease in
advertising  expense for the nine months ended September 30, 2003 as compared to
$24,425 for the nine  months  ended  September  30, 2002 and a decrease in other
selling, general and administrative expenses for the nine months ended September
30, 2003 of $29,248 as compared to $63,343,  offset by an increase in travel and
entertainment  of  $29,417,  talent  costs in Radio X of  $9,800,  insurance  of
$6,015, telephone of $6,007.

Interest  expense  was  $72,255 for the nine  months  ended  September  30, 2003
compared to $493,168 for the nine months  ended  September  30,  2002.  Interest
expense for the nine  months  ended  September  30,  2003 is  attributed  to the
Convertible  Debenture offering and includes accrued interest of the Convertible
Debentures and  amortization of the debt discount as well as accrued interest on
the  Convertible  Debentures due to the default on payment.  For the nine months
ended September 30, 2002,  $475,795 of interest expense was recognized  relating
to an imbedded beneficial conversion feature on the convertible debentures.



                                       13
<PAGE>

On February 4, 2003, the Company settled a lawsuit by issuing  1,000,000  common
shares and $6,500 in cash. The shares were valued at the quoted trading price of
$0.03 per share on the settlement date resulting in a total  settlement  expense
of $36,500.

As a result of these  factors,  we reported a net loss of $785,984 or $(.03) per
share for the nine months ended  September 30, 2003 as compared to a net loss of
$919,003 or ($.04) per share for the nine months ended September 30, 2002.

LIQUIDITY AND CAPITAL RESOURCES

At  September  30,  2003,  we had a  stockholders'  deficit of  $1,245,320.  Our
operations  have been funded by an equity  investor in our common stock where we
issued  183,088  common  shares for $82,390  cash during 2002 and by the sale of
convertible  debentures of $500,000 through September 30, 2003. These funds were
used  primarily for working  capital,  capital  expenditures,  advances to third
parties in anticipation  of entering into a merger or acquisition  agreement and
to pay down certain related party loans.  The cash balance at September 30, 2003
was $1,373 and we will have to minimize  operations until we receive  additional
cash flows from our businesses or complete our Debenture financing.

We have no other material  commitments for capital  expenditures  except for the
anticipated  launch of a RadioTV  Network  program in early 2004. We received an
additional $167,400,  net of fees of $82,600 in convertible  debenture financing
upon effectiveness of our registration  statement. We may also receive financing
from the exercise of 500,000 outstanding  warrants,  which would provide maximum
funds of $75,000.  Other than several  thousand dollars to be generated from our
advertising  sales  from the  broadcast  of our  initial  program on the Radio X
Network,  debenture  proceeds and warrant exercise  proceeds we have no external
sources of  liquidity.  Although we believe we will have  sufficient  capital to
fund our  anticipated  operations  through  fiscal  2003,  we are not  currently
generating  meaningful  revenues and, unless we raise additional capital, we may
not be able to continue operating beyond fiscal 2003.

Net cash used in operations  during the nine months ended September 30, 2003 was
$140,677  and was  substantially  attributable  to net loss of  $785,984  offset
primarily  by non-cash  stock based  expenses  of  $36,500,  impairment  loss of
$20,910,  non-cash  debt  discount  amortization  of  $12,774,  amortization  of
deferred debt  issuance  costs of $10,000,  net changes in operating  assets and
liabilities of $555,092.  In the comparable  period of 2002 we had net cash used
in  operations  of  $196,387  primarily  relating  to the net  loss of  $919,003
primarily offset by interest expense of $475,795, stock-based consulting expense
of $106,700, and a change in accrued compensation of $92,500.

Net cash provided by financing  activities  for the nine months ended  September
30, 2003 was $60,299 as compared to net cash provided by financing activities of
$536,369 for the nine months ended  September  30, 2002.  During the nine months
ended  September  30,  2003,  we  received  proceeds  from a loan from our joint
venture partner of $50,000 and a loan from an officer of $10,299.  The loan from
our joint  venture  partner  came from funds held by that partner and due to our
controlled  subsidiary,  Radio X. In the comparable  period of 2002, we received
equity proceeds from stockholders of $82,390, net proceeds from convertible debt
of $480,000, offset by payment on loans to officers of $26,021.

For the fiscal year ended  December 31, 2002,  our auditors  have issued a going
concern  opinion in  connection  with  their  audit of the  Company's  financial
statements.  These  conditions  raise  substantial  doubt  about our  ability to
continue as a going concern if sufficient  additional funding is not acquired or
alternative sources of capital developed to meet our working capital needs.




                                       14
<PAGE>

CRITICAL ACCOUNTING POLICIES

A summary  of  significant  accounting  policies  is  included  in Note 1 to the
audited  financial  statements  included in our Annual  Report on Form 10-K,  as
amended,  for the year ended  December 31, 2002 as filed with the United  States
Securities  and Exchange  Commission.  We believe that the  application of these
policies  on a  consistent  basis  enables  us to provide  useful  and  reliable
financial information about our operating results and financial condition.

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  assets and  liabilities at the date of the financial  statements and
the  reported  amounts of revenues  and expenses  during the  reporting  period.
Actual results may differ from those estimates.

REVENUE RECOGNITION

We account for film revenues in accordance with the AICPA  Accounting  Standards
Executive Committee Statement of Position No. 00-2,  "Accounting by Producers or
Distributors of Films" ("SOP 00-2").

We generally produce episodic  television series and radio programs and generate
revenues from advertising sales and the sale of broadcast licenses.  Advertising
revenues  can  vary  significantly   subject  to  a  program's   popularity  and
distribution  and  general  supply  and  demand  and the terms of the  licensing
arrangements  may vary  significantly  from contract to contract and may include
fixed fees, variable fees with or without nonrefundable  minimum guarantees,  or
barter arrangements.

We recognize monetary revenues when evidence of a sale or licensing  arrangement
exists,  the license period has begun,  delivery of the film to the licensee has
occurred or the film is available for immediate and unconditional  delivery, the
arrangement fee is fixed or determinable,  and collection of the arrangement fee
is reasonably  assured.  The Company  recognizes only the net revenue due to the
Company  pursuant  to  the  formulas  or  amounts  stipulated  in  the  customer
contracts.

We recognize revenues from barter arrangements in accordance with the Accounting
Principles Board Opinion No. 29 "Accounting for Non-Monetary  Exchanges,"  ("APB
29") as  interpreted  by EITF No.  93-11  "Accounting  for  Barter  transactions
Involving  Barter  Credits."  In general,  APB 29 and it related  interpretation
require  barter  revenue  to be  recorded  at the fair  market  value of what is
received or what is surrendered, whichever is more clearly evident. We recognize
revenues from the sale of radio program advertising when the fee is determinable
and after the commercial advertisements are broadcast. Any amounts received from
customers  for radio  advertisements  that have not been  broadcast  during  the
period are recorded as deferred revenues until such time as the advertisement is
broadcast.  We recognize  radio program  license fee revenues when evidence of a
licensing  arrangement  exists,  the license  period has begun,  delivery of the
program  to  the  licensee  has  occurred  or is  available  for  immediate  and
unconditional  delivery,  the  arrangement  fee is  fixed or  determinable,  and
collection of the arrangement fee is reasonably assured.

STOCK BASED COMPENSATION

We account for stock  transactions with employees in accordance with APB Opinion
No. 25, "Accounting for Stock Issued to Employees." In accordance with Statement
of  Financial  Accounting  Standards  No.  123  ("SFAS  123"),  "Accounting  for
Stock-Based  Compensation," we adopted the pro forma disclosure  requirements of
SFAS 123. We account for stock issued to  non-employees  in accordance with SFAS
123 and related interpretations.




                                       15
<PAGE>

ITEM 3. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Our management,  under the supervision and with the  participation  of our chief
executive  officer and chief financial  officer,  conducted an evaluation of our
"disclosure  controls and procedures" (as defined in the Securities Exchange Act
of 1934 (the "Exchange Act") Rules 13a-14I) within 90 days of the filing date of
this  Quarterly  Report  on Form 10-Q (the  "Evaluation  Date").  Based on their
evaluation,  our chief  executive  officer  and  chief  financial  officer  have
concluded that as of the Evaluation Date, our disclosure controls and procedures
are  effective to ensure that all material  information  required to be filed in
this  Quarterly  Report  on Form  10-Q has been  made  known to them in a timely
fashion.

Changes in Internal Controls

There have been no significant changes (including corrective actions with regard
to significant  deficiencies or material weaknesses) in our internal controls or
in other factors that could  significantly  affect these controls  subsequent to
the Evaluation Date set forth above.

                           PART II - OTHER INFORMATION

Item 1.  Legal Proceedings

         None

Item 2.  Changes in Securities and Use of Proceeds

         In October 2003,  we changed the number of authorized  common shares to
         5,000,000.

Item 4.  Submission of Matters to Vote of Security Holders

         None

Item 6.  Exhibits and Reports on Form 8-K

    (a)  Exhibits

         31.1     Certification  by Chief Executive  Officer Pursuant to Section
                  302

         31.2     Certification  by Chief Financial  Officer Pursuant to Section
                  302

         32.1     Certification  by Chief Executive  Officer Pursuant to Section
                  906

         32.2     Certification  by Chief Financial  Officer Pursuant to Section
                  906


         Reports on Form 8-K

         None



                                       16
<PAGE>

                                   SIGNATURES

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

                                                SUN NETWORK GROUP, INC.


Dated:   November 19, 2003                      By: /s/ T. Joseph Coleman
                                                    ---------------------------
                                                    T. Joseph Coleman
                                                    Chief Executive Officer,
                                                    President and Director