================================================================================
                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   -----------

                                   FORM 10-KSB

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

                   For the fiscal year ended December 31, 2003

                                       OR

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

                        Commission file number 033-30365C

                                   -----------

                            CCC GLOBALCOM CORPORATION
           (Name of Small Business Issuer as specified in its charter)

             Nevada                                 36-3693936
 (State or other jurisdiction of          (I.R.S. Employer Identification No.)
  incorporation or organization)

                     1250 Wood Branch Park Drive, 4th Floor
                                 Houston, Texas
                                      77079
                    (Address of principal executive offices)

         Issuer's telephone number, including area code: (281) 759-5535

    Securities registered pursuant to Section 12(b) of the Exchange Act: None

    Securities registered pursuant to Section 12(g) of the Exchange Act: None

                                   -----------

         Check whether the Issuer (1) has filed all reports required to be filed
by Section 13 or 15(d) of the  Exchange  Act 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 |_|

         Check if there is no  disclosure  of  delinquent  filers in response to
Item 405 of  Regulation  S-B contained in this form,  and no disclosure  will be
contained, to the best of Issuer's knowledge, in definitive proxy or information
statements  incorporated  by  reference  in Part III of this Form  10-KSB or any
amendment to this Form 10-KSB. Yes |X| No |_|

         The Issuer's  revenues for the fiscal year ended December 31, 2003 were
$0.

         As of April 14, 2004,  32,774,490  shares of the Issuer's  common stock
were issued and outstanding of which 19,709,213 were held by  nonaffiliates.  As
of December 31, 2003, the aggregate market value of shares held by nonaffiliates
(based upon the  average of the closing ask and bid prices  reported on the Pink
Sheets of $0.03) was approximately $591,276.

                    DOCUMENTS INCORPORATED BY REFERENCE: NONE


<PAGE>
            CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

         This  Form  10-KSB  contains  certain  statements,  such as  statements
regarding CCC GlobalCom  Corporation's  ("CCC  GlobalCom's")  future plans, that
constitute  forward-looking  statements within the meaning of Section 27A of the
Securities  Act of 1933,  as  amended,  and Section  21E of the  Securities  and
Exchange Act of 1934, as amended,  including certain statements  contained under
"Management's  Discussion  and  Analysis of Financial  Condition  and Results of
Operations"  with  regard  to  certain  statements  contained  under  "Business"
concerning our future business plans.

         The  following   statements  are  or  may  constitute   forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of
1995:

         (i) any statements  contained or incorporated herein regarding possible
or assumed future results of operations of CCC GlobalCom's business, anticipated
cost savings or other  synergies,  the markets for CCC GlobalCom's  services and
products,   anticipated  capital   expenditures,   regulatory   developments  or
competition;

         (ii) any statements preceded by, followed by, or that include the words
"intends", "estimates", "believes", "expects", "anticipates", "should", "could",
or similar expressions; and

         (iii) other  statements  contained or incorporated by reference  herein
regarding matters that are not historical facts.

         Because such statements are subject to risks and uncertainties,  actual
results  may  differ   materially  from  those  expressed  or  implied  by  such
forward-looking  statements;  factors that could cause actual  results to differ
materially include, but are not limited to:

         o    the filing of bankruptcy by our operating subsidiaries;

         o    the Company has discontinued its operating activities;

         o    the impact of  technological  change on our business,  alternative
              technologies,  and  dependence  on  availability  of  transmission
              facilities;

         o    the loss of any significant numbers of customers;

         o    changes in business strategy or development plans;

         o    the  cost  of  pursuing   acquisitions   and  new   business   and
              initiatives;

         o    our significant indebtedness;

         o    the  availability  and terms of capital to fund our operations and
              the expansion of our business;

         o    risks of international business;

         o    regulatory risks in the United States and internationally;

         o    contingent liabilities;

         o    risks associated with debt service  requirements and our financial
              leverage;

         o    uncertainties associated with the success of acquisitions;

         o    the ongoing war on terrorism;
<PAGE>

         o    and other factors referenced in this Report; and

         o    the other risks  referenced  from time to time in CCC  GlobalCom's
              filings with the Securities and Exchange Commission.

         Potential  purchasers of CCC GlobalCom  capital stock are cautioned not
to place  undue  reliance  on such  statements,  which speak only as of the date
thereof.

         The  cautionary  statements  contained  or referred to in this  section
should  be  considered  in  connection  with  any  subsequent  written  or  oral
forward-looking statements that may be issued by CCC GlobalCom or persons acting
on its behalf. We undertake no duty to update these forward-looking  statements,
even though our situation may change in the future.


<PAGE>
                                TABLE OF CONTENTS


ITEM 1.    DESCRIPTION OF BUSINESS..........................................
           GENERAL..........................................................
           ACQUISITIONS.....................................................
           DIVESTITURES.....................................................
ITEM 2.    PROPERTIES.......................................................
ITEM 3.    LEGAL PROCEEDINGS................................................
ITEM 4.    SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS..............
ITEM 5.    MARKET FOR THE REGISTRANT'S COMMON STOCK AND RELATED
           SECURITY HOLDER MATTERS..........................................
ITEM 6.    MANAGEMENT'S DISCUSSION AND ANALYSIS FOR PLAN OF OPERATION.......
           GENERAL..........................................................
           RESULTS OF OPERATIONS............................................
           LIQUIDITY AND CAPITAL RESOURCES..................................
           LIQUIDITY ASSESSMENT.............................................
           INFLATION........................................................
           FORWARD OUTLOOK AND RISKS........................................
           CRITICAL ACCOUNTING POLICIES.....................................
           NEW ACCOUNTING PRONOUNCEMENTS....................................
           CERTAIN RELATED PARTY TRANSACTIONS...............................
ITEM 7.    FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA......................
ITEM 8.    CHANGES AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
           AND FINANCIAL DISCLOSURE.........................................
ITEM 8(a). CONTROLS AND PROCEDURES..........................................

ITEM 9.    DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL
           PERSONS; COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT.......
ITEM 10.   EXECUTIVE COMPENSATION...........................................
           COMPENSATION SUMMARY.............................................
           OPTIONS/SAR GRANTS IN LAST FISCAL YEAR...........................
           AGGREGATE OPTION EXERCISES AND NUMBER/VALUE OF UNEXERCISED
           OPTIONS..........................................................
           COMPENSATION OF DIRECTORS........................................
           EMPLOYMENT AGREEMENTS............................................
           2001 STOCK INCENTIVE PLAN........................................
           LONG-TERM INCENTIVE PLAN AWARDS..................................
ITEM 11.   SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT...
ITEM 12.   CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS.............
           EMPLOYMENT AGREEMENTS-CCC GLOBALCOM OFFICERS.....................
           STOCK BONUS TO OFFICERS..........................................
           CONSULTING AGREEMENT WITH SHAREHOLDER............................
           STOCK GRANTS FOR SERVICES PROVIDED BY SHAREHOLDERS...............
ITEM 13.   EXHIBITS,  AND REPORTS ON FORM 8-K...............................
           Exhibit 31.1 Section 302 of the Sarbanes Oxley Act of 2002 -
                Certification of Chief Executive Officer and Principal
                Financial Officer
           Exhibit 32.1 Section 906 of the Sarbanes Oxley Act of 2002 -
              Certification of Chief Executive Officer and Principal
                Financial Officer


<PAGE>
                                     PART I



ITEM 1.    DESCRIPTION OF BUSINESS

General

         CCC GlobalCom Corporation, a Nevada corporation, has been an Integrated
Communications  Provider  (ICP)  that  has  provided  a range  of  communication
services to both U.S. and international  residential and business customers.  We
were  primarily  a  switch-based  company,  which  means  we  used  a  strategic
deployment  of  network  switches  to  provide  communication  services  to  our
long-distance   customers.  We  also  purchased  local  telephone  communication
services from Incumbent Local Exchange Carriers (ILECs) on a wholesale basis. In
most  cases,  these  other  providers  from which we  purchased  services,  were
transparent  to our customers.  The use of our own switches  reduced our overall
service  costs.   Our  core  business  has  been   communication   services  and
communications  products,  which includes  long-distance  voice and data,  local
service, long-distance debit cards, and prepaid cellular cards.

         The  telecommunications  industry  has  experienced  a  great  deal  of
instability during the past several years.  During the 1990s,  forecasts of very
high levels of future demand  brought a  significant  number of new entrants and
new capital  investments  into the industry.  However,  those forecasts have not
materialized,   many  industry   participants  have  gone  through   bankruptcy,
telecommunications  capacity now far exceeds actual demand and, as a result, the
marketplace is characterized by fierce price competition as traditional and next
generation  carriers and Integrated  Communications  Providers compete to secure
market  share.  Resulting  lower  prices have eroded  margins and have kept many
industry  participants,  including the Company,  from attaining ongoing positive
cash flow from operations.  Many industry  participants and their customers have
gone  and  are  undergoing  reorganizations  through  bankruptcy,  contemplating
bankruptcy, or experiencing significant operating losses while consuming much of
their remaining liquidity.

         During the past twelve months,  the Company has discontinued  operating
as a  provider  of  long-distance  voice and data and local  service.  Financial
constraints caused by negative cash flows,  decreasing revenues and an inability
to pay vendors, creditors and taxes has required the Company to file for Chapter
7 Bankruptcy  protection for its Ciera Network Systems,  Inc. (Ciera)  operating
subsidiary (see more detailed information under the section headed "Textron Loan
Matters/Ciera Network Systems, Inc.".

         On  January 4,  2004,  the  Company  filed for  Chapter  11  bankruptcy
protection for its subsidiary, EqualNet, Inc. The Company's inability to pay its
vendors and creditors  and  discontinuation  of service by its principal  vendor
required  the Company to file for the  bankruptcy  protection.  On February  18,
2004,  Textron Financial  Corporation,  EqualNet Inc's.,  significant  creditor,
foreclosed on its asset based collateral including cash, accounts receivable and
customer  base.  On February  25,  2004,  the U.S.  Bankruptcy  Court  dismissed
EqualNet  Inc's.,  Chapter 11  bankruptcy  petition.  The  Company is  currently
evaluating  its options  including  filing a Chapter 7  bankruptcy  petition for
EqualNet, Inc.

         The  Company  has   discontinued  all   telecommunications   operations
including Ciera Network Systems,  Inc.'s  long-distance voice and data and local
services, EqualNet, Inc.'s long-distance debit cards and prepaid cellular cards,
and CCC  GlobalCom  Corporation's  long-distance  switches.  The  Company has no
intention of reentering any of the telecommunications markets at this time.

         The Company has incurred  significant  recurring operating losses since
inception,  has a working capital deficit,  has a stockholders'  deficit and has
discontinued  all  of its  current  operations.  The  auditors'  opinion  on our
consolidated  financial  statements as of December 31, 2003,  calls attention to
substantial doubts about our ability to continue as a going concern.  This means
that they question whether we can continue in business.

         Subsequent to December 31, 2003, the Company raised  $140,000 in equity
financing through the issuance of 7,000,000 shares of common stock.

         We  serve  as a  holding  company  for  our  subsidiaries'  operations.
References herein to CCC GlobalCom,  "Company", "we", "our", or "us" include CCC
GlobalCom  Corporation  and  our  subsidiaries,  unless  the  context  otherwise
requires.



                                       1
<PAGE>

Acquisitions

         CCC  GLOBALCOM  CORPORATION.  We were,  prior to June 12,  2000,  named
Emerald Capital  Investments,  Inc. On June 9, 2000, we commenced  operations in
the  telecommunications  industry  through  the  acquisition  of  CCC  GlobalCom
Corporation,  a Texas corporation ("CCC Texas"). CCC Texas was formed in 1999 to
commence operations in the telecommunications  industry. CCC Texas has conducted
no  operations  except  for its  acquisition  of  Ciera  Network  Systems,  Inc.
("Ciera").  The  Company's  acquisition  of CCC  Texas,  and as a result of such
acquisition, the acquisition of Ciera, was accounted for as a reverse merger.

         EQUALNET  COMMUNICATIONS  CORP. On April 5, 2001,  we acquired  certain
assets of EqualNet  Communications  Corp., EqualNet Corporation and USC Telecom,
Inc.  (collectively  referred to as "Equalnet").  The assets purchased  included
various fixed assets,  contracts,  receivables and other tangible and intangible
assets related to Equalnet's long-distance business,  customer service business,
and  telephone  debit,  sales  and  service  business.  The  purchase  price  of
$8,161,511  was paid with  available  cash and proceeds from a revolving  credit
facility of $7,500,000 from RFC Capital, a division of Textron  Financial.  In a
related transaction, CCC GlobalCom purchased three switches used in the Equalnet
long-distance  business  for  $750,000  from d-Tel  Network,  L.L.C.,  a company
controlled  by the  Chairman  of the  Board  of  Equalnet.  At the  time  of the
acquisition  of these assets,  Equalnet was subject to the  jurisdiction  of the
United States Bankruptcy Court and the purchase transaction was approved by such
court. EqualNet,  Inc. was not part of the group of companies collectively known
as  Equalnet,  but was formed  separately  during  2003 to acquire the assets of
Tele-Direct. (See below).

         OMNIPLEX COMMUNICATIONS, LLC. On September 11, 2001 we acquired certain
assets of Omniplex  Communications  Corporation.  The assets purchased  included
various fixed assets,  contracts,  receivables and other tangible and intangible
assets   related   to   Omniplex's    commercial    local   and    long-distance
telecommunications  business.  The purchase  price of  $8,298,704  was paid with
proceeds of $8,125,000  from a revolving  credit  facility  from RFC Capital,  a
division  of  Textron  Financial,  and  the  balance  with  available  cash.  In
connection  with the  acquisition,  a term sheet was drafted  whereby the lender
agreed in principle to exchange  $1,000,000 of its debt for warrants to purchase
our common stock at $4.00 per share.  The details of the warrants were finalized
in March 2002 and effective on September 7, 2001. In March 2002, debt to RFC was
reduced $500,000 pursuant to the terms of the warrant agreement.  At the time of
the acquisition of these assets, Omniplex was subject to the jurisdiction of the
United States Bankruptcy Court and the purchase transaction was approved by such
court.

         INCOMNET COMMUNICATIONS  CORPORATION. On November 30, 2001, we acquired
substantially  all  of  the  assets  of  Incomnet   Communications   Corporation
(Incomnet).  Incomnet was a long-distance service reseller authorized to conduct
business in 49 states. In addition to long-distance telephone service,  Incomnet
offered,  through a strategic partnership with Qwest, high-speed Internet access
and web hosting,  Virtual  Private  Networks,  Frame  Relay/ATM,  Internet-based
unified messaging,  ISDN and xDSL services.  The purchase price for the acquired
assets was $6,028,695,  payable as follows:  (1) $1,750,000 cash at closing from
the proceeds of a revolving line of credit with RFC Capital;  (2) a note payable
for  $750,000,  bearing  interest at 8% maturing  on May 30,  2002;  (3) 125,000
shares  of CCC  GlobalCom  common  stock;  and (4)  the  assumption  of  certain
liabilities which totaled $3,028,695.

         TELE-DIRECT,  INC. On May 30, 2003, the Company's  subsidiary Equalnet,
Inc. acquired certain assets of Tele-Direct,  Inc. (Tele-Direct) an affiliate of
Telefyne,  Inc.  (Telefyne) The assets purchased  included various fixed assets,
inventory,   customer   contracts,   and  other  intangible  assets  related  to
Tele-Direct's business of reselling common carrier telecommunications, including
both domestic and  international  services and cellular  services.  The purchase
price of  $600,000  was paid with  available  cash of  $140,000,  proceeds  from
Textron  Financial  Corporation  of  $260,000  and a  $200,000  note  payable to
Telefyne.

Divestitures

         CCC  GLOBALTEL de COLOMBIA,  SA. On March 18, 2003,  we entered into an
agreement with  Teleinversiones  Ltda., a limited  liability  company  organized
under the laws of Colombia and  domiciled in Bogota,  Colombia,  to sell 100% of
our interest in CCC GlobalTel de Colombia.  The terms of the agreement  call for
Teleinversiones  to pay CCC GlobalCom  $170,000 (less 15% - Colombian income and
remittance tax) immediately and additional  payments of $10,000 on the first and
second  anniversary  dates  of the  signed  agreement.  A gain of  approximately
$183,000 was recorded as a gain on the disposition of discontinued operations in
the  financial  results for the year ended  December 31, 2003.  An allowance for
$20,000 for the outstanding notes receivable  balance was recorded in the fourth
quarter 2003 due to uncertainty of collecting the receivable.

                                       2
<PAGE>

Business

         The Company has  discontinued all  telecommunications  operations as of
the   date  of  this   report   and  has  no   intention   of   reentering   the
telecommunications market. The Company has no business operations at this time.

Employees

         The Company had one employee as of the date of this filing.

ITEM 2.    PROPERTIES

         The Company leases  approximately 5,000 spuare feet at 1250 Wood Branch
Park Drive,  Suite 400,  Houston,  TX 77079. The Company pays $3,331 monthly and
the lease expires December 31, 2004.

ITEM 3.    LEGAL PROCEEDINGS

         MCI WorldCom vs. Ciera Network Systems,  Inc., Case No.  03-CV-55-P(C),
in the Federal  District  Court for the  Northern  District of  Oklahoma,  filed
January 15, 2003.  MCI has sued Ciera  claiming  Ciera owes MCI  $2,560,000  for
long-distance  services which were resold by Ciera. The case was recently filed.
Ciera  has  denied  that it owes MCI the  amounts  alleged  due to over  billing
practices  and  MCI's  failure  to  provide  rates  and  consolidation  of three
contracts as promised,  which would lower the overall cost of the service. Ciera
is currently in Chapter 7 bankruptcy.

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

         No matters  were  submitted to our  shareholders  for a vote during the
last quarter of the year ended December 31, 2003.

                                     PART II

ITEM 5.    MARKET FOR THE REGISTRANT'S COMMON STOCK AND RELATED SECURITY HOLDER
           MATTERS

         Our Common Stock is listed on the OTC  Electronic  Bulletin Board under
the symbol "CCGC." There has been limited activity in the market transactions in
our common stock.  The following table sets forth on a per share basis, the high
and low bid  prices  per  share  for our  common  stock as  reported  on the OTC
Electronic Bulletin Board for the periods indicated. The high and low bid prices
were the same for all periods  presented  for the year ended  December 31, 2001.
The following prices reflect  interdealer prices,  without retail mark-up,  mark
down or commission and may not represent actual prices:

                                                           High/Low Bid

Year ended December 31, 2001:
         First quarter                                    $   4.00
         Second quarter                                       4.05
         Third quarter                                        2.00
         Fourth quarter                                       2.01

Year ended December 31, 2002:
         First quarter                               $   3.50/1.22
         Second quarter                                  1.73/0.93
         Third quarter                                   0.42/0.10
         Fourth quarter                                  0.07/0.05

Year ended December 31, 2003:
         First quarter                               $   0.02/0.02
         Second quarter                                  0.02/0.02
         Third quarter                                   0.02/0.02
         Fourth quarter                                  0.02/0.02

                                       3
<PAGE>

Shares Issued in Unregistered Transactions

         During the last four fiscal years,  CCC GlobalCom  issued shares of its
common stock in nonregistered transactions pursuant to the exemption provided by
Section 4(2) of the  Securities  Act of 1933,  as amended.  The shares issued in
such transactions (all with restrictive legends) were as follows:

<TABLE>
<CAPTION>
                                                                                                                        Number of
    Date                         Title                      Underwriters       Offer Price   Discount/Commission       Securities
    ----                         -----                      ------------       -----------   -------------------       ----------
 <S>                <C>                                     <C>                     <C>              <C>                  <C>
May 11, 2000       First Private Placement Memorandum      ACAP Financial, Inc.    $1.50            $150,000             1,000,000

June 14, 2000      Second Private Placement Memorandum     ACAP Financial, Inc.    $3.00            $151,968             2,033,624

January 30, 2001   Third Private Placement Memorandum      ACAP Financial, Inc.    $3.25            $252,996               795,293
</TABLE>

         All shares issued in the  transactions  detailed above were eligible to
have restrictions removed as of January 31, 2003.

         In  addition,   during  2001,  2002,  and  2003  CCC  GlobalCom  issued
1,805,147,  2,287,768,  and  500,000  shares of common  stock  respectively,  to
certain Directors,  Officers,  vendors,  and lenders for services and goods. The
issuance of these shares has been  accounted for in the  consolidated  financial
statements  by  recording  an expense for the fair value of such shares based on
the market price at the date of the transaction.

         The shares issued in such transactions were as follows:

                                                             Number of Shares
2001                                                         ----------------
----
       Stock Issued for:
              Services                                              460,127
              Incomnet Acquisition                                  125,000

       Stock Bonus Awarded to:
              Officers / Directors                                1,200,000
              Employee                                               20,020
                                                                  ---------

       Total Shares Issued - 2001                                 1,805,147
                                                                  =========

2002
----
       Stock Issued for:
              Satisfaction of Stock Payable                         912,768
              Services                                              400,000
              Equipment                                              50,000

       Stock Bonus Awarded to:
              Officers / Directors                                  500,000
              Employee                                              300,000

       Exercise of Warrant                                          125,000
                                                                  ---------

       Total Shares Issued - 2002                                 2,287,768
                                                                  =========

                                       4
<PAGE>

2003
----
       Stock Bonus Awarded to:
              Officers / Directors                                  500,000
                                                                    -------

       Total Shares Issued - 2003                                   500,000
                                                                    =======

         See  Consolidated  Statement  of Changes in  Shareholders'  Deficit and
accompanying   notes  to  consolidated   financial   statements  for  additional
disclosure.

Holders

         As of March 30,  2004,  there were  32,774,490  shares of common  stock
outstanding and  approximately  550  stockholders of record of common stock. The
number of  stockholders  of record does not include an  indeterminate  number of
stockholders  whose  shares are held by brokers  in  "street  name."  Management
believes there are in excess of 500 beneficial stockholders of our common stock.

Dividends

         We have not paid any cash  dividends  since  our  inception  and do not
anticipate or contemplate paying dividends in the foreseeable  future. It is the
present  intention  of  management  to  utilize  all  available  funds  for  the
development of our business.

ITEM 6.    MANAGEMENT'S DISCUSSION AND ANALYSIS FOR PLAN OF OPERATION

General

         The  following   discussion  and  analysis  relates  to  our  financial
condition  and results of operations  for the years ended  December 31, 2003 and
2002.  This  information  should be read in  conjunction  with the  consolidated
financial  statements  and  notes  thereto  contained  herein,  as  well  as the
"Cautionary Statement Regarding Forward-Looking Statements" in this Form 10-KSB.

         We were,  prior to June 12, 2000,  named Emerald  Capital  Investments,
Inc. On June 9, 2000 we commenced operations in the telecommunications  industry
through the acquisition of CCC GlobalCom Corporation,  a Texas corporation ("CCC
Texas").   CCC  Texas  was  formed  in  1999  to  commence   operations  in  the
telecommunications  industry.  CCC Texas conducted no operations  except for its
acquisition of Ciera Network  Systems,  Inc.  ("Ciera").  Our acquisition of CCC
Texas,  and as a result  of such  acquisition,  the  acquisition  of  Ciera  was
accounted for as a reverse merger.

         On April 5, 2001,  the  Company  acquired  certain  assets of  EqualNet
Communications Corp.,  EqualNet Corporation and USC Telecom, Inc.  (collectively
referred to as "Equalnet").  The assets purchased included various fixed assets,
contracts,  receivables  and other  tangible and  intangible  assets  related to
Equalnet's  long-distance  resale  business,   customer  service  business,  and
telephone debit and sales and service business. The purchase price of $8,161,511
was paid with  available cash and proceeds from a revolving  credit  facility of
approximately $7,500,000 from RFC Capital, a division of Textron Financial. In a
related transaction, CCC GlobalCom purchased three switches used in the Equalnet
long-distance  business  for  $750,000  from d-Tel  Network,  L.L.C.,  a company
controlled by the Chairman of the Board of Equalnet. As a result of the Equalnet
acquisition,  we increased our customer base by approximately  30,000,  acquired
voice switches, and obtained back office operations based in Houston, Texas.

         On  September  11,  2001  we  acquired   certain   assets  of  Omniplex
Communications  Corporation  (Omniplex).  The assets purchased  included various
fixed assets,  contracts,  receivables and other tangible and intangible  assets
related to  Omniplex's  commercial  local and  long-distance  telecommunications
business.  The purchase price of $8,298,704 was paid with proceeds of $8,125,000
from a  revolving  credit  facility  from RFC  Capital,  a  division  of Textron
Financial,  and  the  balance  with  available  cash.  In  connection  with  the
acquisition,  a term sheet was drafted whereby the lender agreed in principle to
exchange  $1,000,000  of its debt for  warrants to purchase  our common stock at
$4.00 per share.  The details of the warrants  were  finalized in March 2002 and
the warrant was  effective  on  September  7, 2001.  As a result of the Omniplex
acquisition, we increased our customer base by approximately 5,000, enhanced our
local service product offering,  and obtained distribution channels based in St.
Louis, MO, Kansas City, MO and Cape Girardeau, MO.

                                       5
<PAGE>

         On November 30, 2001,  we acquired  substantially  all of the assets of
Incomnet  Communications  Corporation  (Incomnet).  The  purchase  price for the
acquired  assets was  $6,028,695,  payable as follows:  (1)  $1,750,000  cash at
closing from the proceeds from a revolving line of credit from RFC Capital;  (2)
a note  payable for  $750,000,  bearing  interest at 8% and  maturing on May 30,
2002; (3) 125,000 shares of CCC GlobalCom  common stock;  and (4) the assumption
of certain  liabilities  which totaled  $3,028,695.  As a result of the Incomnet
acquisition,  we increased our customer base by approximately  52,000,  obtained
new distribution channels, and obtained back office operations in Irvine, CA.

         On March 18, 2003,  we entered into an agreement  with  Teleinversiones
Ltda.,  a limited  liability  company  organized  under the laws of Colombia and
domiciled in Bogota,  Colombia, to sell 100% of our interest in CCC GlobalTel de
Colombia.  The  terms  of the  agreement  call  for  Teleinversiones  to pay CCC
GlobalCom  $170,000 (less 15% - Colombian income and remittance tax) immediately
and additional  payments of $10,000 on the first and second anniversary dates of
the signed  agreement.  A gain of  approximately  $183,000  was  recorded in the
financial results for the year ended December 31, 2003. An allowance for $20,000
for the outstanding notes receivable  balance was recorded in the fourth quarter
2003 due to uncertainty of collection of the receivable.

         On May 30, 2003,  the  Company's  subsidiary  Equalnet,  Inc.  acquired
certain assets of Tele-Direct, Inc. (Tele-Direct) an affiliate of Telefyne, Inc.
The  assets  purchased  included  various  fixed  assets,  inventory,   customer
contracts,  and other  intangible  assets related to  Tele-Direct's  business of
reselling  common  carrier  telecommunications,   including  both  domestic  and
international services and cellular services. The purchase price of $600,000 was
paid  with  available  cash  of  $140,000,   proceeds  from  Textron   Financial
Corporation  of $260,000 and a $200,000  note  payable to Telefyne.  In December
2003,  management  decided to discontinue the operations  relating to the assets
acquired  from  Tele-Direct  due to the inability to service the debt and to pay
carriers. On January 4, 2004 Equalnet, Inc. filed for Chapter 11 bankruptcy.  By
Mid-January,  Equalnet, Inc. had ceased operations. On February 18, 2004 Textron
foreclosed  on the  assets  of  Equalnet,  Inc.  due to  nonpayment  on the note
payable.

Textron Loan Matters/Ciera Network Systems, Inc.

         We have conducted operations  primarily through our subsidiaries.  Most
of our operations  have been  conducted  through our  subsidiary,  Ciera Network
Systems, Inc. ("Ciera"). On December 31, 2002, we signed an Amended and Restated
Loan  Agreement   ("Loan   Agreement")   with  Textron   Financial   Corporation
("Textron"),  as  successor to RFC  Financial  Corporation  that  provided for a
revolving line of credit.

         Under the Loan Agreement,  Textron has a security  interest in and lien
on Ciera Network Systems, Inc. assets, including inventory, accounts receivable,
intangibles,   equipment,   furniture  and  fixtures,  trade  names  and  marks,
intellectual property, customer base, deposit accounts, and insurance proceeds.

         Under the Loan Agreement the principal  amount of the revolving line of
credit was not to exceed the lesser of (a)  $6,000,000  or (b) the  Availability
Formula.  We  borrowed  in  excess  of  the  full  amount  available  under  the
Availability  Formula. In addition, we were able to refinance $14,000,000 of the
line of credit to term notes. The notes have a number of loan covenants,  one of
which  requires  the  Company to pay all  required  federal and state taxes in a
timely manner. The Company has remained delinquent in the payment of federal and
state excise  taxes.  The Company was in violation of the loan  covenants of the
Textron notes.

         At  June  30,  2003,  Ciera  owed  $16,098,962,  to  Textron  Financial
Corporation  pursuant to the  Amended and  Restated  Loan  Agreement  (the "Loan
Agreement").

         On July 2, 2003,  we received a notice of an Event of Default under the
Loan  Agreement from Textron.  Textron  demanded that Ciera  immediately  pay or
cause to be paid to Textron the sum of  $1,214,222,  which was the amount of the
outstanding  over  advance per the Loan  Agreement  as of July 2, 2003.  Neither
Ciera nor CCC GlobalCom had the financial  ability to pay or cause to be paid to
Textron the amount demanded.  To facilitate the impending  foreclosure action to
be taken by  Textron  Financial  Corporation  and with the  approval  of Textron
Financial  Corporation,  on July 3, 2003, Ciera Network  Systems,  Inc. signed a
management services agreement with New Access  Communications  giving New Access
Communications  complete control of the existing Ciera customer base. New Access
Communications was to provide all  telecommunications  services to the customers
and also commenced  billing and collecting  from the customers.  Ciera layed off
the majority of its workforce  upon signing the  management  services  agreement
with New Access Communications.

         On  August  5,  2003,  Textron  Financial  Corporation  sent  notice in
accordance  with  provisions of Section 9-610 et seq. of the Uniform  Commercial
Code  as in  effect  in the  State  of  Texas  to  certain  vendors  and  taxing
authorities of its intent to conduct a public foreclosure sale of its Collateral
under the Loan Agreement on August 18, 2003. Upon completion of this foreclosure
sale,  Ciera  had  no  operating  assets.  Ciera  had  vendor  liabilities,  tax
liabilities and other liabilities of approximately $22,800,000 at June 30, 2003,
exclusive of the $16,098,962 amount owed to Textron. Ciera did not have existing
liquidity sufficient to satisfy all amounts owed.

                                       6
<PAGE>

         In lieu of  going  through  the  foreclosure  proceeding,  the  Company
voluntarily   surrendered  all  of  the  collateral  securing  Ciera's  and  CCC
GlobalCom's  obligations  under the Loan  Agreement.  In  consideration  for our
voluntarily  agreeing to surrender the assets of Ciera to Textron in lieu of the
foreclosure, Textron agreed to adjust all claims, disputes and causes for action
that had arisen or could have arisen as to the Loan  Documents  and events prior
to the execution of this Mutual  Limited  Release.  Upon execution of the Mutual
Limited Release with Textron Financial, the Company's assets were reduced by the
amount of approximately $2,611,000,  representing the transfer of all of Ciera's
assets to Textron in lieu of a foreclosure,  and our liabilities were reduced by
approximately $15,920,000 representing the amount we owed Textron under the Loan
Agreement  and  unearned  revenue.  The  Company  has  recorded  a net  gain  of
approximately  $13,309,000 for the forgiveness of the Textron Financial debt and
the  foreclosure  of certain Ciera Network  Systems,  Inc.'s  assets.  Financial
results and remaining  assets and liabilities  related to Ciera Network Systems,
Inc. are presented as Discontinued  Operations in the Company  financial results
for the year ended December 31, 2003.  Prior year results have been restated for
Discontinued Operations for comparative purposes.

         On August 28, 2003,  subsequent to executing the Mutual Limited Release
with Textron  Financial  Corporation,  Ciera  Network  Systems,  Inc.  filed for
Chapter 7 bankruptcy  protection  in the U.S.  Bankruptcy  Court of the Southern
District of Texas (Houston).  All employees of Ciera Network Systems,  Inc. were
terminated and Ciera is no longer an operating entity. The Company remains under
Chapter 7 bankruptcy protection.

         The Company,  through it's EqualNet,  Inc. subsidiary,  remained liable
for $260,000  payable to Textron related to the acquisition of certain assets of
Tele-Direct Inc., which is further described below.

Restructuring

         Since December 31, 2002, we have taken significant  restructuring steps
to reduce our expenses,  eliminate debt and  restructure  our size applicable to
our  remaining   business.   Since  December  31,  2002,  the  Company  and  its
subsidiaries  have reduced the number of employees to one as of the date of this
filing. We have closed the Chairman's  office at 16350 Park Ten Place,  Houston,
Texas and we have moved to significantly  smaller  facilities with significantly
lower rent  expense at 1250 Wood  Branch Park Drive,  Houston,  Texas.  However,
these  restructuring  steps  do not  ensure  that  we will  continue  as a going
concern.

         On May 30, 2003,  the Company's  subsidiary,  EqualNet,  Inc.  acquired
certain assets of Tele-Direct, Inc. (Tele-Direct) an affiliate of Telefyne, Inc.
The  assets  purchased  included  various  fixed  assets,  inventory,   customer
contracts,  and other  intangible  assets related to  Tele-Direct's  business of
reselling  common  carrier  telecommunications,   including  both  domestic  and
international services and cellular services. The purchase price of $600,000 was
paid with  available  cash of $140,000 and loan proceeds from Textron  Financial
Corporation of $260,000. The Company was to also pay to Telefyne a percentage of
a  certain  customer's  collected  revenues  for  a  specific  period  of  time.
Subsequent to the acquisition date, the Company and Telefyne,  Inc. negotiated a
fixed  amount of  $200,000  in place of a  percentage  of a  certain  customer's
collected revenues.

         As a result of the  Tele-Direct  acquisition,  the Company  entered the
debit card and prepaid  cellular card business  with a  distribution  channel of
over   2,500   convenience    stores   throughout   the   U.S.    Purchases   of
telecommunications  services  were from  Telefyne,  Inc.  including  i)  network
services, ii) switching services,  iii) use of software required to make, track,
and  manage  calls,  iv) Point of Sale  (POS)  equipment  and  software,  and v)
provision of technical and management personnel to ensure that calls are carried
and terminated with quality of no less than industry standards.

         Prior to December  31,  2003,  management  decided to  discontinue  the
operations of the Company's  operating  subsidiary,  EqualNet,  Inc., because of
EqualNet's inability to service its vendor and creditor debt. EqualNet filed for
Chapter 11 bankruptcy protection in the U.S. Bankruptcy Court, Southern District
(Houston)  on  January  4,  2004.  On  February  18,  2004,   Textron  Financial
Corporation,  EqualNet's  significant  creditor,  foreclosed  on its asset based
collateral  including cash,  accounts  receivable and customer base. On February
25, 2004, the U.S.  Bankruptcy Court dismissed  EqualNet's Chapter 11 bankruptcy
petition.  The Company is currently  evaluating its options  including  filing a
Chapter 7 bankruptcy petition for EqualNet, Inc.

         As of  December  31,  2003 the  Company  did not  have  any  continuing
operations except for those to maintain the status of the public Company.

                                       7
<PAGE>

Management Changes

         During the year ended December 31, 2003,  Doug Morris,  Garry Bolinder,
and Robert  Livingston were elected to serve as Directors of the Company to fill
vacant  Directors'  positions.  In addition,  during the year ended December 31,
2003, Z. A. Hakim, Ray Klentzman, Dr. Charles Wisdom, Gilbert Gertner, and James
Rash resigned  their  positions as Directors of the Company.  In addition,  Z.A.
Hakim resigned as an officer of the Company.  The Company and Mr. Hakim mutually
agreed to terminate Mr. Hakim's employment agreement dated February 16, 2001. In
March of 2004 Mario  Hernandez,  the Chief  Financial  Officer  of the  Company,
resigned to pursue other opportunities.

Other Matters

         During the year ended December 31, 2003, one of our major  shareholders
returned to us for  cancellation  11,939,428  of his shares of our common stock.
This shareholder also agreed to give up to an additional 3,000,000 of his shares
of our common  stock to another  significant  shareholder  as  reimbursement  of
shares  given to certain  other  shareholders  who had  purchased  shares of the
Company's  common  stock  in  previous   periods.   As  of  December  31,  2003,
approximately 2,413,000 shares had been distributed.  The distribution of shares
was treated as a preferential dividend.

 Going Concern

         Our consolidated  financial statements have been prepared assuming that
we will continue as a going concern. We have incurred losses since inception and
have a working  capital deficit as of December 31, 2003.  Additionally,  we have
had recurring  negative cash flows from  operations.  For the reasons  stated in
Liquidity  and  Capital  Resources  and  subject  to the  risks  referred  to in
Liquidity  and  Capital  Resources,  we cannot  assure you that we can raise the
money necessary to fund future operations.

Our History of Operating Losses and Deficiencies in Cash Flows

         We have incurred  operating  losses and  deficiencies in operating cash
flows in each year since our inception.  Our operating losses were  $15,831,916,
$17,881,001 and $1,816,901 for the years ended December 31, 2002, 2001 and 2000,
respectively.  We have an operating loss from continuing  operations of $500,580
for the  year  ended  December  31,  2003 and a  working  capital  deficit  from
continuing operations of $159,088 at December 31, 2003.

Results of Operations

         The significant changes in operating results from continuing operations
primarily arose from  discontinuing all  telecommunications  operations from our
two operating  subsidiaries,  Ciera Network Systems, Inc. and EqualNet, Inc. and
the inherent reduction of overhead operating expenses.

         The following table sets forth for the periods indicated our statements
of operations:



                                       8
<PAGE>

       For the years ended December 31,
                                                 2003                     2002
                                                 ----                     ----

Net sales                                             $  0                $  0
Cost of services                                         0                   0
Selling, general and administrative expenses      (500,867)         (1,682,764)




Loss from operations                              (500,867)         (1,682,764)


Other income (expense):
         Interest income                               287               6,179
         Interest expense                                0                (762)
         Other, Net                                      0               6,994



Loss before benefit for income taxes              (500,580)         (1,670,353)
Income taxes                                           ---                 ---


Net loss from continuing operations               (500,580)         (1,670,353)


Discontinued Operations


Loss from discontinued operations, net of
   income taxes                                 (5,711,748)        (18,040,608)


Gain on disposition of discontinued
   operations, net of income taxes              13,074,682                   0


Income (loss) from discontinued operations       7,362,934         (18,040,608)


Net income (loss)                               $6,862,354        $(19,710,961)

2003 Compared to 2002
---------------------

         SELLING, GENERAL AND ADMINISTRATIVE Selling, general and administrative
(SG&A)  expenses  for the year  ended  December  31,  2003 were  $500,867.  SG&A
expenses  consist of costs to provide  parent  company  support to the operating
companies.  Costs include  management  salaries,  professional  services,  rent,
telephone, and general office expenses.

         Selling,  general and administrative (SG&A) expenses for the year ended
December 31, 2002 were  $1,682,764.  SG&A  expenses  consist of costs to provide
parent  company  support to the operating  companies.  Costs include  management
salaries, professional services, rent, telephone, and general office expenses.

         The decrease in selling general and administrative is due to efforts by
management to cut costs,  particularly  compensation related expenses,  rent and
costs associated with being a public company.

         OTHER INCOME/(EXPENSES).  Other income/(expenses)  consists of interest
income of $267.

         For 2002,  other  income of $12,411  consisted  of  interest  income of
$6,179, interest expense of ($762) and other income of $6,994.

         The decrease in other income and expenses is due to the general decline
in the operations of the Company.

         DISCONTINUED  OPERATIONS.  Discontinued operations consist of loss from
discontinued operations and gain on the disposition of discontinued  operations.
Operating  results of Ciera Network Systems,  Inc. and EqualNet,  Inc. are being

                                       9
<PAGE>

reported as discontinued  operations.  Ciera ceased conducting  business in July
2003 when its major creditor  foreclosed on all of Ciera's  assets.  Ciera filed
for chapter  7-bankruptcy  protection in August of 2003.  Management  decided to
discontinue  the  operations  of  Equalnet,  Inc.  in  December  2003 due to the
inability to pay vendors and service  debt.  Equalnet,  Inc.  ceased  conducting
business in January 2004 when its major vendor  discontinued  providing  network
services for EqualNet. In February 2004, EqualNet's major creditor foreclosed on
all of EqualNet's  assets.  The loss from  discontinued  operations for the year
ended  December  31,  2003  was  $5,711,748.  The  gain  on the  disposition  of
discontinued  operations for the year ended December 31, 2004 was $13,074,  682.
The net gain on the  disposition of  discontinued  operations  consists of a net
gain on the forgiveness of Textron Financial debt and the foreclosure of certain
Ciera  assets of  $13,309,006,  gain on the sale of our interest in GlobalTel of
$183,052, and a loss on the disposal of fixed assets of $417,376.

         The Company's  operating  results for year ended December 31, 2002 have
been restated for discontinuing  operations because of reasons stated previously
(see 2003 Results of Operations).  The loss from discontinued operations for the
year ended December 31, 2002 was $18,040,608.

         The decrease in loss from discontinued operations is due to the decline
in the number of customers of Ciera, the sale of the Ciera customer base in July
2003 along with the efforts of management to cut costs.

Liquidity and Capital Resources

         During the year ended December 31, 2003, we had negative cash flow from
operations  of  approximately  $135,000.  The amount of cash used is a result of
losses from continuing  operations and discontinued  operations  incurred during
the period  offset by the timing of cash  receipts  from our  customers  and the
nonpayment  of  monies  owed to our  vendors  and  taxing  authorities.  We have
historically  operated with negative cash flows and have funded those losses and
deficits  through  the  issuance  of debt,  the  completion  of  private  equity
placements, and delaying payments to vendors and taxing authorities.

         During  the  year  ended  December  31,  2003,  the  Company   acquired
approximately  $32,000 in equipment that was not financed  through capital lease
or  financing  arrangements.  Additional  cash  outflows  included  payments  of
approximately  $234,000 towards our capital lease  obligations and notes payable
and $140,000 cash paid in the Tele-Direct asset purchase.

         Altogether,  our net  operating,  investing  and  financing  activities
during the year used approximately $205,000 in cash. Our working capital deficit
at December 31, 2003 was approximately $159,000 excluding assets and liabilities
of  discontinued   operations.   The  working   capital  deficit   inclusive  of
discontinued operations assets and liabilities was approximately  $23,394,000 at
December 31, 2003.

         Our current liabilities include a total of approximately  $117,000 owed
to various vendors. Our current liabilities include approximately $23,712,000 of
net liabilities from  discontinued  operations,  Ciera Network Systems,  Inc and
EqualNet,  Inc.  Ciera filed for chapter 7 bankruptcy  protections on August 28,
2003.  We  currently  do not have  sufficient  cash or  operations  to bring our
vendors back to current terms.

Liquidity Assessment

         The Company's  assets have been reduced by the amount of  approximately
$2,611,000,  representing  the  transfer of all of Ciera's  assets to Textron in
lieu of a  foreclosure,  and  our  liabilities  were  reduced  by  approximately
$15,920,000,  representing  the amount we owed Textron under the Loan Agreement.
The Company has no significant income-producing assets at this time.

Inflation

         Inflation  continues to apply  modest,  upward  pressure on the cost of
services provided by CCC GlobalCom.

Forward Outlook and Risks

         From time to time, CCC GlobalCom may publish forward-looking statements
relating  to  such  matters  as  anticipated  financial  performance,   business
prospects,  technological  development,  new products,  research and development
activities and similar matters. The Private Securities  Litigation Reform Act of
1995 provides a safe harbor for forward-looking  statements.  In order to comply

                                       10
<PAGE>

with the terms of the safe harbor, CCC GlobalCom notes that a variety of factors
could cause our actual  results and  experience  to differ  materially  from the
anticipated   results   or   other   expectations   expressed   in  any  of  our
forward-looking  statements.  The risks and  uncertainties  that may  affect the
operations,  performance,  development and results of CCC  GlobalCom's  business
include,  but are not  limited  to,  the  following:  (a) the  failure to obtain
additional  borrowed and/or equity capital on favorable  terms for  acquisitions
and  expansion;  (b) adverse  changes in federal and state laws,  to  government
reimbursement  policies, to private industry reimbursement policies and to other
matters affecting CCC GlobalCom's industry and business; (c) the availability of
appropriate   acquisition   candidates   and  the   successful   completion   of
acquisitions;  (d) the demand for our products and services; and (e) other risks
detailed in our Securities and Exchange Commission filings.

         This  Form  10-QSB  contains  and  incorporates  by  reference  certain
"forward-looking statements" within the meaning of Section 27A of the Securities
Act and Section 21E of the Exchange  Act with  respect to results of  operations
and  businesses  of CCC  GlobalCom.  All  statements,  other than  statements of
historical facts, included in this Form 10-KSB, including those regarding market
trends, CCC GlobalCom's financial position, business strategy,  projected costs,
and  plans  and   objectives   of   management   for  future   operations,   are
forward-looking  statements.  In general,  such statements are identified by the
use  of  forward-looking  words  or  phrases  including,  but  not  limited  to,
"intended", "will", "should", "may", "expects",  "expected",  "anticipates", and
"anticipated"  or  the  negative  thereof  or  variations   thereon  or  similar
terminology.  These  forward-looking  statements  are  based on CCC  GlobalCom's
current  expectations.  Although we believe that the  expectations  reflected in
such forward-looking  statements are reasonable,  there can be no assurance that
such expectations will prove to be correct.  Because forward-looking  statements
involve risks and  uncertainties,  CCC  GlobalCom's  actual results could differ
materially.  Important  factors  that  could  cause  actual  results  to  differ
materially from our expectations  are disclosed  hereunder and elsewhere in this
Form 10-KSB. These  forward-looking  statements represent our judgment as of the
date of this  Form  10-KSB.  All  subsequent  written  and oral  forward-looking
statements  attributable  to CCC  GlobalCom  are  expressly  qualified  in their
entirety by the Cautionary  Statements.  CCC GlobalCom  disclaims,  however, any
intent or obligation to update its forward-looking statements.

         Ability to Continue as a Going  Concern.  As a result of our  financial
condition,  our  independent  auditor  included an explanatory  paragraph in its
report on our financial  statements for the period ended December 31, 2003, with
respect to our ability to continue as a going  concern.  Our ability to continue
in the normal  course of business  is  dependent  upon its access to  additional
capital and the success of future operations.  Uncertainties as to these matters
raised substantial doubt about our ability to continue as a going concern at the
date of such report.

         We Have a History of Operating Losses,  and We May Not Be Profitable in
the Future.  We have incurred  significant  operating and net losses in the past
and have  discontinued  all  telecommunications  operations.  Management  has no
intention of reentering the telecommunications  market.  Currently,  the Company
has no significant income-producing assets.

         Additional  Capital  Required.  Our business plan provides that we will
attempt to complete  additional  acquisitions or merge with another  entity.  We
believe  that we will be required to raise  additional  capital in order to fund
our  business  plan in the future.  There can be no  assurance  that  additional
financing  would be available to us or, if available,  that it could be obtained
on  acceptable  terms.  We  have  previously   financed  our  operations  almost
exclusively  through  the  private  sales of  securities,  debt and by  delaying
payments to vendors.

Critical Accounting Policies

         Our discussion  and analysis of our financial  condition and results of
operations is based upon our consolidated financial statements,  which have been
prepared in accordance  with  accounting  principles  generally  accepted in the
United States. The preparation of these financial statements requires us to make
estimates  and  assumptions  about the  effect of  matters  that are  inherently
uncertain.  These  estimates  and  assumptions  affect the  reported  amounts of
assets,  liabilities,  revenues and expenses and disclosure of contingent assets
and  liabilities  that exist at the date of our financial  statements.  While we
believe our estimates are appropriate,  actual results can, and often do, differ
from those estimates.

         Our critical  accounting  policies are discussed  below.  Each of these
areas involves  complex  situations and a high degree of judgment  either in the
application and  interpretation of existing  literature or in the development of
estimates that impact our financial statements.

         Revenue  Recognition.  We  recognize  revenue  in  accordance  with all
applicable U.S. Generally  Accepted  Accounting  Principles  including SEC Staff
Accounting Bulletin No. 101, "Revenue Recognition in Financial  Statements" (SAB
101),  which provides  additional  guidance on revenue  recognition,  as well as
criteria for when revenue is realized and earned and related costs are incurred.
The  application  of SAB 101  requires  management's  judgment on the amount and
timing of revenue recognition.  Should changes in conditions cause management to
determine  the  revenue  recognition  criteria  are not met for  certain  future
transactions,  revenue  recognized  for any reporting  period could be adversely
affected.

                                       11
<PAGE>

         Accounts  Receivable.  A considerable amount of judgment is required in
assessing the ultimate realization of our accounts  receivable.  We evaluate the
collectability of our accounts  receivable based on a combination of factors. We
recognize  allowances  for  doubtful  accounts  based on the  length of time the
receivables  are past due, the current  business  environment and our historical
experience.  In  circumstances  where  we are  aware  of a  specific  customer's
inability  to meet  its  financial  obligations  to us,  we  record  a  specific
allowance  against  amounts due to reduce the net  recognized  receivable to the
amount we reasonably  believe will be collected.  If the financial  condition of
our customers were to deteriorate or if economic conditions worsened, additional
allowances may be required in the future.

         Goodwill and Intangibles.  We had significant intangible assets related
to  goodwill  and other  acquired  intangibles.  The  determination  of  related
estimated  useful lives and whether or not these  assets are  impaired  involves
significant judgment by management. We periodically evaluate acquired businesses
for potential  impairment  indicators.  Our judgments regarding the existence of
impairment  are  based on  market  conditions,  legal  factors  and  operational
performance of our acquired  businesses.  Impairment of Long-Lived  Assets.  The
Company reviews its long-lived assets for impairment when circumstances indicate
that the book value of an asset may not be fully  recovered by the  undiscounted
net cash flow generated over the remaining life of the related asset or group of
assets.  If the cash flows  generated by the asset are not sufficient to recover
the remaining book value of the asset, the Company is required to write down the
value of the asset.  In evaluating  whether the asset will  generate  sufficient
cash flow to recover its book value,  the Company  estimates  the amount of cash
flow that will be generated by the asset and the remaining life of the asset. In
making our estimate, the Company considers the performance trends related to the
asset, the likelihood that the trends will continue or change, both at the asset
level as well as at the national  economic level, and the length of time that we
expect to retain the asset.

         Other Matters. We do not have any of the following:

         o    Off-balance sheet financial arrangements;

         o    Trading  activities  that  include  nonexchange  traded  contracts
              accounted for at fair value; or

         o    Relationships  and  transactions  with  persons or  entities  that
              derive benefits from any  nonindependent  relationship  other than
              the related party transactions discussed below.

New Accounting Pronouncements

         We  continually   monitor  and  revise  our   accounting   policies  as
developments occur. The following recently issued accounting  pronouncements may
impact  the  future  presentation  of our  financial  condition  and  results of
operations.

         In November  2002,  the EITF  reached a consensus  on Issue No.  00-21,
Revenue Arrangements with Multiple  Deliverables.  EITF Issue No. 00-21 provides
guidance on how to account for certain arrangements that involve the delivery or
performance  of multiple  products,  services  and/or rights to use assets.  The
provisions  of EITF Issue No. 00-21 will apply to revenue  arrangements  entered
into in fiscal periods beginning after June 15, 2003. The adoption of EITF Issue
No. 00-21 did not have a material  impact on operating  results or the financial
condition of the Company.

         In December  2003,  the FASB issued  Interpretation  No. 46 ("FIN 46R")
(revised  December  2003),  Consolidation  of  Variable  Interest  Entities,  an
Interpretation  of  Accounting  Research  Bulletin  No.  51  ("ARB  51"),  which
addresses how a business enterprise should evaluate whether it has a controlling
interest in an entity  though  means other than  voting  rights and  accordingly
should consolidate the entity. FIN 46R replaces FASB  Interpretation No. 46 (FIN
46), which was issued in January 2003.  Before concluding that it is appropriate
to apply ARB 51 voting interest  consolidation model to an entity, an enterprise
must first determine that the entity is not a variable interest entity (VIE). As
of the effective  date of FIN 46R, an enterprise  must evaluate its  involvement
with all  entities or legal  structures  created  before  February  1, 2003,  to
determine whether consolidation requirements of FIN 46R apply to those entities.
There is no  grandfathering  of existing  entities.  Public companies must apply
either FIN 46 or FIN 46R immediately to entities  created after January 31, 2003
and no later than the end of the first  reporting  period  that ends after March
15,  2004.  The adoption of FIN 46 had no effect on the  Company's  consolidated
financial position, results of operations or cash flows.

                                       12
<PAGE>

         In April 2003, FASB issued SFAS No. 149,  Amendment of Statement 133 on
Derivative  Instruments  and Hedging  Activities.  SFAS 149 amends and clarifies
accounting for derivative instruments,  including certain derivative instruments
embedded  in  other  contracts  and  for  hedging  activities  under  SFAS  133,
Accounting  for  Derivatives  and  Hedging  Activities.  SFAS  149 is  generally
effective for derivative instruments,  including derivative instruments embedded
in certain contracts, entered into or modified after June 30, 2003. The adoption
of SFAS 149 did not have a material impact on the operating results or financial
condition of the Company.

         In May 2003, the FASB issued SFAS 150, Accounting for Certain Financial
Instruments  with  Characteristics  of Both  Liabilities  and  Equity.  SFAS 150
clarifies the accounting for certain financial  instruments with characteristics
of both liabilities and equity and requires that those instruments be classified
as liabilities in statements of financial  position.  Previously,  many of those
financial  instruments  were  classified  as equity.  SFAS 150 is effective  for
financial  instruments entered into or modified after May 31, 2003 and otherwise
is effective at the beginning of the first interim period  beginning  after June
15,  2003.  On November 7, 2003,  FASB Staff  Position  150-3 was issued,  which
indefinitely  deferred  the  effective  date of SFAS 150 for  certain  mandatory
redeemable  non-controlling interests. As the Company does not have any of these
financial  instruments,  the adoption of SFAS 150 did not have any impact on the
Company's consolidated financial statements.

         In December 2003, the Securities and Exchange  Commission  (SEC) issued
Staff Accounting Bulletin (SAB) No. 104, Revenue Recognition. SAB 104 revises or
rescinds  portions  of the  interpretive  guidance  included  in Topic 13 of the
codification of staff  accounting  bulletins in order to make this  interpretive
guidance consistent with current authoritative  accounting and auditing guidance
and SEC rules and  regulations.  The adoption of SAB 104 did not have a material
effect on the Company's results of operations or financial condition.

Certain Related Party Transactions

         See Item 13 of this Annual Report on Form 10-KSB.

ITEM 7.    FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

         Financial  Statements and notes thereto are included  elsewhere in this
Annual Report on Form 10-KSB as follows:

                                                                         Page
                                                                         ----

Report of Tanner + Co.................................................   F-1
Consolidated Balance Sheet............................................   F-2
Consolidated Statement of Operations..................................   F-3
Consolidated Statement of Changes in Stockholders' Deficit............   F-4
Consolidated Statement of Cash Flows..................................   F-5
Notes to Consolidated Financial Statements............................   F-6

ITEM 8.    CHANGES AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
           FINANCIAL DISCLOSURE

         None.

ITEM 8(a).   CONTROLS AND PROCEDURES

         The Registrant's Chief Executive Officer, President and Chief Financial
Officer  (the  "Certifying  Officer"),   is  responsible  for  establishing  and
maintaining   disclosure  controls  and  procedures  for  the  Registrant.   The
Certifying  Officer has concluded (based on the evaluation of these controls and
procedures  as of the end of the period  covered by this report) that the design
and operation of the Registrant's disclosure controls and procedures (as defined
in Rule 15d-15(e) under the Securities  Exchange Act of 1934) are effective.  No
significant changes were made in the Registrant's  internal controls or in other
factors that could significantly affect those controls subsequent to the date of
the  evaluation,  including any  corrective  actions with regard to  significant
deficiencies and material weaknesses.


                               13
<PAGE>
                                    PART III

ITEM 9.    DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS;
           COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT

         A.  Identification of Directors and Executive  Officers.  The directors
and officers of CCC  GlobalCom,  who will serve until the next annual meeting of
shareholders  or until their  successors are elected or appointed and qualified,
are set forth below:
<TABLE>
<CAPTION>

Name                         Age      Director Since    Expiration of Term      Position with CCC GlobalCom
----                         ---      --------------    ------------------      ---------------------------
<S>                           <C>     <C>                 <C>                   <C>
Paul E. Licata.............   54      June 2000           June 2004             Chief Executive
                                                                                Officer/President/Director
Robert W. Livingston.......   57      October 2003        June 2004             Director

Joseph P. Tate.............   59      August 2002         June 2003             Director

Douglas Morris.............   xx      June 2003           June 2004             Director

Garry Bolinder.............   xx      June 2003           June 2004             Director
</TABLE>

         Paul E.  Licata.  Mr.  Licata  has been  President,  Director  and Vice
Chairman of the Board of CCC GlobalCom  since June 2000. On August 8, 2002,  Mr.
Licata was elected Chief Executive  Officer of the Company.  From August 1999 to
June  2000  Mr.  Licata  was  President  and  Director  of  CCC   GlobalCom,   a
privately-held  company. Mr. Licata has practiced law in Houston,  Texas for the
past 26 years.  His practice has included  business and corporate law matters as
well as litigation.  He earned his  undergraduate  degree from the University of
Texas and his law degree from the University of Houston. During his legal career
Mr. Licata has represented various corporations,  both foreign and domestic, and
has headed foreign companies'  investments into the U.S. real estate market. Mr.
Licata has also been  instrumental in U.S.  companies  obtaining  licenses to do
telecommunications  business  in South  America.  Mr.  Licata is licensed in the
Supreme Court of Texas and all federal  courts in Texas,  including the Court of
Appeals.

         Robert W. Livingston.  Mr. Livingston has been a director since October
2003. He is currently President of Cypress Telecommunications Corporation. Prior
to leaving the Company in April 2003,  Mr.  Livingston  served as Executive Vice
President of CCC  GlobalCom.  In addition,  Mr.  Livingston  served as the Chief
Executive  Officer of Ciera from December 1998. Mr.  Livingston  formed Ciera in
December 1998, which was acquired by CCC GlobalCom in June 2000. Mr.  Livingston
was a Director of Ciera since its  inception  in December  1998 until April 2003
when he left the Company.  From 1997 to 1998 he was Chief  Operating  Officer of
Wireless  Communications  Technology,  Inc.,  a cellular  telephone  operator in
Africa. From 1996 to 1997 he was a Vice President of GST  Telecommunications,  a
publicly-traded  telecommunications  company.  From  1987  to 1995 he was CEO of
Texas-Ohio  Communications,  a switchless  reseller of  long-distance  telephone
service.  Mr.  Livingston  holds  a  Bachelor  of  Business   Administration  in
Accounting and Finance from Sam Houston State University.

         Joseph P. Tate.  Mr. Tate has been a director  since August 2002. He is
currently President and CEO of Tate Investments. Mr. Tate has more than 35 years
of entrepreneurial  experience.  In 1967, Mr. Tate founded Valley Sanitation,  a
two-truck waste hauling business in Fort Atkinson,  Wisconsin. In 1993, Mr. Tate
merged what had become a  12-location  business  with 10 others to form Superior
Services,  Inc., a solid  waste,  special  waste and  hazardous  waste  business
serving the Midwest. By 1999, Superior had a successful initial public offering,
a secondary  offering and finally sold to Vivendi,  a French  conglomerate.  Mr.
Tate is also a board member of Second Harvest Food Bank,  co-chair of the Second
Harvest  Foundation and board member of Next Door  Foundation.  Mr. Tate holds a
Bachelor of Science Management and Administration from Indiana University.

         Douglas P.  Morris.  Mr.  Morris,  is an investor  in a  privately-held
business  consulting firm. The firm is engaged in consulting with privately-held
and publicly-held  companies  relating to management,  debt financing and equity
financing. Mr. Morris is an officer of Celtic Investment,  Inc., a publicly held
company  engaged in the financial  services  business.  From 1984, to 1988,  Mr.
Morris was  self-employed in managing his own  investments.  Mr. Morris received
his  Masters  Degree in Public  Administration  at the  University  of  Southern
California in 1982,  and his Bachelor of Arts Degree in Judicial  Administration
from Brigham Young University in 1978.

B.  Significant Employees.

         The Company has one employee as of the date of this filing.

                                       14
<PAGE>

C. Family Relationships.

         There are no family  relationships  among CCC GlobalCom's  officers and
directors.

 D. Other Involvement in Certain Legal Proceedings.

         There have been no criminal proceedings and no judgments or injunctions
material  to the  evaluation  of the ability and  integrity  of any  director or
executive officer during the last five years.

         Compliance with Section 16(a). CCC GlobalCom is not a reporting company
under either  Section 12(b) or Section 12(g) of the  Securities and Exchange Act
of 1934 and accordingly, is not subject to Section 16(a) of such Act.

E.  Board of Director Committees

         The Board of Directors  has not  appointed  any standing  committees at
this time.  There is no  separately-designated  standing audit committee at this
time and the entire Board of Directors  acts as the Company's  audit  committee.
The Board of Directors does not have an independent  "financial  expert" because
it does not believe the scope of the Company's activities to date have justified
the expenses  involved in obtaining such a financial  expert.  In addition,  the
Company's  Common Stock is not listed on a national  exchange and the Company is
not subject to the special corporate governance requirements of such exchanges.

F.  Code of Ethics

         The  Company  has not  adopted a code of  ethics  that  applies  to its
executive  officers.  The  Company  does not  currently  have a plan in place to
prepare and adopt a code of ethics since  significantly all of the operations of
the Company have been discontinued.

ITEM 10.   EXECUTIVE COMPENSATION

Compensation Summary

         The following table sets forth a summary of all compensation during the
last three fiscal years for (1) CCC GlobalCom's Chief Executive Officer, and (2)
the executive  officers of CCC GlobalCom whose aggregate annual salary and bonus
exceed  $100,000 for the year ended December 31, 2003,  2002 or 2001 (the "named
executive officers").



                                       15
<PAGE>

<TABLE>
<CAPTION>
                                                                                                     Securities
Name and Principal                               Annual                 Other       Restricted      Underlying    All Other
Position                 Year Ended Dec. 31,     Salary      Bonus    Annual Comp  Stock Award(s)   Options /SARs     Comp      Note
------------------       -------------------    --------     -----    -----------  --------------   -------------  ---------   -----
<S>                              <C>            <C>                      <C>           <C>             <C>                       <C>
Paul E. Licata                   2003           $207,284                                $2,000          50,000                   (1)
Chief Executive                  2002           $208,893                 $7,200        $60,000         500,000                   (2)
Officer and President            2001           $192,000                               $21,000         600,000                   (3)

Mario H. Hernandez               2003           $124,343                                                                         (4)
Controller                       2002            $62,500
----------
</TABLE>

(1)      Mr. Licata was awarded on October 9, 2002,  50,000 shares of restricted
         stock  pursuant to board  resolution  to issue 50,000  shares of common
         stock to each of the current board members (at that date) as additional
         compensation. The shares were issued in 2003.

(2)      Mr. Licata was awarded  August 19, 2002,  500,000  shares of restricted
         common  stock  pursuant to his  Addendum to  Employment  Contract  upon
         elected Chief Executive Officer of CCC GlobalCom.

(3)      Mr. Licata was awarded 600,000 shares of restricted common stock, under
         terms of an Escrow Agreement that was fulfilled  November 30, 2001 when
         the Company purchased the assets of Incomnet Communications Corp. These
         shares have been  valued at $0.035 per share based upon an  independent
         appraisal report.

(4)      Mr.  Hernandez  resigned from the Company during the first quarter 2004
         to pursue other opportunities.

Options/SAR Grants in Last Fiscal Year

         The  following  table sets forth the stock option grants that have been
awarded to executive officers of CCC GlobalCom.
<TABLE>
<CAPTION>

                             Number of Securities
                            Underlying Options/SARs      Percent of Total Options/SARs  Exercise or Base
Name                                Granted                   Granted to Employees       Price ($/Share)    Expiration Date   Notes
----                        -----------------------      -----------------------------  ----------------    ---------------   -----
<S>                                   <C>                              <C>                    <C>               <C>            <C>
Mario H. Hernandez                    25,000                           3%                     $1.00             11/18/12       (1)
</TABLE>

-----------

(1)      Options issued under CCC  GlobalCom's  2001 Stock  Incentive  Plan. See
         2001 Stock Incentive Plan disclosure below for more information.

Aggregate Option Exercises and Number/Value of Unexercised Options

         None.

Compensation of Directors

         On October 9, 2002 the board  resolved to issue 50,000 shares of common
stock  to each  of the  current  board  members  of the  Company  as  additional
compensation.  The shares were issued  during 2003 to the board members named in
the resolution.

Employment Agreements

         In February  2001 CCC GlobalCom  entered into an  employment  agreement
with Mr. Licata that expires  February 16, 2006. The agreement is  automatically
extended  each year for an  additional  year,  unless either party gives written
notice 60 days in advance of the  anniversary  date. The agreement  provides the

                                       16
<PAGE>

officer/director  with an annual  base  salary  of  $192,000,  business  expense
reimbursement,  certain employee benefits or equivalent  compensation,  vacation
and paid holidays,  office space and eligibility  for: 1) 500,000 sign-on shares
2) bonuses;  3) other benefit  programs which may be offered by CCC GlobalCom to
its   employees;   4)  a  lump   sum   termination   payment   of  300%  of  the
officer's/director's  gross income for the year  preceding  termination.  In the
event  the   officer/director   is   terminated   for  other  than  cause,   the
officer/director  will be  entitled  to receive  all or part of the items  noted
above;  including a bonus,  if paid in the year  preceding  termination  for the
remaining  term  of the  agreement  as if  employment  had not  terminated.  The
agreement must be assigned to acquiring or successor entities and termination of
the  officer/director  must be approved by a majority  of the  directors  of the
Company.

         In August 2002 Mr. Licata's  employment  agreement was amended upon his
election to Chief Executive Officer of CCC GlobalCom  Corporation.  All terms of
the  employment  agreement  remain the same except for annual base salary and an
additional  issuance  of shares of stock.  Mr.  Licata's  annual base salary was
changed from  $192,000 to $220,000.  In  addition,  Mr.  Licata was also awarded
500,000 shares of restricted stock. See Executive Compensation  disclosure above
for more information.

2001 Stock Incentive Plan

         On June 22, 2001 the  shareholders  approved CCC GlobalCom's 2001 Stock
Incentive  Plan (the "2001 Plan")  which  provides for the issuance of a maximum
4,000,000  shares of common stock  pursuant to the  exercise of options  granted
under the 2001 Plan or pursuant to stock awards granted under the 2001 Plan. The
Options granted under the 2001 Plan may be Incentive  Stock Options  pursuant to
Section 422 of the Internal Revenue Code of 1986 ("ISOs") or Nonqualified  Stock
Options ("NSOs").  The Board of Directors administers the Plan. The Option price
and terms is to be set for each Option by the Committee  administering the Plan.
NSO options granted under the Plan may have a term not exceeding ten years.  ISO
options  granted  under the Plan may have a term not exceeding  five years.  The
Committee may grant options to employees  (including officers and directors,  or
consultants).  At December 31, 2003,  68,520 stock options had been issued under
the 2001 Plan to  employees  of the Company at an exercise  price of $1.00.  All
other stock  options that had been issued as of December  31, 2003,  were issued
outside the current stock options plan. No stock options were issued in 2004.

Long-term Incentive Plan Awards

         Other  than its 2001  Stock  Incentive  Plan,  we do not  maintain  any
long-term incentive plans.

ITEM 11.   SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

         a. The  following  table sets forth a summary of security  ownership of
certain  beneficial  owners. Any person (including any "group") that is known to
be the  beneficial  owner of more than five  percent of CCC  GlobalCom's  common
stock as of March 31, 2003.
                                          Amount and Nature of         Percent
Name and Address of Beneficial Owner     Beneficial Ownership(1)       of Class
------------------------------------    ------------------------       --------
Paul E. Licata(1)
10802 Hunters Forest, Houston TX            2,816,666                     11%

Z. A. Hakim(2)
1114 Dominion Drive, Katy, TX               1,797,613                      7%

-----------

(1)      A total of 1,266,666 of these shares are owned by Paul Licata, P.C. and
         1,000,000 of these shares are owned by 1999 DC Trust, both of which are
         affiliates of Mr. Licata. Mr. Licata is the owner of 550,000 shares.

(2)      Mr. Hakim is the owner of 1,797,613  shares.  A total of 23,000  shares
         are  owned by AMT  Trading  Inc.  and  23,000  shares  are owned by CCC
         Communications LTD. Both entities are affiliates of Mr. Hakim.

         b. The following table details the security  ownership of management of
CCC GlobalCom as of March 30, 2004, beneficially owned by all directors and each
of the named executives and directors and executive officers as a group.

                                       17
<PAGE>
                                           Amount and Nature          Percent
Name and Address of Beneficial Owner    of Beneficial Ownership(1)    of Class
------------------------------------    --------------------------    -------
Paul E. Licata
10802 Hunters Forest, Houston TX              2,766,666                   7%

Robert W. Livingston(2)
3930 Bolivia, Pasadena, TX                    1,361,677                   4%

Douglas Morris
340 East 400 South
Salt Lake City, UT                              776,523                   3%

Garry Bolinder
1250 Wood Branch Park Drive                     660,411                   3%
Houston, TX

Joseph P. Tate
3252 North Lake Drive, Milwaukee WI             750,000                   3%

Directors and Executive Officers              6,065,277                  24%
-----------

(1)      See notes to the first table for details of the beneficial ownership of
         Mr. Hakim and Mr. Licata.

         c.  Changes in  Control.  No changes  in control of CCC  GlobalCom  are
currently contemplated.

ITEM 12.   CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS

Employment Agreements-CCC GlobalCom Officers

         In February 2001 CCC GlobalCom entered into employment  agreements with
two members of  executive  management,  who were also  officers,  directors  and
shareholders,  that expire  February  16,  2006.  The  agreements  automatically
extended  each year for an  additional  year unless  either party gives  written
notice 60 days in advance of the  anniversary  date. The agreements  provide the
officer/director  with an annual base salary,  business  expense  reimbursement,
certain  employee  benefits  or  equivalent  compensation,   vacation  and  paid
holidays,  office space and eligibility for: 1) sign-on shares;  2) bonuses;  3)
other benefit  programs  which may be offered by CCC GlobalCom to its employees;
4) a lump sum  termination  payment  of 300% of the  officer's/director's  gross
income for the year preceding termination.  In the event the officer/director is
terminated  for other than  cause,  the  officer/director  will be  entitled  to
receive all or part of the items noted above;  including a bonus, if paid in the
year  preceding  termination,  for the  remaining  term of the  agreement  as if
employment  had not  terminated.  The agreement must be assigned to acquiring or
successor entities and termination of the officer/director must be approved by a
majority of the directors of CCC GlobalCom.

         In August 2002 Mr. Licata's  employment  agreement was amended upon his
election to Chief Executive Officer of CCC GlobalCom  Corporation.  All terms of
the  employment  agreement  remain the same except for annual base salary and an
additional  issuance  of shares of stock.  Mr.  Licata's  annual base salary was
changed from  $192,000 to $220,000.  In  addition,  Mr.  Licata was also awarded
500,000 shares of restricted stock. See Executive Compensation  disclosure above
for more information.

         During  2003,  one of the  members  of  Executive  management  left the
Company  and  entered  into an  agreement  with the  Company  to  terminate  the
agreement without any further obligation by either party.

         During the years ended  December  31, 2003 and 2002,  the Company  paid
consulting  fees to a board member totaling  approximately  $54,000 and $64,000,
respectively.  The Company also paid office rent for that board member  totaling
approximately $14,000 and $33,000, respectively for the years ended December 31,
2003 and 2002.

Stock Bonus to Officers

         On August 31, 2001 CCC GlobalCom granted to an officer/director a stock
bonus of 600,000 shares,  under terms of an Escrow  Agreement that was fulfilled
November 30, 2001 when CCC  GlobalCom  purchased  the assets of Incomnet.  These
shares have been valued at a price of $0.035 per share based upon an independent
appraisal and related  compensation  expense of $42,000 has been recorded in our
2001 results.

                                       18
<PAGE>
Consulting Agreement with Shareholder

         In January 2001 CCC GlobalCom entered into a consulting  agreement with
a company that is a shareholder and an affiliate of a current  shareholder and a
director.  This  agreement  engaged the  consultant to assist CCC GlobalCom with
shareholder  relations,  financial public  relations,  review of CCC GlobalCom's
business plan, introductions to lending institutions and securities brokers, and
assisting  the  Company  in  evaluating  and  structuring  potential  mergers or
acquisitions.  The  term  of the  agreement  expired  January  9,  2002  and CCC
GlobalCom  compensated  the  consulting  firm  $90,000  during 2001 for services
performed under this agreement. The agreement included a covenant not to compete
provision that extended  through January 2004 that restricts the consultant from
engaging in a business  that  competes with CCC  GlobalCom.  The Company  issued
400,000 shares of common stock valued at $48,000 which was the fair market value
of the common  stock  during  the year  ended  December  31,  2002 for  services
performed under this agreement.

Stock Grants for Services Provided by Shareholders

         CCC GlobalCom entered into consulting agreements with a company that is
a  shareholder  and an  affiliate  of a  director  and an  individual  that is a
shareholder.  The  agreements  called  for  consulting  to be  provided  to  CCC
GlobalCom in exchange for stock.  CCC GlobalCom  issued 112,768 shares of common
stock in 2002 for services  performed  under these  consulting  agreements.  The
Company recorded consulting expense of approximately $366,000 in 2001 related to
these agreements.


ITEM 13.   EXHIBITS,  AND REPORTS ON FORM 8-K

    Exhibit
    Number      Document Description
    -------     --------------------

      3.1      Articles of  Incorporation-incorporated  herein by  reference  to
               Exhibit 3.1 to Registration  Statement on Form S-18 (SEC File No.
               33-30365-C).

      3.2      Bylaws-incorporated   herein  by  reference  to  Exhibit  3.2  to
               Registration Statement on Form S-18 (SEC File No. 33-30365C).

      10.1     CCC GlobalCom Corporation 2001 Stock Incentive  Plan-incorporated
               herein by reference to Exhibit 10.2 on Form 10QSB Filed on August
               10, 2001 (SEC File No. 33-30365-C).

      10.3     Employment  Agreement between CCC GlobalCom  Corporation and Paul
               E.  Licata-incorporated  herein by  reference  to Exhibit 10.3 on
               Form 10-KSB Filed on April 3, 2000 (SEC File No. 33-30365-C).

      10.4     Employment  Agreement Addendum between CCC GlobalCom  Corporation
               and Paul E.  Licata-incorporated  herein by  reference to Exhibit
               10.4 on Form 10-KSB on April 15, 2003 (SEC File No. 33-3-365-C).

      10.6     Second Amended and Restated Loan and Security  Agreement  between
               Ciera Network  Systems,  Inc., CCC GlobalCom  Corporation and RFC
               Financial Corporation-incorporated herein by reference to Exhibit
               10.6 on Form  10-KSB  Filed  on  April  15,  2003  (SEC  File No.
               33-30365-C).

      10.12    Settlement  agreement  between CCC GlobalCom  Corporation  and Z.
               Hakim-incorrporated  herein by reference to Exhibit 10.12 on Form
               10-QSB filed August 22, 2004 (SEC File No. 33-30365-C).

      10.13    Mutual Limited Release between Ciera Network Sytems,  Inc and CCC
               GlobalCom       Corporation      and      Textron       Financial
               Corporation-incorporated  herein by reference to Exhibit 10.13 on
               Form 10-QSB filed on August 22, 2004 (SEC File No. 33-30365-C).

      31.1     Certification  of  Chief  Executive  Officer/Principal  Financial
               Officer

      32.1     Certification  of  Chief  Executive  Officer/Principal  Financial
               Officer


                                       19
<PAGE>

Reports on Form 8-K:

         (1)  Pursuant  to the  requirements  of  Section  13 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.

                                   SIGNATURES

         In accordance  with Section 13 or 15(d) of the Securities  Exchange Act
of 1934,  the  Registrant  caused  this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

                                         CCC GLOBALCOM CORPORATION

Date: April 14, 2004                     By /s/ Paul E. Licata
                                            ------------------
                                            Paul E. Licata, CEO and President
                                            Principal Executive and Principal
                                            Financial Officer

         In accordance  with the  Securities  Exchange Act, this report has been
signed  below by the  following  persons on behalf of CCC  GlobalCom  and in the
capacities and on the dates indicated.

          Signature                    Capacity                        Date
          ---------                    --------                        ----

/s/ Paul E. Licata           Principal Executive Officer/         April 14, 2004
------------------------     Principal Financial
Paul E. Licata               Officer/Director

/s/ Robert Livingston        Director                             April 14, 2004
------------------------
Robert Livingston

/s/ Douglas Morris           Director                             April 14, 2004
------------------------
Douglas Morris

/s/ Garry Bolinder           Director                             April 14, 2004
------------------------
Garry Bolinder

/s/ Joseph P. Tate           Director                             April 14, 2004
------------------------
Joseph P. Tate



                                       20
<PAGE>

CCC GLOBALCOM CORPORATION
Consolidated Financial Statements
December 31, 2003 and 2002


<PAGE>



                                                    INDEPENDENT AUDITORS' REPORT



To the Board of Directors and Stockholders of
CCC GlobalCom Corporation and Subsidiaries


We have audited the consolidated balance sheet of CCC GlobalCom  Corporation and
Subsidiaries (the Company) as of December 31, 2003, and the related consolidated
statements of operations,  stockholders'  deficit,  and cash flows for the years
ended December 31, 2003 and 2002. These  consolidated  financial  statements are
the responsibility of the Company's management. Our responsibility is to express
an opinion on these consolidated financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the  United  States of  America.  Those  standards  require  that we plan and
perform the audit to obtain  reasonable  assurance  about  whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audits  provide  a
reasonable basis for our opinion.

In our opinion, the consolidated  financial statements referred to above present
fairly, in all material  respects,  the consolidated  financial  position of CCC
GlobalCom  Corporation and Subsidiaries as of December 31, 2003, and the results
of their  operations  and their cash flows for the years ended December 31, 2003
and 2002 in conformity  with  accounting  principles  generally  accepted in the
United States of America.

The accompanying  consolidated  financial statements have been prepared assuming
that the Company will continue as a going concern.  The Company has a deficit in
working  capital,  a  stockholders'  deficit at December 31, 2003,  has incurred
substantial  losses from operations and has  discontinued  the operations of its
operating  subsidiaries.  As discussed in Note 2 to the  consolidated  financial
statements,  there is  substantial  doubt  about the  ability of the  Company to
continue  as a going  concern.  Management's  plans in regard to that matter are
also described in note 2. The consolidated  financial  statements do not include
any adjustments that might result from the outcome of this uncertainty.


/s/Tanner + Co.
Salt Lake City, Utah
February 27, 2004

<PAGE>

                                      CCC GLOBALCOM CORPORATION AND SUBSIDIARIES
                                                      Consolidated Balance Sheet

                                                               December 31, 2003
--------------------------------------------------------------------------------


        Assets
        ------

Current assets:
  Cash and cash equivalents                                      $        7,758
  Prepaid expense and other current assets                               24,413
  Assets from discontinued operations                                   476,277
                                                                 ---------------

        Total current assets                                     $      508,448
                                                                 ---------------

--------------------------------------------------------------------------------

        Liabilities and Stockholders' Deficit
        -------------------------------------

Current liabilities:
  Accounts payable                                               $      116,989
  Accrued expenses                                                       74,270
  Liabilities from discontinued operations                           23,711,669
                                                                 ---------------

        Total current liabilities                                    23,902,928
                                                                 ---------------

Commitments and contingencies                                                 -

Stockholders' deficit:
  Common stock, $.001 par value, authorized
    100,000,000 shares; issued and outstanding
    25,774,490 shares                                                    25,775
  Additional paid-in capital                                         10,786,763
  Accumulated deficit                                               (34,207,018)
                                                                 ---------------

        Total stockholders' deficit                                 (23,394,480)
                                                                 ---------------

                                                                 $      508,448
                                                                 ---------------

--------------------------------------------------------------------------------
See accompanying notes to consolidated financial statements.                 F-1
<PAGE>
<TABLE>
<CAPTION>

                                                      CCC GLOBALCOM CORPORATION AND SUBSIDIARIES
                                                            Consolidated Statement of Operations

                                                                        Years Ended December 31,
------------------------------------------------------------------------------------------------


                                                                  2003              2002
                                                            ------------------------------------
<S>                                                         <C>                 <C>
Revenues                                                    $               -   $             -

General and administrative expenses                                   500,867         1,682,764
                                                            ------------------------------------

        Loss from operations                                         (500,867)       (1,682,764)
                                                            ------------------------------------

Other income (expense):
  Interest income                                                         287             6,179
  Interest expense                                                          -              (762)
  Other, net                                                                -             6,994
                                                            ------------------------------------

                                                                          287            12,411
                                                            ------------------------------------

        Loss from continuing operations
        before provision for income taxes                            (500,580)       (1,670,353)

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

Net loss from continuing operations                                  (500,580)       (1,670,353)
                                                            ------------------------------------

Discontinued operations:

        Loss from discontinued operations,
        net of income taxes                                        (5,711,748)      (18,040,608)

        Gain on disposition of discontinued
        operations, net of income taxes                            13,074,682                 -
                                                            ------------------------------------

Income (loss) from discontinued operations                          7,362,934       (18,040,608)
                                                            ------------------------------------

Net income (loss)                                                   6,862,354       (19,710,961)

Preferential dividend                                                 (50,669)                -
                                                            ------------------------------------

Net income (loss) applicable to common shareholders         $       6,811,685   $   (19,710,961)
                                                            ------------------------------------

Net loss per share from continuing operations               $           (0.02)  $         (0.54)

Net income (loss) per share from discontinued operations    $            0.25   $             -
                                                            ------------------------------------

Net income (loss) per share - basic and diluted             $            0.23   $         (0.54)
                                                            ------------------------------------

Weighted average shares - basic and diluted                        29,554,000        36,207,000
                                                            ------------------------------------

------------------------------------------------------------------------------------------------
See accompanying notes to consolidated financial statements.                                 F-2
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                                                                          CCC GLOBALCOM CORPORATION AND SUBSIDIARIES
                                                                          Consolidated Statement of Changes in Stockholders' Deficit

                                                                                              Years Ended December 31, 2003 and 2002
------------------------------------------------------------------------------------------------------------------------------------



                                                    Common Stock               Additional
                                            ------------------------------      Paid in          Accumulated       Stockholders'
                                                 Shares         Amount           Capital            Deficit            Deficit
                                            ----------------------------------------------------------------------------------------
<S>                                            <C>               <C>              <C>              <C>                <C>
Balance, January 1, 2002                        34,926,150       $ 34,926         $ 8,234,947      $ (21,307,742)     $ (13,037,869)

Stock issued for:
     Satisfaction of payable                       912,768            913             393,584                  -            394,497
     Services                                      400,000            400              47,600                  -             48,000
     Equipment                                      50,000             50             162,450                  -            162,500
Stock bonus awarded to:
     Officers/directors                            500,000            500              59,500                  -             60,000
     Employee                                      300,000            300             311,700                  -            312,000
Exercise of warrant                                125,000            125             499,875                  -            500,000
Warrants issued related to debt                          -              -             975,000                  -            975,000
Net loss                                                 -              -                   -        (19,710,961)       (19,710,961)
                                            ----------------------------------------------------------------------------------------

Balance, December 31, 2002                      37,213,918         37,214          10,684,656        (41,018,703)       (30,296,833)

Stock issued for services                          500,000            500              39,499                  -             39,999
Shares returned by shareholder                 (11,939,428)       (11,939)             11,939                  -                  -
Preferential dividend                                    -              -              50,669            (50,669)                 -
Net income                                               -              -                   -          6,862,354          6,862,354
                                            ----------------------------------------------------------------------------------------

Balance, December 31, 2003                      25,774,490       $ 25,775        $ 10,786,763      $ (34,207,018)     $ (23,394,480)
                                            ----------------------------------------------------------------------------------------


------------------------------------------------------------------------------------------------------------------------------------
See accompanying notes to consolidated financial statements.                                                                     F-3
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                                       CCC GLOBALCOM CORPORATION AND SUBSIDIARIES
                                                             Consolidated Statement of Cash Flows

                                                                          Years Ended December 31,
-------------------------------------------------------------------------------------------------


                                                                   2003               2002
                                                            -------------------------------------
<S>                                                         <C>                 <C>
Cash flows from operating activities:
  Net income (loss)                                         $       6,862,354   $    (19,710,961)
  Adjustments to reconcile net income (loss) to net cash
    (used in) provided by operating activities:
      Depreciation and amortization                                 1,703,923          3,726,980
      Bad debt expense                                                466,903                  -
      Impairment loss                                                 257,878                  -
      Stock issued for compensation                                         -            372,000
      Stock issued for services                                        39,999             48,000
      Loss on sale/abandonment of fixed assets                        507,088          2,312,266
      Amortization of warrant costs                                   103,600            198,000
      Gain from disposal of subsidiary                               (183,052)                 -
      Gain from disposal of debt                                  (13,309,006)                 -
      (Increase) decrease in:
        Restricted cash                                               107,543             21,193
        Accounts receivable                                         1,269,322          2,263,465
        Inventory                                                      14,465                  -
        Prepaid expenses                                               94,489            491,716
        Other assets                                                  194,089            108,693
      Increase (decrease) in:
        Cash overdraft                                                 45,916                  -
        Accounts payable                                            1,644,183          8,547,429
        Accrued compensation and other                               (376,272)          (186,012)
        Excise taxes payable                                          884,810          1,214,958
        Accrued expenses                                             (784,513)         1,577,223
        Deferred revenue                                              321,749           (103,039)
                                                            -------------------------------------

            Net cash (used in) provided by
            operating activities                                     (134,532)           881,911
                                                            -------------------------------------

Cash flows from investing activities:
  Proceeds from sale of subsidiary                                    170,000                  -
  Purchase of property and equipment                                  (32,086)          (125,808)
  Net cash paid in acquisition                                       (140,000)                 -
                                                            -------------------------------------

            Net cash used in investing activities                      (2,086)          (125,808)
                                                            -------------------------------------

Cash flows from financing activities:
  Payments on long-term debt                                         (234,032)          (217,852)
  Net decrease on line of credit                                      165,678           (972,577)
                                                            -------------------------------------

            Net cash used in financing activities                     (68,354)        (1,190,429)
                                                            -------------------------------------

            Net change in cash                                       (204,972)          (434,326)

Cash and cash equivalents at beginning of year                        212,730            647,056
                                                            -------------------------------------

Cash and cash equivalents at end of year                    $           7,758   $        212,730
                                                            -------------------------------------

Supplemental disclosure of cash flow information:
Cash paid during the year for:
  Interest                                                  $         247,697   $      1,285,444
                                                            -------------------------------------

  Income taxes                                              $               -   $              -
                                                            -------------------------------------


-------------------------------------------------------------------------------------------------
See accompanying notes to consolidated financial statements.                                  F-4
</TABLE>
<PAGE>


                                      CCC GLOBALCOM CORPORATION AND SUBSIDIARIES
                                      Notes to Consolidated Financial Statements

                                                      December 31, 2003 and 2002
--------------------------------------------------------------------------------

1.   Organization       Organization
     and                CCC GlobalCom  Corporation,  a Nevada  corporation ("CCC
     Significant        GlobalCom" or the  "Company"),  conducted  operations in
     Accounting         the telecommunications industry through its wholly-owned
     Policies           subsidiaries,  Ciera Network  Systems,  Inc.  ("Ciera"),
                        Equalnet,  Inc.  ("Equalnet")  and  Equalnet,  LLC.  The
                        subsidiaries  provided local,  long-distance and prepaid
                        communications services in the United States. During the
                        current  year,   management   discontinued  all  of  the
                        telecommunications  industry  operations.  On August 28,
                        2003 Ciera filed for Chapter 7 bankruptcy. On January 4,
                        2004  Equalnet  filed for  Chapter  11  bankruptcy.  The
                        Company   is   currently    exploring   other   business
                        opportunities.

                        Principles of Consolidation
                        The  consolidated   financial   statements  include  the
                        accounts   of  the   Company   and  its   wholly   owned
                        subsidiaries, Ciera Network Systems, Inc, Equalnet, Inc.
                        and Equalnet LLC. All significant  intercompany balances
                        and transactions  have been eliminated in consolidation.
                        In as much as the Company  discontinued  all  operations
                        relating   to  the   telecommunications   industry   the
                        financial   statements   reflect  those   operations  as
                        discontinued   operations.   Expenses  not  included  in
                        discontinued  operations are general and  administrative
                        costs.

                        Cash and Cash Equivalents
                        The Company considers all highly liquid investments with
                        original  maturities  to the Company of three  months or
                        less to be cash equivalents.

                        Revenue Recognition
                        Revenues are derived  primarily  from sales of local and
                        long-distance  telephone  services  to  residential  and
                        commercial customers, prepaid calling cards, and prepaid
                        cellular   cards.   Revenues  for  sales  of  local  and
                        long-distance  telephone  services  to  residential  and
                        commercial  customers  and  prepaid  calling  cards  are
                        recognized  as services are  provided to customers  that
                        have entered into binding  agreements  with a price that
                        is  fixed  and   determinable  and  when  collection  is
                        reasonably  assured.  Deferred  revenues arise primarily
                        from  pre-billing  for local telephone  services.  These
                        amounts  are  recognized  over the  period for which the
                        services are provided.

--------------------------------------------------------------------------------
                                                                             F-5
<PAGE>


                                      CCC GLOBALCOM CORPORATION AND SUBSIDIARIES
                                      Notes to Consolidated Financial Statements
                                                                       Continued

--------------------------------------------------------------------------------


1.   Organization       Revenue Recognition - Continued
     and                Revenues for prepaid  cellular  cards are  recognized at
     Significant        the time of the sale of the card  since the  Company  is
     Accounting         acting as a pass-through  agent for the  cellularcarrier
     Policies           and has no further obligation after the sale is made. At
     Continued          the time of the sale of the prepaid  cellular  card, the
                        Company has provided its  service,  a binding  agreement
                        has been entered into, a price is fixed and determinable
                        and collection is reasonably assured.

                        Stock Based Compensation
                        The Company accounts for stock-based  compensation under
                        the  recognition  and  measurement   principles  of  APB
                        Opinion  No.  25,   Accounting   for  Stock   Issued  to
                        Employees, and related  Interpretations.  No stock-based
                        employee  compensation cost is reflected in the net loss
                        as all options  granted  had an exercise  price equal to
                        the market value of the  underlying  common stock on the
                        date of  grant.  The  following  table  illustrates  the
                        effect on net loss and loss per share if the company had
                        applied the fair value  recognition  provisions  of FASB
                        Statement   No.   123,    Accounting   for   Stock-Based
                        Compensation, to stock-based employee compensation.

                                             Years Ended December 31,
                                         ----------------------------------
                                               2003            2002
                                         ----------------------------------

 Net income (loss) - as reported          $     6,811,685 $   (19,710,961)
 Less:  Total stock-based employee
   compensation expense determined
   under fair value based method for all
   awards, net of related tax effects.                  -        (328,000)
                                         ----------------------------------

 Net income (loss) - pro forma            $     6,811,685 $   (20,038,961)
                                         ----------------------------------

 Income (loss) per share - as reported    $           .23 $          (.54)
                                         ----------------------------------

 Income (loss) per share - pro forma      $           .23 $          (.55)
                                         ----------------------------------

--------------------------------------------------------------------------------
                                                                             F-6
<PAGE>


                                      CCC GLOBALCOM CORPORATION AND SUBSIDIARIES
                                      Notes to Consolidated Financial Statements
                                                                       Continued

--------------------------------------------------------------------------------


1.   Organization       The fair value of each option  grant is estimated in the
     and                date of grant  using the  Black-Scholes  option  pricing
     Significant        model with the following assumptions:
     Accounting
     Policies
     Continued                                     December 31,
                                         ----------------------------------
                                               2003            2002
                                         ----------------------------------

 Expected dividend yield                                -                -
 Expected price volatility                           143%             143%
 Risk-free interest rate                             3.07             4.25
 Expected life of options                         5 years          5 years

                        The  weighted  average  fair  value of  options  granted
                        during is $0.05 per share.  There were no options issued
                        during 2003.

                        Income Taxes
                        The Company  accounts  for income  taxes using the asset
                        and  liability  method.  Under the  asset and  liability
                        method,   deferred  tax  assets  and   liabilities   are
                        recognized for future tax  consequences  attributable to
                        differences  between the  financial  statement  carrying
                        amounts of  existing  assets and  liabilities  and their
                        respective   tax   bases.   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.

                        Loss Per Common Share
                        The  computation  of basic  earnings  (loss)  per common
                        share is based on the weighted  average number of shares
                        outstanding during each year. The computation of diluted
                        earnings  per  common  share is  based  on the  weighted
                        average  number of shares  outstanding  during the year,
                        plus the common stock  equivalents that would arise from
                        the exercise of stock options and warrants  outstanding,
                        using the treasury  stock method and the average  market
                        price per share  during the year.  Options  to  purchase
                        78,000 shares and 1,702,000  shares of common stock at a
                        range of $1.00 to $3.75 per share  were  outstanding  at
                        December 31, 2003 and 2002  respectively.  There were no
                        common  stock  equivalents  as of December  31, 2003 and
                        2002.

--------------------------------------------------------------------------------
                                                                             F-7
<PAGE>


                                      CCC GLOBALCOM CORPORATION AND SUBSIDIARIES
                                      Notes to Consolidated Financial Statements
                                                                       Continued

--------------------------------------------------------------------------------


1.   Organization       Impairment of Long-Lived Assets
     and                The Company reviews its long-lived assets for impairment
     Significant        whenever  events or  changes in  circumstances  indicate
     Accounting         that  the  carrying  amount  of the  assets  may  not be
     Policies           recoverable  through  undiscounted future cash flows. If
     Continued          it is determined  that an  impairment  loss has occurred
                        based on expected cash flows, such loss is recognized in
                        the statement of operations.

                        Concentration of Credit Risk and Significant Customers
                        Financial  instruments,  which  potentially  subject the
                        Company  to  concentration   of  credit  risk,   consist
                        primarily of trade receivables.  In the normal course of
                        business,  the  Company  provides  credit  terms  to its
                        customers.  Accordingly,  the Company  performs  ongoing
                        credit   evaluations  of  its  customers  and  maintains
                        allowances  for possible  losses which,  when  realized,
                        have been within the range of management's expectations.

                        The Company maintains its cash in bank deposit accounts,
                        which, at times,  may exceed  federally  insured limits.
                        The  Company  has not  experienced  any  losses  in such
                        accounts   and   believes  it  is  not  exposed  to  any
                        significant credit risk on cash and cash equivalents.

                        Use  of  Estimates  in  the   Preparation  of  Financial
                        Statements
                        The  preparation  of financial  statements in conformity
                        with  accounting  principles  generally  accepted in the
                        United  States of America  requires  management  to make
                        estimates and assumptions  that affect certain  reported
                        amounts.  Accordingly,  actual results could differ from
                        those estimates.

                        Reclassifications
                        Some balances in the 2002 financial statements have been
                        reclassified    to   conform   to   the   current   year
                        presentation.

2.   Going              The accompanying  consolidated financial statements have
     Concern            been  prepared  assuming the Company will  continue as a
                        going  concern.   However,   the  Company  has  incurred
                        significant  recurring net losses, has a working capital
                        deficit,   has   a   stockholders'   deficit   and   has
                        discontinued  all  of  its  current  operations.   These
                        conditions raise  substantial  doubt about the Company's
                        ability to continue as a going concern.

--------------------------------------------------------------------------------
                                                                             F-8
<PAGE>


                                      CCC GLOBALCOM CORPORATION AND SUBSIDIARIES
                                      Notes to Consolidated Financial Statements
                                                                       Continued

--------------------------------------------------------------------------------


2.   Going              Management's  plans  with  respect  to this  uncertainty
     Concern            include,   among  other  matters,  (1)  raising  capital
     Continued          through  issuance of equity,  (2)  finding an  operating
                        company to merge with that can generate  cash flows from
                        operations.

                        There can be no assurance that  management's  plans will
                        be successful.  The accompanying  consolidated financial
                        statements  do not include any  adjustments  relating to
                        the  recoverability and classification of asset carrying
                        amounts or the amount and  classification of liabilities
                        that  might  result  should  the  Company  be  unable to
                        continue as a going concern.

3.   Acquisition        On May 30, 2003, the Company  acquired certain assets of
                        Tele-Direct,   Inc.   (Tele-Direct)   an   affiliate  of
                        Telefyne,  Inc. The assets  purchased  included  various
                        fixed assets,  inventory,  customer contracts, and other
                        intangible  assets related to Tele-Direct's  business of
                        reselling common carrier  telecommunications,  including
                        both  domestic and  international  services and cellular
                        services.  The purchase  price of $600,000 was paid with
                        available  cash  of  $140,000,   proceeds  from  Textron
                        Financial  Corporation  of $260,000 and a $200,000  note
                        payable to Tele-Direct.

                        The  acquisition  was  accounted  for using the purchase
                        method of  accounting.  No amount of the purchase  price
                        was  allocated to goodwill.  Approximately  $575,000 was
                        allocated  to  the  customer  base.   The   consolidated
                        financial  statements  reflect  the  operations  of  the
                        acquired assets from the date of the acquistion.

                        A breakdown of the acquisition is as follows:

                        Customer base                          $        574,835
                        Furniture and equipment                          10,700
                        Inventory                                        14,465
                        Note payable                                  (200,000)
                        Advance from line of credit                   (260,000)
                                                               -----------------

                        Net cash paid in acquisition           $        140,000
                                                               -----------------

--------------------------------------------------------------------------------
                                                                             F-9
<PAGE>


                                      CCC GLOBALCOM CORPORATION AND SUBSIDIARIES
                                      Notes to Consolidated Financial Statements
                                                                       Continued

--------------------------------------------------------------------------------


4.   Discontinued       In July 2003,  one of the creditors of Ciera  foreclosed
     Operations         on all of the  assets  of Ciera,  causing  the local and
                        long-distance  service  operations  of  the  Company  to
                        cease.   At  that   time,   management   determined   to
                        discontinue  the  operations  of Ciera and on August 28,
                        2003, Ciera filed Chapter 7 Bankruptcy. In December 2003
                        management  discontinued  the operations of Equalnet due
                        to the  inability  of the  Company to service  its debt.
                        Equalnet  filed for Chapter 11  bankruptcy on January 4,
                        2004. In addition,  Telefyne,  Inc.  foreclosed February
                        18,  2004 on the assets  sold to the  Company on May 30,
                        2003  due  to   nonpayment   of  the  note   payable  to
                        Tele-Direct.  The operations of Equalnet,  Inc. from May
                        30,   2003  to  December   31,  2003  are   included  in
                        discontinued operations. Management has discontinued all
                        operations related to telecommunications.

                        Assets  from  discontinued  operations  consist  of  the
                        following as of December 31, 2003:

                                                                       Non
                                                                   Bankruptcy
                                                     Bankruptcy       Post
                                          Total      Prepetition    Petition
                                       -----------------------------------------

 Restricted cash                       $    132,852 $     132,852 $           -
 Accounts receivable, net                   129,750             -       129,750
 Prepaid expenses                            28,675        28,675             -
 Property and equipment, net                 35,700             -        35,700
 Intangible assets, net                     149,300             -       149,300
                                       -----------------------------------------

 Assets from discontinued operations   $    476,277 $     161,527 $     314,750
                                       -----------------------------------------


--------------------------------------------------------------------------------
                                                                            F-10
<PAGE>


                                      CCC GLOBALCOM CORPORATION AND SUBSIDIARIES
                                      Notes to Consolidated Financial Statements
                                                                       Continued

--------------------------------------------------------------------------------


4.   Discontinued       Liabilities from discontinued  operations consist of the
     Operations         following as of December 31, 2003:
     Continued
                                                                      Non
                                                                   Bankruptcy
                                                    Bankruptcy        Post
                                       Total        Prepetition     Petition
                                   ---------------------------------------------

 Cash overdraft                    $       45,916  $       45,916 $           -
 Accounts payable                      15,957,744      15,722,779       234,965
 Accrued compensation                      19,412          19,412             -
 Excise taxes payable                   3,342,506       3,342,506             -
 Other accrued expenses                 1,702,090       1,701,801           289
 Deferred income                          368,419               -       368,419
 Notes payable                          2,275,582       1,966,164       309,418
                                   ---------------------------------------------

 Liabilities from discontinued
   operations                      $   23,711,669  $   22,798,578 $     913,091
                                   ---------------------------------------------

                        Condensed   discontinued   operations   consist  of  the
                        following for the years ended December 31:

                                              2003              2002
                                         ------------------------------------

 Revenue                                 $      12,169,241   $     26,722,393
 Costs and expenses                            (17,880,989)       (44,763,001)
                                         ------------------------------------

      Loss before income taxes                  (5,711,748)       (18,040,608)

      Income taxes - deferred                            -                  -
                                         ------------------------------------

      Net loss                           $      (5,711,748)  $    (18,040,608)
                                         ------------------------------------

5.   Stock-Based        As of December 31, 2003 and 2002, the Company had 78,000
     Compensation       and  1,702,000  options  outstanding,  respectively,  to
                        purchase  shares  of the  Company's  common  stock.  The
                        options are exercisable at amounts in the range of $1.00
                        to $3.75  and are fully  vested by the end of 2003.  The
                        options  expire   beginning  at  various  dates  through
                        November 2012.


--------------------------------------------------------------------------------
                                                                            F-11
<PAGE>


                                      CCC GLOBALCOM CORPORATION AND SUBSIDIARIES
                                      Notes to Consolidated Financial Statements
                                                                       Continued

--------------------------------------------------------------------------------


5.   Stock-Based        Changes in stock options were as follows:
     Compensation
     Continued                                 Shares           Exercise
                                             Underlying          Price
                                               Options           Range
                                          ------------------------------------

 Outstanding at January 1, 2002                     915,000  $    3.50 - 5.00
 Granted                                            842,000              1.00
 Expired or canceled                                (55,000)             5.00
                                          ------------------------------------

 Outstanding at December 31, 2002                 1,702,000  $    1.00 - 3.75
 Expired or canceled                             (1,624,000) $    1.00 - 3.75
                                          ------------------------------------

 Outstanding at December 31, 2003                    78,000  $           1.00
                                          ------------------------------------
 Exercisable at December 31, 2003                    78,000  $           1.00
                                          ------------------------------------

                        The following table summarizes  information  about stock
                        options outstanding at December 31, 2003:

                       Options and Warrants           Options and Warrants
                           Outstanding                     Exercisable
              ----------------------------------------------------------------
                              Weighted
                               Average
                  Number      Remaining   Weighted     Number      Weighted
   Range of    Outstanding   Contractual   Average   Exercisable   Average
   Exercise         At          Life      Exercise       At        Exercise
    Prices       12/31/03      (Years)      Price     12/31/03      Price
 -----------------------------------------------------------------------------

 $        1.00        78,000         8.88 $     1.00       78,000 $       1.00
 ------------------------------------------------------------------------------

                        The  Company has a Stock  Option Plan (the Option  Plan)
                        which  reserves   4,000,000   shares  of  the  Company's
                        authorized but unissued common stock for the granting of
                        stock options.

                        The  Option  Plan  provides  for the grant of  incentive
                        stock  options  and   non-statutory   stock  options  to
                        employees,  non-employee  directors  of the  Company and
                        consultants.  The  Option  Plan is  administered  by the
                        Board of Directors or a  Compensation  Committee,  which
                        determines  the terms of options  granted  including the
                        exercise  price,  the  number of shares  subject  to the
                        option,   and  the  exercisability  of  the  option.  At
                        December 31, 2003, 842,000 stock options had been issued
                        under the stock  option  plan.  All other stock  options
                        that had been issued as of December 31, 2003 were issued
                        outside of the current stock option plan.


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                                                                            F-12
<PAGE>


                                      CCC GLOBALCOM CORPORATION AND SUBSIDIARIES
                                      Notes to Consolidated Financial Statements
                                                                       Continued

--------------------------------------------------------------------------------


6.   Commitments        Operating Leases
     and                The  Company  has   noncancellable   operating   leases,
     Contingencies      primarily  for its various  office space and  equipment.
                        Rental expense for these operating  leases for the years
                        ended  December  31,  2003 and  2002  was  approximately
                        $768,000 and $1,034,000.

                        Future  minimum  lease  payments  under   noncancellable
                        operating  leases (with initial or remaining lease terms
                        in  excess  of one  year) as of  December  31,  2003 are
                        approximately:


                        Years Ending December 31,
                        -------------------------

                             2004                          $        594,000
                             2005                                   210,000
                             2006                                   177,000
                             2007                                     7,000
                             Thereafter                                   -
                                                          ------------------

                                                           $        988,000
                                                          ------------------

                        Taxes
                        There  is  a  possibility  that  the  Company  could  be
                        contingently   liable   for  tax   liabilities   of  its
                        subsidiaries that are currently in Chapter 7 and Chapter
                        11 bankruptcy.  Management cannot estimate the liklihood
                        of future  liabilities  to the Company  arising from the
                        tax liabilities of its bankrupt subsidiaries.

7.   Litigation         The Company is involved in litigation which arise during
                        the  ordinary  course of business.  Management  believes
                        that the defenses have merit and is vigorously defending
                        its  positions.  It is not  possible  to  determine  the
                        outcome of this litigation.  These financial  statements
                        do not  reflect  any  amount  should the  litigation  be
                        resolved against the Company.


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                                                                            F-13
<PAGE>


                                      CCC GLOBALCOM CORPORATION AND SUBSIDIARIES
                                      Notes to Consolidated Financial Statements
                                                                       Continued

--------------------------------------------------------------------------------


8.   Related Party      Consulting Services Provided by a Board Member
     Transactions       During the years ended  December 31, 2003 and 2002,  the
                        Company paid  consulting fees to a board member totaling
                        approximately  $54,000 and  $64,000,  respectively.  The
                        Company  also paid  office  rent for that  board  member
                        totaling  approximately $14,000 and $33,000 respectively
                        for the years ended December 31, 2003 and 2002.


9.   Supplemental       During the year ended December 31, 2003, the Company:
     Disclosure of
     Cash Flow               o     Had 11,939,428 shares of the Company's common
     Information                   stock returned by a major shareholder causing
                                   an increase in additional paid-in-capital and
                                   a decrease in common stock of $11,939.

                             o     Recorded a  preferential  dividend of $50,669
                                   caused by a major  shareholder  giving shares
                                   of stock to certain other  shareholders.  The
                                   shares were  valued at the fair market  price
                                   on the date of the agreement.

                             o     Sold it's  interest in  GlobalTel in exchange
                                   for cash of $170,000 and a note receivable of
                                   $20,000  included  on the  Company's  balance
                                   sheet under the caption other assets.

                             o     The Company gave up assets from  discontinued
                                   operations     totaling     $2,611,189     in
                                   satisfaction of liabilities from discontinued
                                   operations  totaling  $15,920,195.  A gain on
                                   disposition  of  discontinued  operations  of
                                   $13,309,006 was recognized.

                             o     Acquired  certain  assets of  Tele-Direct  as
                                   follows:


                        Customer base                           $       574,835
                        Furniture and equipment                          10,700
                        Inventory                                        14,465
                        Note payable                                   (200,000)
                        Advance from line of credit                    (260,000)
                                                                ----------------

                        Net cash paid in acquisition             $      140,000
                                                                ----------------

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                                                                            F-14
<PAGE>


                                      CCC GLOBALCOM CORPORATION AND SUBSIDIARIES
                                      Notes to Consolidated Financial Statements
                                                                       Continued

--------------------------------------------------------------------------------


9.   Supplemental       During the year ended December 31, 2002, the Company:
     Disclosure of
     Cash Flow               o     Refinanced  $14,000,000 of the line of credit
     Information                   to term notes.
     Continued
                             o     Sold a portion  of a customer  base  totaling
                                   $100,000 in exchange  for  satisfaction  of a
                                   payable.

                             o     Acquired  equipment  with common stock valued
                                   at $162,500.

                             o     Satisfied  accrued  expenses  of  $394,497 by
                                   issuing the common stock.

                             o     Reduced   the  line  of  credit  by  $500,000
                                   through   the   exercise   of  common   stock
                                   warrants.

                             o     Decreased  long-term  debt by  $777,000  as a
                                   result of the issuance of a warrant.

                             o     Acquired  property and  equipment of $442,440
                                   through a capital lease.

10.  Income             The  provision for income taxes differs from the amounts
     Taxes              which  would  be  provided  by  applying  the  statutory
                        federal income tax rate to net loss before provision for
                        income taxes for the following reasons:

                                                    Years Ended
                                                  December 31,
                                       ------------------------------------
                                              2003             2002
                                       ------------------------------------

 Federal income tax (provision)
   benefit at statutory rate            $      (2,560,000)       8,255,000
 Change in valuation allowance                  2,428,000       (8,255,000)
 Permanent difference in
   discontinued operations                        132,000                -
                                       ------------------------------------

                                        $               - $              -
                                       ------------------------------------

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                                                                            F-15
<PAGE>


                                      CCC GLOBALCOM CORPORATION AND SUBSIDIARIES
                                      Notes to Consolidated Financial Statements
                                                                       Continued

--------------------------------------------------------------------------------


10.  Income              Deferred  tax assets (liabilities) at December 31, 2003
     Taxes               are comprised of the following:
     Continued

          Net operating loss carry forward                $        13,529,000
          Depreciation and amortization                               149,000
          Deferred revenue                                            137,000
          Non-deductible accrued expense                                8,000
                                                        ----------------------

                                                                   13,823,000
          Valuation allowance                                    (13,823,000)
                                                        ----------------------

                                                          $                 -
                                                        ----------------------

                        A valuation  allowance  has been  recorded  for the full
                        amount of the deferred tax asset due to the uncertaintly
                        surrounding its ultimate realization caused by recurring
                        losses.

                        At December  31,  2003,  the  Company has  approximately
                        $36,269,000  of net  operating  loss carry  forwards  to
                        offset future taxable income. These carry forwards begin
                        expiring in 2020.

11.  Fair Value         The  Company's  financial  instruments  consist of cash,
     of Financial       receivables,  payables,  and notes payable. The carrying
     Instruments        amount of cash,  receivables,  and payables approximates
                        fair  value  because of the  short-term  nature of these
                        items. The carrying amount of notes payable approximates
                        fair value as the individual borrowings bear interest at
                        market interest rates.

12.  Recent             In November  2002, the EITF reached a consensus on Issue
     Accounting         No.   00-21,    Revenue   Arrangements   with   Multiple
     Pronounce-         Deliverables.  EITF Issue No. 00-21 provides guidance on
     ments              how to account for certain arrangements that involve the
                        delivery or performance of multiple  products,  services
                        and/or  rights to use  assets.  The  provisions  of EITF
                        Issue  No.  00-21  will  apply to  revenue  arrangements
                        entered into in fiscal periods  beginning after June 15,
                        2003.  The adoption of EITF Issue No. 00-21 did not have
                        a material impact on operating  results or the financial
                        condition of the Company.


--------------------------------------------------------------------------------
                                                                            F-16
<PAGE>


                                      CCC GLOBALCOM CORPORATION AND SUBSIDIARIES
                                      Notes to Consolidated Financial Statements
                                                                       Continued

--------------------------------------------------------------------------------


12.  Recent             In December 2003, the FASB issued  Interpretation No. 46
     Accounting         ("FIN 46R") (revised  December 2003),  Consolidation  of
     Pronounce-         Variable   Interest   Entities,   an  Interpretation  of
     ments              Accounting  Research  Bulletin No. 51 ("ARB 51"),  which
     Continued          addresses  how  abusiness   enterprise  should  evaluate
                        whether  it  has a  controlling  interest  in an  entity
                        though  means other than voting  rights and  accordingly
                        should  consolidate  the entity.  FIN 46R replaces  FASB
                        Interpretation  No.  46 (FIN 46),  which  was  issued in
                        January 2003.  Before  concluding that it is appropriate
                        to apply ARB 51 voting interest  consolidation  model to
                        an entity,  an enterprise  must first determine that the
                        entity is not a variable  interest  entity (VIE).  As of
                        the  effective  date  of FIN  46R,  an  enterprise  must
                        evaluate  its  involvement  with all  entities  or legal
                        structures created before February 1, 2003, to determine
                        whether  consolidation  requirements of FIN 46R apply to
                        those entities.  There is no  grandfathering of existing
                        entities.  Public  companies must apply either FIN 46 or
                        FIN 46R  immediately  to entities  created after January
                        31,  2003  and no  later  than  the  end  of  the  first
                        reporting  period  that ends after March 15,  2004.  The
                        adoption  of  FIN  46 had  no  effect  on the  Company's
                        consolidated  financial position,  results of operations
                        or cash flows.

                        In April 2003,  FASB issued SFAS No. 149,  Amendment  of
                        Statement  133 on  Derivative  Instruments  and  Hedging
                        Activities. SFAS 149 amends and clarifies accounting for
                        derivative  instruments,  including  certain  derivative
                        instruments  embedded in other contracts and for hedging
                        activities  under SFAS 133,  Accounting for  Derivatives
                        and Hedging Activities.  SFAS 149 is generally effective
                        for   derivative   instruments,   including   derivative
                        instruments embedded in certain contracts,  entered into
                        or modified  after June 30,  2003.  The adoption of SFAS
                        149 did not  have a  material  impact  on the  operating
                        results or financial condition of the Company.


--------------------------------------------------------------------------------
                                                                            F-17
<PAGE>


                                      CCC GLOBALCOM CORPORATION AND SUBSIDIARIES
                                      Notes to Consolidated Financial Statements
                                                                       Continued

--------------------------------------------------------------------------------


12.  Recent             In May 2003,  the FASB issued SFAS 150,  Accounting  for
     Accounting         Certain Financial  Instruments with  Characteristics  of
     Pronounce-         Both  Liabilities  and Equity.  SFAS 150  clarifies  the
     ments              accounting  for  certain   financial   instruments  with
     Continued          characteristics  of  both  liabilities  and  equity  and
                        requires  that  those   instruments   be  classified  as
                        liabilities   in  statements   of  financial   position.
                        Previously,  many of those  financial  instruments  were
                        classified   as  equity.   SFAS  150  is  effective  for
                        financial instruments entered into or modified after May
                        31, 2003 and  otherwise is effective at the beginning of
                        the first interim period  beginning after June 15, 2003.
                        On  November  7,  2003,  FASB Staff  Position  150-3 was
                        issued,  which indefinitely  deferred the effective date
                        of   SFAS   150   for   certain   mandatory   redeemable
                        non-controlling  interests. As the Company does not have
                        any of these financial instruments, the adoption of SFAS
                        150  did  not  have   any   impact   on  the   Company's
                        consolidated financial statements.

                        In December 2003, the Securities and Exchange Commission
                        (SEC) issued Staff  Accounting  Bulletin  (SAB) No. 104,
                        Revenue   Recognition.   SAB  104  revises  or  rescinds
                        portions of the interpretive  guidance included in Topic
                        13 of the codification of staff accounting  bulletins in
                        order to make this interpretive guidance consistent with
                        current  authoritative  accounting and auditing guidance
                        and SEC rules and  regulations.  The adoption of SAB 104
                        did not have a material effect on the Company's  results
                        of operations or financial condition.

13.  Subsequent         On January 4, 2004 Equalnet filed for  protection  under
     Events             Chapter 11 of the U.S. Bankruptcy Code.

                        On February 18, 2004 Telefyne,  Inc. foreclosed and took
                        possession of the assets  previously sold to the Company
                        on May 30,  2003 (see Note 3) due to  nonpayment  by the
                        Company on the note payable to Tele-Direct.

                        On February 25, 2004  Equalnet's  Chapter 11  bankruptcy
                        was dismissed.

                        Subsequent to December 31, 2003,  the Company has raised
                        $140,000 in equity  financing  through  the  issuance of
                        7,000,000 shares of common stock.


--------------------------------------------------------------------------------
                                                                            F-18