NEW MILLENNIUM MEDIA INTERNATIONAL, INC.

                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

                   QUARTERLY REPORT UNDER SECTION 13 OR 15(D)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                ------------------------------------------------
                      For quarter ended September 30, 2002
                         Commission File Number 0-29195

                    NEW MILLENNIUM MEDIA INTERNATIONAL, INC.
                 (Name of Small Business Issuer in Its Charter)

        Colorado                          (7310)                 84-1463284
--------------------------------------------------------------------------------
(State or jurisdiction of      (Primary Standard Industrial   (I.R.S. Employer
incorporation or organization)  Classification Code Number)  Identification No.)

                         200 9th Avenue North, Suite 210
                          Safety Harbor, Florida 34695
                                 (727) 797-6664
                                 --------------
        (Address and Telephone Number of Principal Executive Offices and
                          Principal Place of Business)

                            John D. Thatch, President
                    New Millennium Media International, Inc.
                         200 9th Avenue North, Suite 210
                          Safety Harbor, Florida 34695
            (Name, Address and Telephone Number of Agent for Service)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed  by  Section  13 or 15 (d) of the  Securities  Exchange  Act of 1934
during the preceding 12 months (or for such shorter  period that the  registrant
was  required  to file such  reports),  and (2) has been  subject to such filing
requirements for the past 90 days.

                                Yes  X     No
                                    ---        ---

As of September 30, 2002 there were  10,623,006  shares of the Company's  common
stock issued and outstanding.

<PAGE>

                    NEW MILLENNIUM MEDIA INTERNATIONAL, INC.

                                      INDEX

                                                                            Page
                                                                            ----
Part I    Financial Information ............................................   3
          Item 1    Financial Statements ...................................   3
                    Condensed Balance Sheet ................................   3
                    Condensed Statement of Operations ......................   4
                    Condensed Statement of Cash Flows ......................   5
                    Notes to the Condensed Financial Statements ............   6
          Item 2    Management's Discussion and Analysis of
                    Financial Condition and Results of Operations ..........   8
                    Overview ...............................................   8
                    Critical Accounting Policies ...........................   8
                    Liquidity and Capital Resources ........................   9
                    Material Changes in Financial Condition ................   9
                    Results of Operations ..................................   9
                    Net Loss ...............................................  10
                    Trends and Events ......................................  10
          Item 3    Quantitative and Qualitative Disclosures
                    About Market Risk ......................................  11
Part II   Other Information ................................................  11
          Item 1    Legal Proceedings ......................................  11
          Item 2    Changes in Securities and Use of Proceeds ..............  11
                    Common Stock Transferred ...............................  11
                    Warrants Issued ........................................  12
                    Use of Proceeds ........................................  12
          Item 3    Defaults Upon Senior Securities ........................  12
          Item 4    Submission of Matters to a Vote of Security Holders ....  12
          Item 5    Other Information ......................................  12
          Item 6    Exhibits and Reports on Form 8-K .......................  13
Signatures .................................................................  13

<PAGE>

                          PART I. FINANCIAL INFORMATION

ITEM 1.   FINANCIAL STATEMENTS

                             CONDENSED BALANCE SHEET

<TABLE>
<CAPTION>
                                                                           September 30,     December 31,
                                                                                2002             2001
                                                                            (UNAUDITED)       (AUDITED)
                                                                            ------------     ------------
ASSETS

Current Assets:
<S>                                                                         <C>              <C>
         Cash                                                               $     30,723     $     47,239
         Accounts receivable                                                      15,195           23,395
         Inventory                                                                    --               --
         Prepaid assets                                                           21,728           47,227
                                                                            ------------     ------------
              Total Current Assets                                                67,646          117,861
                                                                            ------------     ------------

Property and Equipment
         Property and equipment - net                                          1,340,040        1,461,824
                                                                            ------------     ------------

Other Assets
         Intangible assets - net                                                  95,000          665,095
         Other assets                                                             69,902           13,986
                                                                            ------------     ------------
              Total Other Assets                                                 164,902          679,081
                                                                            ------------     ------------

                                                                            $  1,572,588     $  2,258,766
                                                                            ============     ============

LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities
         Accounts payable and accrued expenses                              $    421,836     $    520,377
         Notes and loans payable                                                 700,519          612,697
         Related party payables                                                1,012,514          809,554
                                                                            ------------     ------------
              Total Current Liabilities                                        2,134,869        1,942,628
                                                                            ------------     ------------

Long-term Liabilities                                                                 --               --

Stockholders' Equity
         Common stock, par value $.001; 15,000,000 shares
              authorized; 10,623,006 and 8,610,047 shares issued
              and outstanding, respectively, 2002 and 2001                        10,623            8,610
         Common stock warrants                                                    70,890           69,290
         Common stock options; 25,000 issued and outstanding,
              exercisable at $.005 per option                                      1,228            1,175
         Preferred stock, par value $.001; 10,000,000 shares
              authorized, no shares issued and outstanding                            --               --
         Additional paid in capital                                            6,149,245        5,336,697
         Accumulated deficit                                                  (4,960,892)      (3,266,259)
                                                                            ------------     ------------
                                                                               1,271,094        2,149,513
         Less common stock subscribed                                         (1,833,375)      (1,833,375)
                                                                            ------------     ------------
              Total Stockholders' Equity                                        (562,281)         316,138

                                                                            ------------     ------------
                                                                            $  1,572,588     $  2,258,766
                                                                            ============     ============
</TABLE>

                             See accompanying notes.
                                        3
<PAGE>

                    NEW MILLENNIUM MEDIA INTERNATIONAL, INC.

                        CONDENSED STATEMENT OF OPERATIONS

                                   (Unaudited)

<TABLE>
<CAPTION>
                                                         FOR THE          FOR THE          FOR THE          FOR THE
                                                         Quarter          Quarter        Nine Months      Nine Months
                                                          Ended            Ended            Ended            Ended
                                                         9/30/02          9/30/01          9/30/02          9/30/01
                                                       ------------     ------------     ------------     ------------

<S>                                                    <C>              <C>              <C>              <C>
Revenues                                               $     73,100     $     10,441     $    532,347     $    229,182

Costs and Expenses:
       General and administrative                           512,049          372,268        1,434,842          934,997
       Interest expense                                      28,823           21,216           92,942           47,959
       Depreciation and amortization                         43,729           35,116          130,726          105,348
                                                       ------------     ------------     ------------     ------------
            Total costs and expenses                        584,601          428,600        1,658,510        1,088,304
                                                       ------------     ------------     ------------     ------------

Loss from Operations                                       (511,501)        (418,159)      (1,126,163)        (859,122)
                                                       ------------     ------------     ------------     ------------

Other Income
       Gain on settlement of debt                             7,989               --            7,989               --
                                                       ------------     ------------     ------------     ------------

Loss before cumulative effect of change
       in accounting principle                             (503,513)        (418,159)      (1,118,174)        (859,122)

Cumulative effect of change in accounting principle              --           11,298         (565,095)          33,894

                                                       ------------     ------------     ------------     ------------
Net Loss                                               $   (503,513)    $   (406,861)    $ (1,683,269)    $   (825,228)
                                                       ============     ============     ============     ============

Basic and diluted loss per common share:

       Loss before cumulative effect of change
            in accounting principle                    $     (0.049)    $     (0.055)    $     (0.116)    $     (0.124)
       Cumulative effect of change in
            accounting principle                                 --            0.001           (0.059)           0.005

                                                       ------------     ------------     ------------     ------------
Net Loss                                               $     (0.049)    $     (0.054)    $     (0.175)    $     (0.119)
                                                       ============     ============     ============     ============

Weighted Average Number of Shares Outstanding            10,178,027        7,649,361        9,616,527        6,935,992
                                                       ============     ============     ============     ============
</TABLE>

                             See accompanying notes.
                                        3
<PAGE>

                    NEW MILLENNIUM MEDIA INTERNATIONAL, INC.

                        CONDENSED STATEMENT OF CASH FLOWS

                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                      For the         For the         For the         For the
                                                                      QUARTER         QUARTER       NINE MONTHS     NINE MONTHS
                                                                       ENDED           ENDED           ENDED           ENDED
                                                                      9/30/02         9/30/01         9/30/02         9/30/01
                                                                    -----------     -----------     -----------     -----------

Cash Flows from Operating Activities:
<S>                                                                 <C>             <C>             <C>             <C>
     Net income (loss)                                              $  (503,513)    $  (418,159)    $(1,683,269)    $  (859,122)
     Adjustments to reconcile net income (loss) to net
        cash provided by (used in) operating activities:
            Cumulative effect of change in accounting principle              --              --         565,095              --
            Gain on conversion of debt to equity                         (7,989)             --           7,989              --
            Depreciation and amortization                                43,729          35,116         130,726         105,348
            Fair value of shares issued for services                    213,788          15,000         348,438          91,685
            Fair value of warrants / options issued for services         17,409          17,409
            Fair value of options issued                                  3,683              --           8,261              --
            Fair value of warrants issued                                    --              --           1,600              --
            (Increase) decrease in accounts receivable                   54,829          78,776           8,200         (36,163)
            (Increase) decrease in intangible assets                      5,000              --           5,000              --
            (Increase) decrease in prepaid expenses                          --            (500)         25,500          (2,376)
            (Increase) decrease in other assets                         (18,191)       (110,304)        (57,216)       (110,304)
            Increase (decrease) in accounts payable
                and accrued expenses                                       (914)        129,123        (101,910)        209,039
            Increase (decrease) in related party payables                31,595              --         245,512              --
                                                                    -----------     -----------     -----------     -----------
                Net cash provided by (used in)
                    operating activities                               (177,983)       (253,539)       (496,074)       (584,484)
                                                                    -----------     -----------     -----------     -----------

CASH FLOWS FROM INVESTING ACTIVITIES
        Purchase of property and equipment                                   --        (239,547)         (7,940)       (250,314)
                                                                    -----------     -----------     -----------     -----------
            Net provided by (used in) investing activities                   --        (239,547)         (7,940)       (250,314)
                                                                    -----------     -----------     -----------     -----------

CASH FLOWS FROM FINANCING ACTIVITIES
        Proceeds from loans                                             100,000              --         341,198              --
        Proceeds from notes payable - Related                             5,000          10,000           5,000         320,000
        Proceeds from common stock transactions                         100,000         465,000         140,000         515,000
        Proceeds from exercise of common stock options                      950              --           1,300              --

                                                                    -----------     -----------     -----------     -----------
            Net cash provided by (used in)
                financing activities                                    205,950         475,000         487,498         835,000
                                                                    -----------     -----------     -----------     -----------

Increase (decrease) in cash and cash equivalents                    $    27,967     $   (18,086)    $   (16,516)    $       202

Cash and cash equivalents at beginning of period                          2,755          18,288          47,239              --
                                                                    -----------     -----------     -----------     -----------

Cash and cash equivalents at end of period                          $    30,723     $       202     $    30,723     $       202
                                                                    ===========     ===========     ===========     ===========

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

     Cash paid during the year for interest                                  --              --              --              --

     Cash paid during the year for income taxes                              --              --              --              --

     Supplemental schedule of noncash investing
         and financing activities:

            Fair value of shares issued (1,000) to purchase
                purchase property and equipment                     $        --     $        --     $     1,000     $        --

            Fair value of shares issued (10,000) for
               conversion of debt to equity                               3,700              --         314,458              --

            Fair value of shares issued (20,000) for amounts
                previously owed to secretary / treasurer                     --          13,000              --          13,000
</TABLE>

                             See accompanying notes.
                                        4
<PAGE>

                    NEW MILLENNIUM MEDIA INTERNATIONAL, INC.

                   NOTES TO THE CONDENSED FINANCIAL STATEMENTS

                                   (UNAUDITED)

1.   Basis of Presentation
     ---------------------

     The  accompanying  unaudited  condensed  statements  have been  prepared in
     accordance  with  generally  accepted  accounting  principles  for  interim
     financial  information  in  accordance  with rules and  regulations  of the
     Securities  and Exchange  Commission,  including the  instructions  to Form
     10-Q. Accordingly, they do not include all of the information and footnotes
     required by generally accepted accounting principles for complete financial
     statements  and should be read in  conjunction  with the  Company's  Annual
     Report (Form  10-KSB) for the year ended  December 31, 2001. In the opinion
     of management,  all adjustments  (consisting of normal recurring  accruals)
     considered  necessary  for a fair  presentation  have  been  included.  The
     results of operations for the nine months ended  September 30, 2002 are not
     necessarily indicative of the operating results for the full fiscal year or
     any future period.

2.   Going Concern Uncertainty
     -------------------------

     The financial  statements are presented  assuming the Company will continue
     as a going concern. The Company has incurred recurring operating losses and
     negative  cash flows and has  negative  working  capital.  The  Company has
     financed itself  primarily  through the sale of its stock and related party
     borrowings.  These conditions raise  substantial  doubt about the Company's
     ability to continue as a going concern.

     There  can  be  no  assurance  that  the  Company  will  be  successful  in
     implementing its plans, or if such plans are implemented,  that the Company
     will achieve its goals. Further, the Company has not received approval from
     the SEC concerning filing of its Post Effective Amendment of an SB-2, which
     is necessary  for the Company to effect its agreement  with Swartz  Private
     Equity and obtain necessary funding for operations.

     The accompanying  financial statements have been prepared assuming that the
     Company will continue as a going concern and do not include any adjustments
     to  reflect  the  possible   future  effect  on  the   recoverability   and
     classification  of assets or the amount and  classification  of liabilities
     that might result from the outcome of this uncertainty.

3.   Effect of Recent Accounting Pronouncements
     ------------------------------------------

     In June 2001,  the  Financial  Accounting  Standards  Board  (FASB)  issued
     Statement  of  Financial  Accounting  Standards  (SFAS) No.  141,  Business
     Combinations, and (SFAS) No. 142, Goodwill and Other Intangible Assets.

     SFAS No. 141 requires  that the purchase  method of  accounting be used for
     all business combinations and prohibits the use of the pooling-of-interests
     method.  Further,  Statement  No. 141  changes the  criteria  to  recognize
     intangible  assets apart from  goodwill.  The adoption of Statement No. 141
     did not have a  material  effect on the  company's  financial  position  or
     results of operations.

     SFAS No. 142 changes  the  accounting  for  goodwill  from an  amortization
     method to an  impairment-only  approach.  Thus,  amortization  of goodwill,
     including goodwill recorded in past business combinations,  will cease upon
     adoption of this statement.  Those intangible  assets that will continue to
     be classified as goodwill or as other intangibles with indefinite lives are
     no longer amortized. Finite lived intangibles will continue to be amortized
     over their estimated useful lives.

     Under  Statement No. 142, all intangible  assets,  including  goodwill that
     results from business  combinations,  are  periodically (at least annually)
     evaluated for impairment,  with any resulting impairment loss being charged
     against  earnings.  Any  impairment  loss that is recognized as a result of
     completing the transitional  impairment  testing in the year of adoption is
     treated as a  cumulative  effect of a change in  accounting  principle  and
     recognized  in  these  interim  financial  statements.  Statement  No.  142
     prescribes a two-step process for impairment  testing of goodwill:  (i) the
     determination of impairment,  based upon the fair value of a reporting unit
     as compared to its carrying value, and (ii) if there is an impairment, this
     step measures the amount of  impairment  loss by comparing the implied fair
     value of goodwill with the carrying  amount of that  goodwill.  The Company
     completed  its step one  impairment  analysis  during the current  quarter,
     which indicated that the carrying value was greater than the fair value and
     that an  impairment  existed.  The Company also  completed  step two of the
     testing during the first quarter allocating the fair value of the reporting
     unit  considering the sources of recognized  goodwill in making the initial
     assignment as well as the reporting units to which the related acquired net
     assets  were  assigned.  As a result of using the fair value  approach,  an
     impairment charge of $ 565,095 has been recognized.

                                        5
<PAGE>

                    NEW MILLENNIUM MEDIA INTERNATIONAL, INC.

                   NOTES TO THE CONDENSED FINANCIAL STATEMENTS

                                   (UNAUDITED)

Effect of Recent Accounting Pronouncements - Cont'd.
----------------------------------------------------

In  accordance  with  Statement  No. 142, the effect of this change is reflected
prospectively.  The following table reflects the results of operations  adjusted
as though the adoption of SFAS No. 141 and 142 occurred as of January 1, 2001:

<TABLE>
<CAPTION>
                                                                   FOR THE QUARTER ENDED           NINE MONTHS ENDED
                                                                       SEPTEMBER 30,                 SEPTEMBER 30,
                                                                 -------------------------     -------------------------
                                                                    2002           2001           2002           2001
                                                                 ----------     ----------     ----------     ----------

Net loss before cumulative effect of accounting change:

<S>                                                              <C>            <C>            <C>            <C>
    As reported                                                  $ (503,513)    $ (418,159)    $(1,683,269)   $ (859,122)

    Goodwill amortization                                                --         11,298             --         33,894

                                                                 ----------     ----------     ----------     ----------
        Net loss after cumulative effect of accounting change    $ (503,513)    $ (406,861)    $(1,683,269)   $ (825,228)
                                                                 ==========     ==========     ==========     ==========


    cumulative effect of accounting change:

        As reported                                              $   (0.049)    $   (0.055)    $   (0.175)    $   (0.124)
                                                                 ==========     ==========     ==========     ==========

        As adjusted                                              $   (0.049)    $   (0.053)    $   (0.175)    $   (0.119)
                                                                 ==========     ==========     ==========     ==========
</TABLE>

4.   Fair value information
     ----------------------

     Fair value of shares issued as indicated in accordance with FASB No. 123 as
     restated consists of:

<TABLE>
<CAPTION>
                                           FOR THE QUARTER ENDED                             NINE MONTHS ENDED
                                               SEPTEMBER 30,                                   SEPTEMBER 30,
                                --------------------------------------------    --------------------------------------------
                                        2002                    2001                    2002                    2001
                                --------------------    --------------------    --------------------    --------------------

                                 NO. OF                  NO. OF                  NO. OF                  NO. OF
                                SHARES /                SHARES /                SHARES /                SHARES /
                                OPTIONS      AMOUNT     OPTIONS      AMOUNT     OPTIONS      AMOUNT     OPTIONS      AMOUNT
                                --------    --------    --------    --------    --------    --------    --------    --------
<S>                               <C>       <C>           <C>       <C>          <C>        <C>           <C>       <C>
COMMON STOCK:
  Conversion of short-term
    debt to equity                60,000    $  6,155      15,000    $ 15,000     620,000    $316,913      15,000    $ 15,000

  Shares issued for services     563,292     213,788          --          --     870,292     348,438     306,740      76,685

                                            --------                --------                --------                --------
                                            $219,943                $ 15,000                $665,351                $ 91,685
                                            ========                ========                ========                ========

COMMON STOCK OPTIONS:

  Options issued for services         --    $     --          --    $     --     175,000    $  7,033          --    $     --
                                            ========                ========                ========                ========
</TABLE>

                                        6
<PAGE>

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

GENERAL
Management's   discussion  and  analysis   contains   various  "forward  looking
statements." Such statements consist of any statement other than a recitation of
historical fact and can be identified by the use of forward-looking  terminology
such as "may,"  "expect,"  "anticipate,"  "estimate,"  or  "continue"  or use of
negative or other variations or comparable terminology.

We caution that these statements are further qualified by important factors that
could cause  actual  results to differ  materially  from those  contained in the
forward-looking   statements,   that  these   forward-looking   statements   are
necessarily  speculative,  and there are certain  risks and  uncertainties  that
could cause actual events or results to differ materially from those referred to
in such forward-looking statements.

OVERVIEW
New Millennium Media International,  Inc. (NMMI) is engaged in activities in the
advertising  business.  The primary activity of the Company  currently  involves
several types of visual advertising: The IllumiSign-EyeCatcher  front-lit motion
display boards, the IllumiSign-EyeCatcher back-lit motion display boards, plasma
screens and LED display boards.  NMMI sells  advertising  space on these display
boards on a contractual yearly basis,  payable monthly or in the case of the LED
boards,  on an event  basis.  In certain  instances we sell and continue to sell
motion display boards. The criteria that determines the sale rather than leasing
the displays is two fold: (i) sales in foreign  countries  where recovery of the
displays in the event of  non-payment  would be a major  expense and recovery of
the display  economically  impractical  and,  (ii) sales to  customers  in large
quantity  where leasing the displays is determined to be nearly  impossible  and
the customer  retains the displays for its own benefit and the customer  intends
to place the displays in non-competition with the business model of the Company.
The Company is continuing to devote  substantially all of its present efforts to
implementing  its  operational  and  marketing  plans  designed to establish new
business accounts for its mobile LED boards and the motion display boards.

NMMI continues to incur significant  losses from operations.  We incurred losses
from operations of $503,513 for the quarter ended September 30, 2002 compared to
$406,861 for the same term of 2001and the loss for the first nine months of 2002
was  $1,683,269  compared to $825,228  for the first nine months of 2001.  As of
September 30, 2002, we had an accumulated deficit of $4,960,892.

CRITICAL ACCOUNTING POLICIES
Our financial  statements  and related  financial  information  are based on the
application  of accounting  principles  generally  accepted in the United States
(GAAP). The preparation of financial  statements under GAAP requires  management
to make estimates and assumptions that affect the reported amount of revenue and
expenses  during the  periods.  We believe our use of estimates  and  underlying
accounting  assumptions  adhere to GAAP and are consistently and  conservatively
applied.  Estimates have been made by management in several areas including, but
not limited,  to accounts  receivable  allowances,  valuation of long-lived  and
intangible assets including goodwill.  We have based our estimates on historical
experience  and on various  other  assumptions  that we believe to be reasonable
under the circumstances and review valuations based on estimates for

                                        7
<PAGE>

reasonableness and conservatism on a consistent basis. Actual results may differ
materially from these estimates under different assumptions or conditions.

As discussed in Note 3 to the financial statements,  in June 2001, the Financial
Accounting  Standards  Board (FASB)  issued  Statement  of Financial  Accounting
Standards (SFAS) No. 141,  Business  Combinations,  and (SFAS) No. 142, Goodwill
and Other Intangible  Assets.  We adopted these Standards and have performed the
required impairment tests of goodwill and indefinite  intangible assets and have
recognized an impairment charge of $565,095 resulting from the cumulative effect
of the change in accounting principle during the nine months ended September 30,
2002.

LIQUIDITY AND CAPITAL RESOURCES
Since  inception,  we have funded our  operations  and  investments in equipment
primarily  through equity financings and borrowing from related parties that are
not necessarily isolated transactions; however, there is no assurance that there
will be proceeds from such transactions in the future.

MATERIAL CHANGES IN FINANCIAL CONDITION
As shown on the attached Condensed Balance Sheet, the Property and Equipment net
has  decreased  only  slightly,  8%, during the first nine months period of 2002
compared to December 31, 2001 due to depreciation  expense;  however,  the Total
Other Assets shows a decrease of $514,179, 76%. This is primarily because of the
$565,095 of Intangible Assets decrease to zero that was caused by the impairment
of goodwill under a recent Financial  Accounting  Standards Board  Statement.  A
detailed  explanation  of this  issue is  included  in Note 3,  EFFECT OF RECENT
ACCOUNTING  PRONOUNCEMENTS  in the Notes to the Condensed  Financial  Statements
attached hereto.  The increase in Total Current  Liabilities  during these first
nine months of 2002 increased by $192,241,  10%. The Total Stockholders'  Equity
decreased $878,419,  a decrease of 278% for this nine months period due to these
losses.

RESULTS OF OPERATIONS
Revenue
The  comparative  revenue  for the third  quarter of 2002  compared  to the same
period for 2001 shows an increase of $62,659, 600%. For the first three quarters
of 2002 compared to 2001, the increase is $303,165  which equates to 132%.  This
increase is due primarily to the contract  rental of the mobile LED unit and the
increase of advertising revenue generated by the EyeCatcher motion displays. The
Company  continues  to lease the motion  displays  and to sell the displays on a
limited basis,  see the section  captioned  "Overview"  above.  The Graphic Arts
Department  continues to be a revenue  source for the Company for both the lease
and sale of the motion  displays.  The  Company  retains the rights to print the
display posters for the motion displays  whether they are leased or sold. As the
Company installs additional display boards,  additional advertisements are sold.
Generally,  this is  cumulative,  i. e., as the display  boards are placed,  the
advertisements are sold for a term of several months or yearly.  Even though the
advertisement  contracts expire, many are renewed with a minimal amount of sales
effort  so long as the  display  board  continues  to  produce  revenue  with no
additional  effort.  No  additional  effort is generally  necessary to place the
display board because it remains in place at the host venue.

                                        8
<PAGE>

General and Administrative Costs and Expenses
There was an increase in the General and  Administrative  Costs and  Expenses of
$139,781,  38% for the third quarter comparison of 2002 and 2001 and an increase
of $499,845,  53%,  for the first three  quarters  comparison  of 2002 and 2001.
These  increases  are due primarily to the Company  continuing  to grow,  adding
employees,   providing  employee  incentives,   employee  benefits,   management
consulting,    interest,    depreciation   and   royalty   allowance   for   the
IllumiSign-EyeCatcher front-lit licensing agreement. The current staffing of the
Company is expected  to be  sufficient  to carry the Company  through its growth
during the next six to twelve months at the present rate of growth.

Interest Expense
Interest  Expense  increased  by  $7,607,  36%,  for the third  quarter  of 2002
compared to the same period of 2001 and  $44,983,  94%,  for the three  quarters
comparison for those same years. This interest expense increased  primarily as a
result of the Company  continuing  to finance its  operation  through  borrowing
funds.

Depreciation
Depreciation  and amortization  increased by $8,613,  25%, for the third quarter
and $25,378,  24%, for the first three quarters of 2002 and 2001.  This increase
continues to be the result of additional  advertising boards being available for
lease.

Total Costs and Expenses
The Total Costs and Expenses have  increased by $156,001,  an increase of 36% in
this  third  quarter  of 2002 when  compared  to the third  quarter  of 2001 and
$570,206, 52%, for the first nine months comparison for these years. This is the
effect of the Company  continuing to grow and add EyeCatcher motion displays and
support   personnel   as   described   above  under  the  heading   General  and
Administrative  Costs  and  Expenses.  Many of  these  costs  and  expenses  are
non-recurring startup expenses.

Loss Before Cumulative Effect of Change in Accounting Principle
This loss  increased  20%,  $85,354,  for the third quarter  comparison and 30%,
$259,052 for the first three quarters  comparison for years 2002 and 2001.  This
operational  loss is  principally  due to the  continuing  Company  growth which
requires  additional  display  boards  and  equipment  as well  as the  in-house
personnel necessary to provide operational support.

Cumulative Effect of Change in Accounting Principle
For a detailed  explanation  of this issue  please see Note 3,  EFFECT OF RECENT
ACCOUNTING  PRONOUNCEMENTS,  in the Notes to the Condensed Financial  Statements
attached hereto.

Basic and Fully Diluted Loss Per Common Share
The Basic Loss Per Common Share BEFORE cumulative effect of change in accounting
principle  for the third  quarter of 2002  compared to the same  quarter of 2001
decreased from $(0.055) to $(0.049),  a comparative  Basic Loss Per Common Share
decrease of approximately  11%. For the first nine months comparison there was a
decrease  in the loss per share of  $(0.008),  6.4%.  This  decrease in loss per
common  share is a function of the  increase  in the number of Weighted  Average
Number of Shares Outstanding.  As stated above, a major portion of the Costs and
Expenses are non-reoccurring  start-up costs. Compared to a year ago, we are now
fully staffed and beginning to produce income.  We are continuing to concentrate
on  establishing  new business and  increasing  sales relating to the IllumiSign
EyeCatcher backlit and front-lit display board and the LED display sign truck.

                                        9
<PAGE>

Cumulative Effect of Change in Accounting Principle
The  $(0.001)  Cumulative  Effect of Change in  Accounting  Principle  cannot be
compared  to any earlier  period.  For a detailed  analysis  of this  principle,
please see Note 3, EFFECT OF RECENT ACCOUNTING  PRONOUNCEMENTS,  in the Notes to
the Condensed Financial Statements attached hereto.

Net Loss and Weighted Average Common Shares Outstanding
The Net Loss has decreased by 9%, $0.005,  for the 2002 and 2001 quarters ending
September 30 and has increased 47% for the nine months ending September 30. This
nine months  increase is due primarily to the change in accounting  principle as
noted above and in Note 4, FAIR VALUE INFORMATION, in the Notes to the Condensed
Financial  Statements  attached  hereto.  The  Weighted  Average  Common  Shares
Outstanding  increased  by  2,528,666  shares  for the  comparison  of the third
quarters of 2001 to 2002 and 2,680,535 for the first three quarters comparison.

TRENDS AND EVENTS
Over the past  approximately nine months we have been engaged in a slight change
in  our   operations   model   primarily   in  that  we  have   agreed  to  sell
IllumiSign-EyeCatcher  motion displays in limited circumstances.  This change in
Company policy is described above in the section entitled "Overview". Management
feels that this is a positive change in that the Company now has the opportunity
to earn additional revenue in foreign countries as well as certain United States
based advertising entities that otherwise would purchase from competitors of the
Company or not use motion  displays  at all.  Thus far,  all  purchasers  of the
displays  have  agreed  to  purchase  all of the  advertising  posters  from the
Company.  This sale of  in-house  printed  posters  is an  additional  source of
Company revenue.

Although  forward  looking with no real assurance that the future will unfold as
anticipated  by  management,  the Company  management  certainly  feels that the
current trend of the Company is toward an increased number of motion displays in
place and a  continuing  increase in the number of  bookings  for the mobile LED
unit. In the opinion of management,  the cumulative  effect of these events is a
positive trend. Thus far the Company has continued to grow at a slow, but steady
pace,  there is,  however,  no real  assurance  that this  positive  trend  will
continue.

ITEM 3.   QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Registrant is a Small business  issuer as defined by these  Regulations and need
not provide the information required by this Item 3.

                           PART II - OTHER INFORMATION

ITEM 1.   LEGAL PROCEEDINGS.
The Company is presently  negotiating the settlement of an ongoing litigation in
Great Britain with the  individual  patent owner who licenses to the Company the
current  manufacture and sale of the front-lit  IllumiSign  EyeCatcher  display.
This  litigation  is  described  as  Maurice  Grosse  and New  Millennium  Media
International,  Inc.,  Claim  Number  HQ02X01340  in the High Court of  Justice,
Queen's Bench Division. These settlement negotiations are progressing and should
be concluded in the next few months.  This  litigation was initiated as a result
of the Company deciding to phase out  distribution of the  IllumiSign-EyeCatcher
front-lit displays in deference to the more modern back-lit displays.

                                       10
<PAGE>

ITEM 2.   CHANGES IN SECURITIES AND USE OF PROCEEDS.

COMMON STOCK TRANSFERRED
The company  relied on Section 4(2) of the  Securities  Act of 1933 as the basis
for  an  exemption  from  registration  regarding  the  following  transfers  to
accredited investors because they did not involve a public offering.

July 1, 2002, the Company issued 200,000 shares of restricted common stock to an
Accredited  Investor (as that term is defined in Regulation D promulgated  under
the Securities Act of 1933, as amended) in consideration for consulting services
in the area of public relations,  corporate communications,  investor relations,
market   information,   preparing/editing   press   releases,   preparation  for
conferences  with  market/securities  analysts and manning a dedicated  investor
relations "hotline".

July 24,  2002,  the  Company  issued  20,000  shares  of New  Millennium  Media
International,  Inc. 2000 Stock Option Plan shares to an Accredited Investor (as
that term is defined in Regulation D  promulgated  under the  Securities  Act of
1933,  as amended)  in  consideration  for  professional  advice and  consulting
services  relating to existing and potential market makers,  broker-dealers  and
underwriters,  as well as being a liaison  between the Company and such persons.
The advice and services  includes  assistance in  establishing  and advising the
Company with respect to:  meetings and  interviews of Company  officers by other
members of the financial community,  both in the United States and in Europe and
generally as a financial  public relations  counselor to the Company,  including
introducing  the Company to  broker-dealers,  market  makers,  banks,  financial
advisor,  financial  institutions  and potential  investors,  both in the United
States and in Europe and introducing the Company to potential  business partners
and customers.

July 31, 2002, the Company issued 10,000 shares of restricted common stock to an
Accredited  Investor (as that term is defined in Regulation D promulgated  under
the Securities Act of 1933, as amended) in consideration  for a full and general
release of all claims  relating to a $10,000 demand  promissory note made by the
Company in favor of the investor dated May 20, 1999.

August 27, 2002, the Company issued 312,625 shares of restricted common stock to
an  Accredited  Investor (as that term is defined in  Regulation  D  promulgated
under the Securities Act of 1933, as amended) in consideration for reimbursement
of shares used by the investor for marketing  services  that directly  benefited
the Company.

September 16, 2002, the Company issued 266,667 shares of restricted common stock
to an  Accredited  Investor (as that term is defined in Regulation D promulgated
under the Securities Act of 1933, as amended) in consideration for $100,000 cash
to the Company.

September 16, 2002, the Company issued 30,667 shares of restricted  common stock
to an  Accredited  Investor (as that term is defined in Regulation D promulgated
under the  Securities Act of 1933, as amended) in  consideration  for consulting
services in the area of public  relations,  corporate  communications,  investor
relations and market information.

USE OF PROCEEDS
The proceeds from these  transactions  (Common Stock  Transferred) were used for
working capital and general corporate purposes, including acquisitions,  funding
anticipated

                                       11
<PAGE>

operating  losses,   sales  and  marketing  expenses,   purchase  of  additional
inventory,  working  capital and to fund payment  obligations  for  contemplated
acquisitions,  corporate  partnering  arrangements  and lawsuit  settlement.  We
reserve the right to vary the use of proceeds among these categories because our
ability to use the proceeds is dependent on a number of factors,  including  the
extent of  market  acceptance  of our  variety  of  display  boards,  unexpected
expenditures for further technical development,  sales and marketing efforts and
the effects of competition.

ITEM 3.   DEFAULTS UPON SENIOR SECURITIES.

None.

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

None

ITEM 5.   OTHER INFORMATION.

On March 19, 2002 the Company  filed an amended Form  10-KSB/A for year-end 2001
and filed a second  amended Post Effective  Amendment to Form SB-2  Registration
Statement for Small Business  Issuers the original of which was filed  September
13, 2000. On April 22, 2002 the Securities and Exchange Commission  commented on
the second  amended Post  Effective  Amendment.  A third amended Post  Effective
Amendment to Form SB-2  Registration  Statement  for Small  Business  Issuers is
currently in process.

ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K (SECT. 249.308 OF THIS CHAPTER).

Financial Statements are incorporated in the body of this report.

No reports on Form 8-K have been filed  during the quarter for which this report
is filed.

                                   SIGNATURES

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

Signed and submitted this 14 day of November 2002.

                                   New Millennium Media International, Inc.
                                                 (Registrant)


                                   by: /s/
                                       -------------------------------------
                                       John Thatch as President/CEO/Director

                                       12
<PAGE>

                                  EXHIBIT INDEX

Exhibit Number      Title

99.1                Certifying Statement of the Chief Executive Officer pursuant
                    to 18 U.S.C.  Section 1350,  as adopted  pursuant to Section
                    906 of the Sarbanes-Oxley Act of 2002.

                                       13
<PAGE>

                                 CERTIFICATIONS

I,  John  "JT"  Thatch,  as   CEO/President/Director  of  New  Millennium  Media
International, Inc., certify that:

1.   I have reviewed this quarterly  report on Form 10-Q of New Millennium Media
International, Inc.;

2.   Based on my knowledge,  this  quarterly  report does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made, not  misleading  with respect to the period covered by this quarterly
report;

3.   Based on my  knowledge,  the  financial  statements,  and  other  financial
information  included in this quarterly  report,  fairly present in all material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4.   The  registrant's  other  certifying  officers  and I are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a)   Designed such  disclosure  controls and  procedures to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is made known to us by others  within those  entities,  particularly  during the
period in which this quarterly report is being prepared;

b)   Evaluated the  effectiveness  of the registrant's  disclosure  controls and
procedures  as of a date  within  90  days  prior  to the  filing  date  of this
quarterly report (the "Evaluation Date"); and

c)   Presented in this quarterly report our conclusions  about the effectiveness
of the  disclosure  controls and  procedures  based on our  evaluation as of the
Evaluation Date;

5.   The registrant's other certifying  officers and I have disclosed,  based on
our most recent evaluation, to the registrant's auditors and the audit committee
of  registrant's  board of  directors  (or  persons  performing  the  equivalent
function):

a)   All  significant  deficiencies  in the  design  or  operation  of  internal
controls  which  could  adversely  affect  the  registrant's  ability to record,
process,  summarize  and  report  financial  data  and have  identified  for the
registrant's auditors any material weaknesses in internal controls; and

b)   Any fraud,  whether or not  material,  that  involves  management  or other
employees who have a significant role in the registrant's internal controls; and

6.   The  registrant's  other  certifying  officers and I have indicated in this
quarterly  report  whether or not there  were  significant  changes in  internal
controls or in other factors that could  significantly  affect internal controls
subsequent to the date of our most recent  evaluation,  including any corrective
actions with regard to significant deficiencies and material weaknesses.

Date: November 14, 2002            New Millennium Media International, Inc.


                                   by: /s/
                                       ---------------------------------------
                                       John "JT" Thatch CEO/President/Director

                                       14