<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

              [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (D)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                  For the Quarterly Period Ended: June 30, 2003

             [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (D)
                     OF THE SECURITIES EXCHANGE ACT OF 1934
            For transition period from __________ to _______________

                         Commission File Number: 0-25548

                         TECHNOLOGY VISIONS GROUP, INC.,
                         -------------------------------
                 (Name of small business issuer in its charter)

          Delaware                                       84-100269
-------------------------------             ------------------------------------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
 incorporation or organization)

                         5950 La Place Court, Suite 155
                           Carlsbad, California 92008
                           --------------------------
                    (Address of principal executive offices)

        Registrant's telephone number, including area code: 760/918-9168
        Securities registered pursuant to Section 12(b) of the Act: None

           Securities registered pursuant to Section 12(g) of the Act:
                          Common Stock, $.001 par value
                                (Title of class)

         Check whether the issuer (1) has filed all reports required to be filed
by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the Registrant was required
to file such reports), and (2) has been subject to the filing requirements for
at least the past 90 days.
                                 Yes [X] No [ ]

         At August 18, 2003, 63,888,874 shares of common stock were outstanding.

Transitional Small Business Disclosure Format: Yes [ ]    No [X]





<PAGE>
<TABLE>

                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                              INDEX TO FORM 10-QSB
                                  JUNE 30, 2003

<CAPTION>

                                                                                   Page
                                                                                   ----
PART I
------

<S>                                                                                 <C>
Item 1.   Financial Statements

          Balance Sheet - June 30, 2003 (unaudited)................................  1

          Statements of Operations - Three Months and Six Months Ended June 30,
             2003 (unaudited) and 2002 (unaudited) and for the Period of
             Inception, January 1, 1995 through June 30, 2003......................  2

          Statement of Stockholders' Deficit -Six Months Ended June 30, 2003.......  3

          Statements of Cash Flows - Six Months Ended June 30, 2003 (unaudited)
             and 2002 (unaudited) and for the Period of Inception, January 1,
             1995 through June 30, 2003............................................  4

          Notes to Financial Statements (unaudited)................................  6

Item 2.   Management's Discussion and Analysis of
          Financial Condition and Results of Operations............................ 14

Item 3.   Controls and Procedures...................................................18

PART II
-------

Item 1.   Legal Proceedings........................................................ 19

Item 2.   Changes In Securities.................................................... 19

Item 3.   Defaults Upon Senior Securities.......................................... 19

Item 4.   Submission of Matters to a Vote of Security Holders...................... 19

Item 5.   Other Information........................................................ 19

Item 6.   Exhibits and Reports on Form 8-K......................................... 19

          Signatures............................................................... 21
</TABLE>





<PAGE>

                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                                  BALANCE SHEET
                                   (UNAUDITED)
                               AS OF JUNE 30, 2003

                                     ASSETS

Cash                                                               $     11,653
Prepaid expenses                                                         20,896
                                                                   -------------
      Total current assets                                               32,549

Property and equipment, net of accumulated depreciation
      of $112,609                                                         3,868
Patents, net of accumulated amortization of $14,760                      15,837
Other assets                                                              4,800
                                                                   -------------
      Total assets                                                 $     57,054
                                                                   =============

                      LIABILITIES AND STOCKHOLDERS' DEFICIT

Accounts payable                                                   $    363,768
Accrued expenses                                                          6,900
Current portion of notes payable to related parties                     212,423
                                                                   -------------
      Total current liabilities                                         583,091

Accrued interest to related parties                                     318,671
Notes payable to related parties                                        477,841
Accrued officers and directors compensation                           1,749,856
                                                                   -------------
      Total liabilities                                               3,129,459

Commitments and contingencies (Note 5)                                       --

Stockholders' deficit:
Preferred stock, $.001 par value; 2,000,000 shares authorized;
      none issued and outstanding                                            --
Common stock, $.001 par value; 100,000,000 share authorized;
      63,888,874 issued and outstanding                                  63,889
Additional paid-in-capital                                           14,789,682
Accumulated deficit                                                 (17,774,954)
Stock offering costs                                                   (151,022)
                                                                   -------------
      Total stockholders' deficit                                    (3,072,405)
                                                                   -------------
      Total liabilities and stockholders' deficit                  $     57,054
                                                                   =============

              See accompanying notes to these financial statements.

                                       1





<PAGE>
<TABLE>

                                                  TECHNOLOGY VISIONS GROUP, INC.
                                                   (A DEVELOPMENT-STAGE COMPANY)
                                                     STATEMENTS OF OPERATIONS
                                                            (UNAUDITED)

<CAPTION>

                                                                                                                     For the period
                                                                                                                      of Inception,
                                                                                                                     from January 1,
                                                   For the Three Months                 For the Six Months            1995 through
                                                       Ended June 30,                      Ended June 30,               June 30,
                                                   2003              2002              2003             2002              2003
                                              -------------     -------------     -------------     -------------     -------------
<S>                                           <C>               <C>               <C>               <C>               <C>
Revenues                                      $         --      $         --      $         --      $         --      $         --

Costs and expenses:
      Research and development                          --            41,655                --           101,655           685,507
      General and administrative expenses          207,687           101,226           357,396           249,066         6,808,808
      Compensatory element of stock options          1,956                --            17,156                --         2,275,816
      Loss from litigation settlement, net              --                --                --                --           476,350
      Impairment of fixed assets                        --                --                --                --           223,064
                                              -------------     -------------     -------------     -------------     -------------
Operating loss                                    (209,643)         (142,881)         (374,552)         (350,721)      (10,469,545)

Other income and (expenses):
      Interest income                                    5               375                14               716             1,182
      Gain from reduction in debt                       --                --                --            15,950         1,298,272
      Interest expense                             (26,221)          (26,591)          (49,390)          (59,319)       (1,781,470)
      Other income                                      --                --                --                --           717,139
      Impairment of patent                              --                --                --                --           (40,540)
      Financing costs                                   --                --                --                --          (383,600)
      Debt conversion expense                           --                --                --                --          (155,343)
                                              -------------     -------------     -------------     -------------     -------------
Net loss                                      $   (235,859)     $   (169,097)     $   (423,928)     $   (393,374)      (10,813,905)

Basic and dilutive net loss per share         $      (0.00)     $      (0.00)     $      (0.01)     $      (0.01)
                                              =============     =============     =============     =============

Weighted average number
      of shares outstanding                     63,309,572        59,272,704        62,170,706        54,121,150

                                       See accompanying notes to these financial statements.
</TABLE>

                                                                2





<PAGE>
<TABLE>

                                                  TECHNOLOGY VISIONS GROUP, INC.
                                                   (A DEVELOPMENT-STAGE COMPANY)
                                                STATEMENT OF STOCKHOLDERS' DEFICIT
                                              FOR THE SIX MONTHS ENDED JUNE 30, 2003
                                                            (UNAUDITED)
<CAPTION>

                                                    Common Stock         Additional                       Stock
                                                   -------------           Paid-in      Accumulated     Offering
                                                 Shares       Amount       Capital        Deficit         Costs         Total
                                              ------------------------------------------------------------------------------------
<S>                                             <C>            <C>       <C>             <C>             <C>          <C>
 Balances at December 31, 2002                  60,985,852     $60,986   $ 14,531,157    $(17,351,026)                $(2,758,883)
 Stock  issued for consulting services
     at an average price of $0.09 per share        775,000         775         67,475                                      68,250
 Value assigned to stock options
     issued for employment agreements
     at an average price of $0.08 per share                                    15,200                                      15,200
 Stock issued for cash ranging from
     $0.04 and $0.08 per share                     450,000         450         24,550                                      25,000
 Stock issued for stock offering fee
     at an average price of $0.09 per share      1,678,022       1,678        149,344                     (151,022)             -
 Value assigned to stock options
     issued for consulting agreements
     at an average price of $0.03 per share                                     1,956                                       1,956
 Net loss for the six months                                                                 (423,928)                   (423,928)
                                              ------------------------------------------------------------------------------------
     Balances at June 30, 2003                  63,888,874     $63,889   $ 14,789,682    $(17,774,954)   $(151,022)   $(3,072,405)
                                              ====================================================================================

                                       See accompanying notes to these financial statements.
</TABLE>

                                                                3





<PAGE>
<TABLE>

                                        TECHNOLOGY VISIONS GROUP, INC.
                                         (A DEVELOPMENT-STAGE COMPANY)
                                           STATEMENTS OF CASH FLOWS
                                                 (UNAUDITED)
<CAPTION>

                                                                                                For the period
                                                                                                 of Inception,
                                                                                                 from January 1,
                                                                    For the Six Months           1995 through
                                                                      Ended June 30,               June 30,
                                                                  2003              2002              2003
                                                              -------------     -------------     -------------
<S>                                                           <C>               <C>               <C>
 Cash flows from operating activities:
      Net loss                                                $   (423,928)     $   (393,374)     $(10,813,905)
      Adjustments to reconcile net loss to net cash
          Used in operating activities:
      Depreciation and amortization                                  2,235             1,454           154,499
      Amortization of deferred finance costs                            --                --           851,350
      Gain from reduction of debt                                       --           (15,950)       (1,373,643)
      Common stock issued for services rendered                     68,250             7,000           270,870
      Common stock issued for licensing agreement                       --            30,000            30,000
      Compensatory element of common stock and options              17,156                --         2,950,816
      Impairment of patent                                              --                --            40,540
      Impairment of fixed assets                                        --                --           223,064
      Write-off shareholder loans                                       --                --          (200,466)
      Loss on litigation settlement                                     --                --           526,350
      Loss on disposal of fixed assets                                  --                --             4,377
      Notes issued in settlement of consulting fees                     --                --           274,250
      Debt conversion expense                                           --                --           155,343
      Changes in operating assets and liabilities:
          Decrease (increase) in accounts receivable                    --           150,425                --
          Decrease (increase) in prepaid expenses                   54,782                --             3,574
          (Increase) in deposits                                        --                --            (3,412)
          Increase in accounts payable and
              accrued expenses                                     182,876           109,101         3,391,507
          (Decrease) in due to shareholders                             --                --           (16,234)
                                                              -------------     -------------     -------------
      Net cash used in operating activities                        (98,629)         (111,344)       (3,531,120)
CASH FLOWS FROM INVESTING ACTIVITIES:
      Purchases of fixed assets                                     (1,032)               --          (246,877)
      Costs of licenses and patents                                     --                --           (54,550)
                                                              -------------     -------------     -------------
      Net cash used in investing activities                         (1,032)               --          (301,427)
CASH FLOWS FROM FINANCING ACTIVITIES:
      Proceeds from sale of common stock                            25,000           195,501           806,743
      Proceeds from issuance of convertible debenture                   --                --           375,000
      Payments on debenture notes                                       --           (55,000)         (110,000)
      Notes payable, net                                            58,000            (5,000)        2,924,583
      Deferred finance charges                                          --                --          (175,350)
      Proceeds from exercise of stock options                           --                --             3,000
      Repayment of notes receivable from stockholders                   --                --             6,360
                                                              -------------     -------------     -------------
      Net cash provided by (used in) financing activities           83,000           135,501         3,830,336
NET INCREASE (DECREASE) IN CASH                                    (16,661)           24,157            (2,211)
CASH AT BEGINNING OF PERIOD                                         28,314            62,973            13,864
                                                              -------------     -------------     -------------
CASH AT END OF PERIOD                                         $     11,653      $     87,130      $     11,653
                                                              =============     =============     =============

                             See accompanying notes to these financial statements.
</TABLE>

                                                      4


<PAGE>
<TABLE>

                                        TECHNOLOGY VISIONS GROUP, INC.
                                         (A DEVELOPMENT-STAGE COMPANY)
                                     STATEMENTS OF CASH FLOWS - Continued
                                                  (UNAUDITED)
<CAPTION>

                                                                                         For the period
                                                                                         of Inception,
                                                                                         from January 1,
                                                                  For the Six Months      1995 through
                                                                     Ended June 30,         June 30,
                                                                 2003           2002          2003
                                                             -----------    ----------    -----------
<S>                                                          <C>               <C>               <C>
SUPPLEMENTAL DISCLOSURES:
Cash paid during the period for:
--------------------------------
      Interest                                               $      233     $   5,598     $    8,024
                                                             ===========    ==========    ===========
      Taxes                                                  $      857     $      --     $    6,676
                                                             ===========    ==========    ===========

Non-cash Financing Activities:
------------------------------
     Value of shares issued in connection
         with compensatory obligations                       $       --     $ 150,000     $  919,400
                                                             ===========    ==========    ===========
     Value of stock issued for
         conversion of notes payable                         $       --     $  20,000     $2,054,653
                                                             ===========    ==========    ===========
     Accrued interest converted to common stock              $       --     $  13,650     $   53,473
                                                             ===========    ==========    ===========
     Value of shares paid to satisfy accounts payable        $       --     $  19,500     $   78,038
                                                             ===========    ==========    ===========
     Assets acquired through a capital lease                 $       --     $      --     $    7,126
                                                             ===========    ==========    ===========
     Value of shares issued for consulting services          $   68,250     $   7,000     $  775,182
                                                             ===========    ==========    ===========
     Value assigned to stock options issued for services     $   17,156     $      --     $   89,006
                                                             ===========    ==========    ===========
     Value of stock issued for licensing agreement           $       --     $  30,000     $   30,000
                                                             ===========    ==========    ===========
     Value of shares issued for settlement
         of convertible promissory  notes                    $       --     $      --     $  534,235
                                                             ===========    ==========    ===========
     Value of shares issued for settlement of litigation     $       --     $      --     $   51,250
                                                             ===========    ==========    ===========
     Value of stock issued in exchange for
         note receivable                                     $       --     $      --     $   17,294
                                                             ===========    ==========    ===========
     Value of shares issued to satisfy accrued expenses      $       --     $      --     $   53,500
                                                             ===========    ==========    ===========
     Value of shares issued as additional
         consideration for loan                              $       --     $      --     $   42,750
                                                             ===========    ==========    ===========
     Reduction of notes payable and accrued
         interest due to litigation                          $       --     $      --     $   60,000
                                                             ===========    ==========    ===========
     Satisfaction of notes receivable in
         exchange for services                               $       --     $      --     $    8,334
                                                             ===========    ==========    ===========
     Value of stock issued for stock offering costs          $  151,022     $      --     $  151,022
                                                             ===========    ==========    ===========

                             See accompanying notes to these financial statements.
</TABLE>

                                                      5





<PAGE>

                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                            June 30, 2003 (Unaudited)

NOTE 1 - BUSINESS AND CONTINUED OPERATIONS

Technology Visions Group, Inc. (the "Company") was incorporated in the State of
Delaware on April 29, 1985. In March 1995, the management resigned and new
management commenced a new direction of the Company. For financial reporting
purposes, inception is defined as January 1, 1995. Prior to December 22, 2000,
the Company's name was Orbit Technologies, Inc. The Company's business plan
focuses on applied research and development of new and innovative technologies,
engineering ideas, methods, and processes that hold the potential to become
commercially viable products or processes. Once a product or process receives
commercial validation through an outside or third party, it is the Company's
intention to either spin it off as a separate business entity, or license or
sell to an affiliated or unaffiliated entity that, at that time, becomes
responsible for the production, marketing and sales of such products or
services. The Company's technologies are undergoing certain feasibility studies
and/or actual field tests and evaluations in the area of the treatment and
stabilization of buried low-level mixed radioactive waste. To date, the Company
has not commercialized any of its technologies.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Unaudited Interim Financial Statements
--------------------------------------

The interim financial data as of June 30, 2003, and for the three and six months
ended June 30, 2003 and 2002, is unaudited; however, in the opinion of
management, the interim data includes all adjustments, consisting only of normal
recurring adjustments, necessary to present fairly the Company's financial
position as of June 30, 2003, and the results of its operations for the three
and six months and cash flows for the six months ended June 30, 2003 and 2002.
These results are not necessarily indicative of the results expected for the
year ending December 31, 2003. These financial statements and notes thereto do
not reflect all disclosures necessary for preparation under accounting
principles generally accepted in the United States. Refer to the Company's
Annual Report on Form 10-KSB for the year ended December 31, 2002.

Going Concern
-------------

The accompanying financial statements have been prepared in conformity with
accounting principles generally accepted in the United States, which contemplate
continuation of the Company as a going concern. Prior to inception, the Company
had losses accumulating to $6,961,050. The Company, since inception, has
suffered losses accumulating to $10,813,905 through June 30, 2003. For the year
ended December 31, 2002 and for the six months ended June 30, 2003, the Company
incurred net losses of approximately $641,383 and $423,928, respectively, and as
of June 30, 2003, had a stockholders' deficit and a working capital deficit of
approximately $3,072,405 and $550,542, respectively. The Company is in arrears
with certain of its payables and accrued liabilities. The Company requires
additional funds to move into the marketing and commercialization of its
technologies. No assurances can be given that the Company can manufacture its
technologies on a large-scale basis or at a feasible cost. Further, no assurance
can be given that any technology will receive market acceptance. The Company's
ability to continue as a going concern is dependent upon obtaining the
additional financing, restructuring and/or curing the defaults on its debt, and
the successful marketing of its technologies. These factors raise substantial
doubt about the Company's ability to continue as a going concern. Management
plans to explore additional sources of working capital including borrowings,
sales of securities, joint ventures and licensing of technologies. In April
2003, the Company entered into a common stock purchase agreement with Fusion
Capital Fund II, LLC ("Fusion Capital") in an effort to raise working capital
(see Note 8). Management intends to use any funds raised to pay down its debt

                                       6





<PAGE>

                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                            June 30, 2003 (Unaudited)

and to pursue the marketing and commercialization of its technologies.
Management believes that the Company can raise adequate capital to keep the
Company functioning at a minimum level of operation in the next fiscal year.
Management is exploring ways to reduce its existing liabilities, including
exchanging certain of its liabilities for shares of its common stock. There can
be no assurance that management will be successful in its efforts to raise
capital sufficient to fund its working capital requirements or to convert debts
into common stock during the next twelve months. These financial statements do
not include any adjustments relating to the recoverability of recorded asset
amounts that might be necessary as a result of the above uncertainty.

Development-Stage Company
-------------------------

The Company is considered a development-stage company, with no operating
revenues from the license of commercially viable technologies during the periods
presented, as defined by Statement of Financial Accounting Standards ("SFAS")
No. 7. SFAS No. 7 requires companies to report their operations, shareholders
deficit and cash flows since inception through the date that revenues are
generated from management's intended operations, among other things. Management
has defined inception as January 1, 1995, near the date management control was
obtained. Since inception, the Company has incurred operating losses totaling
approximately $11.0 million, much of which relates to stock-based compensation
to officers, directors and consultants as a means to preserve working capital.
The Company's working capital has been generated through the sales of common
stock and debt. In addition, significant research and development costs to
develop technologies have been expended since inception. Management has provided
financial data since January 1, 1995 "Inception" in the financial statements, as
a means to provide readers of the Company's financial information to make
informed investment decisions.

The Company completed all the testing and evaluation of its technologies at the
Idaho Falls site with the receipt of Volume II of the "Final Results Report, In
Situ Grout Technology for Application in Buried Transuranic Waste Sites,"
published in April 2003 by INEEL. Therefore, there have been no expenditures
during the six months ended June 30, 2003 for research and development. The
Company is moving into position to begin the marketing and commercialization
phase of its development.

Use of Estimates
----------------

The preparation of the financial statements in conformity with accounting
principles generally accepted in the United States requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities, and disclosure of contingent liabilities at the date of the
financial statements and the reported amounts of expenses during the reporting
period. Actual results could differ from those estimates.

Risks and Uncertainties - Technologies
--------------------------------------

The Company's operations are subject to new innovations in product design and
function. Significant technological changes can have an adverse effect on
product lives. Design and development of new products are important elements to
achieve profitability in this industry segment.

Shareholder Dilution
--------------------

The Company's management has relied on the issuance of its common stock to
provide working capital and provide compensation to officers, directors and
consultants. The trading price of the Company's common stock has declined over
time. If the Company continues to rely on the issuance of common stock to retain
key management and consultants, based on current per-share prices, the existing
shareholders may be significantly diluted in the future.

Incremental Shares
------------------

Securities that could potentially dilute basic earnings per share ("EPS") in the
future that were not included in the computation of diluted EPS because to do so
would have been anti-dilutive as of June 30, 2003 consist of the following:

                                       7





<PAGE>

                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                            June 30, 2003 (Unaudited)

                                                        Number of Potential
                                                         Additional Common
                                                              Shares
                                                       ----------------------

Notes payable to related parties                                   4,830,820
Options to purchase common stock                                     862,500
Accrued officers' and directors' compensation                     12,695,773
                                                       ----------------------
       Total incremental shares at June 30, 2003                  17,789,093
                                                       ======================

Equipment and Fixtures
----------------------

Equipment and fixtures are recorded at cost. Depreciation is provided using
accelerated and straight-line methods over the estimated useful lives of the
related assets as follows:

                           Description                                 Years
                           -----------                                 -----

                           Furniture and fixtures                        7
                           Computer hardware and software               3-5

Recent Accounting Pronouncements
--------------------------------

In November 2002, the FASB issued Interpretation No. 45, Guarantors' Accounting
and Disclosure Requirements for Guarantees, Including Indirect Guarantees of
Indebtedness of Others ("FIN 45"). FIN 45 elaborates on the existing disclosure
requirements for most guarantees, including loan guarantees such as standby
letters of credit. It also requires that at all times a company issues a
guarantee, the Company must recognize an initial liability for the fair market
value of the obligations it assumes under that guarantee and must disclose that
information in its interim and annual financial statements. The initial
recognition and measurement provisions of FIN 45 apply on a prospective basis to
guarantees issued or modified after December 31, 2002. The adoption of this
requirement has not had a material effect on its financial position or results
of operations.

In January 2003, the FASB issued Interpretation No. 46, Consolidation of
Variable Interest Entities ("FIN 46"). FIN 46 clarifies the application of
Accounting Research Bulletin No. 51 for certain entities in which equity
investors do not have the characteristics of a controlling financial interest or
do not have sufficient equity at risk for the entity to finance its activities
without additional subordinated financial support from other parties. FIN 46
applies to variable interest entities created after January 31, 2003, and to
variable interest entities in which an enterprise obtains an interest after that
date. The Company believes that the adoption of the disclosure provisions of
this statement will not have a material effect on its financial position or
results of operations.

In March 2003, the FASB issued SFAS No. 148, "Accounting for Stock-Based
Compensation - Transition and Disclosure." This Statement amends SFAS No. 123,
"Accounting for Stock-Based Compensation," to provide alternative methods of
transition for a voluntary change to the fair value based method of accounting
for stock-based employee compensation. In addition, SFAS No. 148 amends the
disclosure requirements of SFAS No. 123 to require prominent disclosures in both
annual and interim financial statements about the method of accounting for
stock-based employee compensation and the effect of the method used on reported
results. The Company does not expect to adopt SFAS No. 123. The additional
presentation requirements are not meaningful since few employee options were
granted during the periods presented.

In May 2003, the FASB issued SFAS No. 150, Accounting for Certain Financial
Instruments with Characteristics of Both Liabilities and Equity, ("SFAS No.
150"). SFAS No. 150 establishes standards for how an issuer classifies and
measurers in its statement of financial position certain financial instruments
with characteristics of both liabilities and equity. In accordance with SFAS No.
150, financial instruments that embody obligations for the issuer are required
to be classified as liabilities. SFAS No. 150 shall be effective for financial
instruments entered into or modified after May 31, 2003, and otherwise shall be
effective at the beginning of the first interim period beginning after June 15,
2003. The Company is currently assessing the impact of SFAS No. 150.

                                       8





<PAGE>
                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                            June 30, 2003 (Unaudited)

Stock Based Compensation
------------------------

The Company has elected to follow Accounting Principles Board Opinion No. 25,
Accounting for Stock Issued to Employees ("APB 25"), and related interpretations
in accounting for its employee stock options because the alternative fair value
accounting provided under FASB Statement No. 123, Accounting for Stock-Based
Compensation, ("SFAS 123") requires the use of option valuation models that were
not developed for use in valuing employee stock options. As permitted, the
Company adopted the disclosure alternative of SFAS 123 and SFAS 148, which
require pro forma disclosure of net income and earnings per share as if the fair
value method of accounting had been applied. Since the Company has no
significant stock options outstanding, the pro forma financial data is not
meaningful.

Under APB 25, when the exercise price of the Company's stock options equals or
exceeds the fair value of the underlying stock on the date of grant, no
compensation expense is recorded.

Stock Issuance Costs
--------------------

The Company capitalizes direct and incremental costs associated with raising
cash from the issuance of equity capital, and such costs will be reported as a
reduction to the proceeds received in the event the offering is successful. In
the event the stock offering is unsuccessful, such costs will be expensed at the
time known to management. Stock issuance costs are reported as a reduction of
stockholders' deficit in the accompanying financial statements at June 30, 2003.

NOTE 3 - NOTES PAYABLE TO RELATED PARTIES

Notes payable to related parties consist of the following at June 30, 2003:

<TABLE>
<CAPTION>
                  Notes                    Interest Rate        Principal Balance    Accrued Interest
-----------------------------------------------------------------------------------------------------
<S>                                             <C>           <C>                   <C>
Current Portion:
     Officers                                   8%            $         202,423     $              -
     Shareholder                                                         10,000                    -
                                                              ------------------    -----------------
        Total                                                           212,423                    -

Long Term Portion:
     Officers                                   10%                     112,341               85,551
     Shareholder                             10% - 12%                  365,500              233,120
                                                              ------------------    -----------------
        Total                                                           477,841              318,671

                                                              ---------------------------------------
Total Notes Payable to related parties                        $         690,264     $        318,671
                                                              =======================================
</TABLE>

During the six months ended June 30, 2003, the Company entered into six new
agreements with the officers, whereby the officers loaned a total of $48,000 to
the Company at 8% per annum. In addition, the officers have the right to convert
the unpaid principal and/or accrued interest at the price per share discounted
by 20% of the average bid and ask price five days prior to the date of
conversion. These notes mature between March 11, 2004 and June 23, 2004.

On February 21, 2003, two of the officers transferred a total of 135,667 shares
of the Company's common stock privately owned by them to pay the retainer for
legal fees. At the date of the transfer the shares had a market value of $0.11
per share or $14,923. On May 15, 2003, one of the officers transferred 300,000
shares of the Company's common stock privately owned by them to pay the retainer
for legal fees. At the date of the transfer the shares had a market value of
$0.145 per share or $43,500. These amounts were recorded as an additional loan

                                       9





<PAGE>
                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                            June 30, 2003 (Unaudited)

made by the officers and applied to prepaid expenses. On June 2, 2003, the
officer transferred 100,000 shares of the Company's common stock privately owned
by him to pay consulting fees to a non-related third-party. At the date of the
transfer the shares had a market value of $0.15 per share or $15,000. The
officers have the right to convert the unpaid principal and/or accrued interest
at the price per share discounted by 20% of the average bid and ask price five
days prior to the date of conversion. These notes mature between February 21,
2004 and June 2, 2004.

During 2000, the holders of the long-term notes payable entered into a
standstill agreement with the Company in which they agreed to forebear any
collection of the debts for a period of one year. The agreements with the
officers have been extended to September 30, 2004.

In March 2003, the Company entered into a new agreement with a shareholder
whereby the shareholder loaned the Company $10,000. The shareholder has the
right to convert the unpaid principal and/or accrued interest at the price per
share discounted by 20% of the average bid and ask price five days prior to the
date of conversion. This note matured on July 21, 2003. The Company is currently
in default on this note.

NOTE 4 - CONVERTIBLE DEBENTURES

On December 28, 2000, the Company issued, through a private placement, $375,000
of 10% convertible debenture notes, due December 28, 2001. As additional
consideration, the Company issued separate warrants to the purchasers to acquire
375,000 shares of the Company's common stock at 125% of the conversion price,
determined as the lesser of $0.14 per share, or 55% of the lowest bid price
during three trading days in the last ten trading days prior to the conversion
date.

During the three months ended March 31, 2002, the holders of the debentures
elected to convert $13,650 of accrued interest into 620,474 shares of the
Company's common stock. In May 2002, the Company entered into an agreement with
the debenture holders to redeem the debentures and cancel the warrants. As part
of this agreement, the holders converted $20,000 worth of principal into 500,000
shares of common stock. In addition, during the six months ended June 30, 2003,
the Company paid in cash $60,290, representing $55,000 in principal and $5,290
in interest.

NOTE 5 - COMMITMENTS AND CONTINGENCIES

Employment and Consulting Agreements
------------------------------------

On January 1, 2002, the Company entered into two employment agreements with its
current officers. The agreements provide for annual salaries aggregating to
$300,000, expire January 1, 2004, and provide for automatic annual renewals. In
addition to the salaries, the agreements grant each officer 50,000 shares of
Series A Convertible Preferred stock and 100,000 non-qualified stock options per
year. The stock options are to purchase shares of the Company's common stock at
an exercise price of $0.05 per share, vest immediately, and expire January 1,
2007. A total of 200,000 option shares were granted to the officers during the
quarter ended March 31, 2003 and $15,200 was recorded as additional compensation
based on the difference between the market price and the exercise price at the
date of grant. (See Note 6.)

For the three months ended June 30, 2003 and 2002, the expense recorded under
the agreements amounted to $75,000 each. In April 2002, the Board of Directors
approved accruing interest on all unpaid salary beginning with salaries accrued
in the year ending December 31, 2001, at 8% per annum and going forward. Accrued
officer's compensation unpaid at June 30, 2003 totaled $1,694,324, and accrued
interest totaled $55,531. For the six months ended June 30, 2003 and 2002
interest expense was $17,249 and $11,200, respectively. The accrued compensation
is convertible into common stock discounted 10% at $0.32 per share for
compensation earned through 2000, and at $0.05 and $0.14 per share in 2001 and
2002, respectively. During 2000, the officers entered into a standstill
agreement with the Company in which they agreed to forebear any collection of
this debt for a period of one year. This agreement has been extended to
September 30, 2004.

                                       10





<PAGE>
                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                            June 30, 2003 (Unaudited)

NOTE 6 - STOCKHOLDERS' DEFICIT

Common Stock Transactions During the Six Months Ended June 30, 2002
-------------------------------------------------------------------

First Quarter 2002:
-------------------

The Company issued 500,000 registered shares of the Company's common stock and
granted options to purchase 250,000 registered shares of the Company's common
stock under an S-8 filing that are exercisable at $0.15 per share, for legal
fees incurred in 2001 totaling $35,450. The market value of the stock at the
date of issuance was $19,500. Therefore, a gain from the reduction of debt in
the amount of $15,950 was recognized. (See Note 7.)

The Company issued 4,950,000 shares of common stock for proceeds of $150,500.
The shares were sold at prices ranging between $0.02 and $0.04 per share. As of
March 31, 2002, the Company collected $120,500 of these proceeds and the
remaining balance of $30,000 was recorded as a receivable. This receivable was
collected in April 2002.

The Company converted $13,650 of accrued interest on the convertible debentures
into 620,474 shares of common stock.

The Company authorized the conversion of $150,000 of accrued salaries to two
officers into a total 5,000,000 registered shares of common stock at the
conversion rate of $0.03 per share. These shares were registered under an S-8
filing.

The Company authorized the issuance 1,000,000 shares of common stock as a
consideration for a licensing agreement whereby the Company would acquire an
exclusive license for sale and use of various products from an unrelated third
party. The shares were valued at $30,000 on the date of grant, which was charged
to operations during the three months ended March 31, 2002.

The Company entered into an agreement with an unrelated third party to provide
public relations consulting services to the Company. The term of the agreement
is for two years, terminating in December 2003. The Company issued 100,000
shares to the consultant. At the time of the grant, the shares were valued at
$7,000 and were charged to operations during the three months ended March 31,
2002.

Second Quarter 2002:
--------------------

The Company issued 757,142 shares of common stock for proceeds of $45,001. The
shares were sold at prices ranging between $0.02 and $0.05 per share per share
in a private placement intended to be exempt from registration under section
4(2) and or Regulation D of the Securities Act of 1933. Shares are generally
sold at a 20% discount to closing prices based on an average prior to the sale.

In connection with the May 2002, agreement with the debenture debt holders (note
4), the Company converted $20,000 of principal on the convertible debentures
into 500,000 shares of common stock.

Common Stock Transactions During the Six Months Ended June 30, 2003
-------------------------------------------------------------------

First Quarter 2003:
-------------------

In January 2003, the Company granted both officers an option to purchase 100,000
shares of the Company's common stock at an exercise price of $0.05 per share, as
part of their employment agreement. These options were valued at $15,200, and
were charged to officer's compensation during the three months ended March 31,
2003.

The Company entered into an agreement with an unrelated third party to provide
investment funding for the Company (see Note 8). As part of the agreement, the
Company issued 300,000 shares of its common stock for expense reimbursements of
the investor. At the time of the grant, the shares were valued at $27,000 or
$.09 per share, and were charged to operations during the three months ended
March 31, 2003.

                                       11





<PAGE>

                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                            June 30, 2003 (Unaudited)

Second Quarter 2003:
--------------------

The Company issued 450,000 shares of common stock for proceeds of $25,000. The
shares were sold at prices ranging between $0.04 and $0.075 per share per share
in a private placement intended to be exempt from registration under section
4(2) and or Regulation D of the Securities Act of 1933. Shares are generally
sold at a 20% discount to closing prices based on an average prior to the sale.

In April 2003, the Company issued 100,000 shares of its common stock to a
consultant for marketing and public relations support. At the time of the grant,
the shares were valued at $7,500 and were charged to operations during the three
months ended June 30, 2003.

In February 2003, the Company entered into Business and Financial Services
Agreement with Ascendiant Capital Group, LLC ("Ascendiant") for financial and
business advice and consultation, and specifically, to arrange and assist in the
negotiations for a $5 million line of credit. In connection with this agreement,
Ascendiant was paid 375,000 shares of the Company's common stock under Rule 144
in April 2003 valued at $33,750. In addition, Ascendiant received an option for
62,500 of the Company's restricted common stock at an exercise price of $0.10
per share, with a one-year term, and a cashless exercise provision. The Company
valued the options using the fair value method and recorded as a consulting fee
in April 2003 of $1,956, based on the Black-Scholes option pricing model using
the following assumptions:

         Risk-free interest rate                     3.25%
         Expected life                               1 year
         Expected volatility                         38%
         Dividend yield                              0%

In March 2003, the Company began negotiations with Fusion Capital for the common
stock purchase agreement described in Note 8. As part of this agreement, the
Company agreed to pay Fusion $10,000 cash and issue 300,000 shares of its common
stock valued at $27,000 as reimbursement of Fusion Capital's expenses in
connection with the transaction. The value of the common stock was charged to
operations. In addition, the Company issued 1,678,022 shares of its common stock
in April 2003 upon signing the agreement as a commitment fee. The market value
at the date grant was $0.09 per share or $151,022, and was capitalized as a
stock offering fee and reported as a reduction of the stockholders' deficit on
the accompanying financial statements.

NOTE 7 - GAIN FROM REDUCTION OF DEBT

During the quarter ended March 31, 2002, the Company issued 500,000 shares of
common stock to pay legal fees of $35,450 incurred through December 31, 2001.
The market value of the shares at the date of grant was $19,500. Therefore, the
Company recognized the difference of $15,950 as a gain from the reduction of
debt.

NOTE 8 - FUSION CAPITAL TRANSACTION

On April 22, 2003, the Company entered into a common stock purchase agreement
with Fusion Capital pursuant to which Fusion Capital agreed to purchase on each
trading day during the term of the agreement $10,000 of the Company's common
stock up to an aggregate of $6.0 million. The $6.0 million of common stock is to
be purchased over a 30-month period, subject to a six-month extension or earlier
termination at the Company's discretion. The purchase price of the shares of
common stock will be equal to a price based upon the future market price of the
common stock without any fixed discount to the market price. Fusion Capital does
not have the right or the obligation to purchase shares of the Company's common
stock in the event that the price of its common stock is less than $0.05 per
share.

The Company has authorized the sale and issuance of 20,000,000 shares of its
common stock to Fusion Capital under the common stock purchase agreement. The
Company filed a registration statement on Form SB-2 to register the underlying
securities on May 15, 2003. The registration statement became effective on July
16, 2003.

                                       12





<PAGE>

                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                            June 30, 2003 (Unaudited)

Under the terms of the common stock purchase agreement, Fusion Capital received
1,678,022 shares of the Company's common stock as a commitment fee, valued at
$151,022. The value of these shares has been recorded as stock offering fees. In
addition, at such time as Fusion Capital has purchased $3,000,000 of the
Company's common stock under the common stock purchase agreement, the Company
will issue to Fusion Capital an additional 1,978,022 shares of common stock as
an additional commitment fee. This commitment fee will be recorded when the
contingencies are removed and the fee is earned. Unless an event of default
occurs, these shares must be held by Fusion Capital until 30 months from the
date of the common stock purchase agreement or the date the common stock
purchase agreement is terminated. Under the common stock purchase agreement, on
each trading day Fusion Capital is obligated to purchase a specified dollar
amount of the Company's common stock. Subject to the Company's right to suspend
these purchases at any time, and its right to terminate the agreement with
Fusion Capital at any time, Fusion Capital shall purchase on each trading day
during the term of the agreement $10,000 of the Company's common stock. The
Company may decrease this daily purchase amount at any time. The Company also
has the right to increase the daily purchase amount at any time; provided
however, it may not increase the daily purchase amount above $10,000 unless its
stock price is above $.30 per share for five consecutive trading days.

As of the date of this report, there have been no stock sales to Fusion Capital
under this agreement.

NOTE 9 - SUBSEQUENT EVENTS

In July 2003, an officer transferred 300,000 shares of the Company's common
stock privately owned by him to pay the retainer for legal fees. At the date of
the transfer the shares had a market value of $0.11 per share or $33,000. This
amount will be recorded as an additional loan made by the officers and applied
to prepaid expenses.

On August 12, 2003, the Company received $10,000 from Fusion Capital as a loan
against future sales of stock.

                                       13





<PAGE>

                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                            June 30, 2003 (Unaudited)

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

Plan of Operation
-----------------

Since 1996, Technology Visions has focused on the development and use of its
polymer-based Polymer Encapsulation Technology ("PET") system as a method for
stabilizing and encapsulating various radioactive and toxic waste materials
leading to a final waste form for disposal. During the past two years,
Technology Visions has introduced GMENT, a specialty grout treatment and
stabilization technology as a method for subsurface waste stabilization.

Technology Visions has completed customer-sponsored contracts for Lockheed
Martin Idaho Technologies Company and Bechtel BWXT, in conjunction with the DOE,
Idaho Operations Office, Idaho Falls, ID. The Idaho Falls site is one of many
United States waste management sites containing one form or another of either
radioactive, toxic and/or hazardous waste requiring cleanup, treatment and
processing. Technology Visions functions as a subcontractor to Lockheed and/or
Bechtel BWXT and is paid a fixed fee for each contract, which must be completed
within the designated time frame. Technology Visions is responsible for
completing the test and evaluation tasks designated by the contractor. The
contractor then submits a final report with recommendations to the DOE.

In May 1999, Lockheed awarded Technology Visions a test and evaluation contract
to evaluate PET for disposal of actual pilot scale calcine waste. The contract
was subsequently assigned to Bechtel. In September 1999, the contract was
expanded and directed that PET be examined at maximum waste loading scenarios as
a means for transporting high-level calcine wastes out of Idaho to an off-site
melter for final disposition. In November 1999, testing of PET showed positive
results for encapsulating calcine waste for both disposal at a permanent
high-level waste disposal site and for transportation offsite. Bechtel's final
report to the DOE also recommended that a pilot plant demonstration be conducted
to test and evaluate engineering criteria, disposal parameters and product
transportation scenarios. Other recommendations included encapsulation and
mixing studies utilizing actual radioactive materials.

The test results of the Lockheed and Bechtel testing and evaluation contracts
demonstrate PET's potential in encapsulating radioactive waste. The marketing
strategy is to build upon this potential in the government and private sectors
where Technology Visions' system will be used in the containment, treatment and
processing of various radioactive and heavy metal wastes. Technology Visions
plans to develop strategic relationships with prime contractors throughout the
waste management industry.

To commercialize the PET technology and obtain governmental approval for its
use, Technology Visions must complete the additional testing recommended in this
report. Funding for the completion of this work is estimated by the company at
$250,000. It is also estimated that once funding becomes available to begin this
work, it will require 12 to 18 months to complete. Once completed, Technology
Visions intends to market this product for use by the DOE.

Currently, Technology Visions is focused on developing GMENT. GMENT is licensed
exclusively to Technology Visions and is a trademark of Advanced Grout Systems.
Terms of the license allow Technology Visions to manufacture, distribute, market
and sell the product in exchange for a royalty based upon sales volume. The
royalty begins at 10% for gross sales up to $1 million, then declines to 9% for
sales of $1 million to $5 million, 8% for sales of $5 million to $10 million, 7%
for sales of $10 million to $25 million, and 6% for sales exceeding $25 million.
This license expires November 30, 2026. The territorial rights granted to
Technology Visions under the license include the United States of America and
any other countries of the world. Also, as part of the exclusive license,
Technology Visions is granted first right of refusal for any additional
trademark or non-trademark products developed by Advanced Grout Systems, Ltd.
dealing with environmental remediation or waste management technologies.

                                       14





<PAGE>

                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                            June 30, 2003 (Unaudited)

In June 2000, Bechtel awarded Technology Visions a contract to manage the
testing and evaluation of in-situ grout candidate materials that were being
considered by INEEL and Bechtel for the treatment of certain subsurface waste
sites at the DOE site in Idaho Falls, Idaho. The contract was a two-year,
three-phase Treatability Study conducted by INEEL and Bechtel. Testing included
Phase I Bench Testing, Phase II Field Implementability Testing, and Phase III
Full-Scale Field Testing.

Phase I Bench Testing included rigorous laboratory testing protocol designed for
choosing three grouts from six candidate grouts for use in Phase II Field
Implementability testing. Data was also gathered during the bench-testing phase
to support final monolith durability estimates and transportion modeling
efforts. Following the laboratory testing, GMENT was chosen as one of three
candidate grout materials to continue to the Phase II Field Implementability
Testing of the Treatability Study.

In April 2001, the Phase II Field Implementability Testing of the contract was
conducted by Applied Geotechnical Engineering and Construction Company, Inc.
("AGEC") at a site located near Richland, Washington. Upon successful completion
of this test phase, GMENT was chosen as the sole grout material selected to be
used in the Phase III Full Scale Cold Test Pit Demonstration Project that was
conducted in October 2001 at the DOE site in Idaho Falls, Idaho. GMENT was
selected based on such factors as basic costs, ease of mixing and cleaning of
the grout, minimized grout returns in creating a triplex column, and formation
of the solid monoliths. Technology Visions, under the exclusive Trademark
License and Technology Licensing Agreement with Advanced Grout Systems, Ltd.,
provided 95 tons of GMENT grouting material for Phase III. Site grouting was
performed by AGEC. Testing results met all criteria established by state and
federal regulatory agencies.

At the conclusion of Phase III, AGEC prepared and submitted to Bechtel a report
estimating the quantity of GMENT grout material to treat the areas under
consideration to be approximately 24 million gallons. If the recommendation
receives approval via a Record of Decision or other authorization after review
by federal and state authorities, Technology Visions could anticipate initiation
of the project and revenues within 12 to 18 months.

The final report prepared for the DOE, Assistant Secretary for Environmental
Management, Volume I, "Final Results Report, In-Situ Grouting Technology for
Application in Buried Transuranic Waste Sites" was published in September 2002,
by INEEL. Volume I summarized the technology and presents results of a two-year,
three-phase treatability study conducted by the INEEL. Volume II was published
in April 2003 and contains the results of analytical calculations on the
long-term durability of monoliths created by in-situ grouting and on the
long-term performance of a treated buried waste site.

Technology Visions believes that the approval of the GMENT material for the
treatment and stabilization of buried low-level mixed waste in select areas of
the Subsurface Disposal Area at the DOE site in Idaho Falls, Idaho, could
provide initial and significant revenues for the company. With the acceptance
and approval of GMENT in Idaho, Technology Visions would aggressively pursue
other waste sites identified in the United States with similar waste problems.
Initial contacts have been made at two other DOE sites, based on the initial
information disclosed in Volume I of the Idaho report, where GMENT may have
end-use application.

Until completion of the final development of a technology and the commencement
of sales, Technology Visions will have minimal or no operating revenues but will
continue to incur substantial expenses. Technology Visions may not be able to
complete development of any technology or if completed, manufacture the
technology on a large-scale basis or at a feasible cost. Further, its
technologies may not receive market acceptance. Being a development-stage
entity, Technology Visions is subject to all the risks inherent in the
establishment of a new enterprise and the marketing and manufacturing of a new
product, many of which risks are beyond the control of Technology Visions.

                                       15





<PAGE>

                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                            June 30, 2003 (Unaudited)

Technology Visions' business model is to obtain long-term supply contracts for
its products with private-company general contractors or other affiliates which
have master contracts with selected waste sites. Revenues, if any, will be
recorded when a contract is effected, the products are delivered, and
collectibility of the receivable is reasonably assured. Technology Visions does
not intend to manufacture its products. We have identified possible outsource
manufacturers with the capability and capacity to produce our products. We
believe that our margins will be between 12% and 15% of revenues, using
outsource manufacturers. The DOE site in Idaho Falls, Idaho, has 14 acres of
low-level solid waste which may be treated by our GMENT product. The estimated
revenue potential for the Idaho site is for 2.4 million gallons, per year, for
ten (10) years or approximately $70 million. Technology Visions has identified
other sites in the United States containing wastes that potentially may be
treated with GMENT; however, current emphasis is on the Idaho Falls site. There
are no assurances that Technology Visions will be selected as a provider of
specialty grout GMENT for the Idaho DOE site project.

With the receipt of Volume II of the "Final Results Report, In Situ Grout
Technology for Application in Buried Transuranic Waste Sites," published in
April 2003 by INEEL, we believe we have completed all the testing and evaluation
of its technologies at the Idaho Falls site. Technology Visions is currently
moving into position to begin the marketing and commercialization phase of its
development.

Critical Accounting Policies
----------------------------

Our financial statements and related public financial information are based on
the application of accounting principles generally accepted in the United States
("GAAP"). GAAP requires the use of estimates; assumptions, judgments and
subjective interpretations of accounting principles that have an impact on the
assets, liabilities, and expense amounts reported. These estimates can also
affect supplemental information contained in the external disclosures of the
Company including information regarding contingencies, risk and financial
condition. We believe our use of estimates and underlying accounting assumptions
adhere to GAAP and are consistently and conservatively applied. Valuations based
on estimates are reviewed for reasonableness and conservatism on a consistent
basis throughout the Company. Primary areas where our financial information is
subject to the use of estimates, assumptions and the application of judgment
include our evaluation of impairments of intangible assets, and the
recoverability of deferred tax assets, which must be assessed as to whether
these assets are likely to be recovered by us through future operations. We base
our estimates on historical experience and on various other assumptions that we
believe to be reasonable under the circumstances. Actual results may differ
materially from these estimates under different assumptions or conditions. We
continue to monitor significant estimates made during the preparation of our
financial statements.

Valuation Of Long-Lived And Intangible Assets

The recoverability of these assets requires considerable judgment and is
evaluated on an annual basis or more frequently if events or circumstances
indicate that the assets may be impaired. As it relates to definite life
intangible assets, we apply the impairment rules as required by SFAS No. 144,
"Accounting for the Impairment of Long-Lived Assets and Assets to Be Disposed
Of" which requires significant judgment and assumptions related to the expected
future cash flows attributable to the intangible asset. The impact of modifying
any of these assumptions can have a significant impact on the estimate of fair
value and, thus, the recoverability of the asset.

Income Taxes

We recognize deferred tax assets and liabilities based on the differences
between the financial statement carrying amounts and the tax bases of assets and
liabilities. We regularly review our deferred tax assets for recoverability and
establish a valuation allowance based upon historical losses, projected future
taxable income and the expected timing of the reversals of existing temporary
differences. During 2002, we estimated the allowance on net deferred tax assets
to be one-hundred percent of the net deferred tax assets.

                                       16





<PAGE>

                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                            June 30, 2003 (Unaudited)

Results of Operations
---------------------

Quarter Ended June 30, 2003 Compared to Quarter Ended June 30, 2002
-------------------------------------------------------------------

Technology Visions has not had any revenues since inception (January 1, 1995)
through June 30, 2003. Accordingly, Technology Visions has, and continues to be,
a development-stage company. With any development-stage company of this nature,
there are inherent risks, which may prohibit Technology Visions from reaching
commercial viability.

Research and development costs were $0 and $41,655 for the quarter ended June
30, 2003 and 2002, respectively. No research projects were underway during the
current quarter while Technology Visions waited for the Volume II of the "Final
Results Report, In Situ Grout Technology for Application in Buried Transuranic
Waste Sites," which was published in April 2003 by INEEL. Once that was
received, it was determined that all the testing and evaluation of its
technologies at the Idaho Falls site had been completed. Therefore, there have
been no expenditures during the three months ended June 30, 2003 for research
and development. The research and development costs for the quarter ended June
30, 2002 was for the contract to complete the final reports from the grout
project. Technology Visions has recorded these costs as net of reimbursements
from subcontractors.

General and administrative expenses were $207,687 in the current quarter
compared to $101,226 in the comparable period last year. The increase is mainly
due to consulting fees. Included in these amounts are salaries accrued for two
officers in the amount of $75,000 and $75,000, respectively, under the terms of
their employment contracts.

As with the development of any new technology, until a commercial product has
been developed, purchased, and utilized by a third party, the efficacy of the
product is in question and Technology Visions will continue to incur losses.
Until completion of the final development of a technology and the commencement
of sales, Technology Visions will have no operating revenues but will continue
to incur substantial expenses.

Six Months Ended June 30, 2003 Compared to Six Months Ended June 30, 2002
-------------------------------------------------------------------------

Research and development costs were $0 and $101,655 for the six months ended
June 30, 2003 and 2002, respectively. No research projects were underway during
the six months ended June 30, 2003 while Technology Visions waited for the
Volume II of the "Final Results Report, In Situ Grout Technology for Application
in Buried Transuranic Waste Sites," which was published in April 2003 by INEEL.
Once that was received, it was determined that all the testing and evaluation of
its technologies at the Idaho Falls site had been completed. Therefore, there
have been no expenditures during the six months ended June 30, 2003 for research
and development. During the six months ended June 30, 2002, Technology Visions
purchased an exclusive licensing fee agreement for the sale and use of various
products from Advanced Grout Systems, Ltd., an unrelated third party, for
$30,000 and had research and development costs for the contract to complete the
final reports from the grout project. From inception, research and development
costs were $685,507. Technology Visions has recorded these costs as net of
reimbursements from subcontractors.

General and administrative expenses were $357,396 in the current six months
compared to $249,066 in the comparable period last year. The increase is mainly
due to consulting fees and the compensatory element of the stock options issued
to the officers as part of their employment agreements. Included in these
amounts are salaries accrued for two officers in the amount of $165,200 and
$150,000, respectively, under the terms of their employment contracts. From
inception, general and administrative expenses were $6,808,808 and the
compensatory element of stock and stock options was $2,275,816.

                                       17





<PAGE>

                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                            June 30, 2003 (Unaudited)

Liquidity and Capital Resources
-------------------------------

The Company continues to incur operating losses as a result of being a
development-stage company. The Company had cash of approximately $11,653 at June
30, 2003.

For the six months ended June 30, 2003 and 2002, Technology Visions incurred net
losses of $423,928 and $393,374, respectively. As of June 30, 2003, the Company
had a stockholders' deficiency and a working capital deficiency of approximately
$3,072,405 and $550,542, respectively. The Company is in arrears with certain of
its payables and accrued liabilities. The Company requires additional funds to
move into the marketing and commercialization of its technologies. From
inception (January 1, 1995), Technology Visions has incurred net losses of
$10,813,905. The report of Technology Visions' independent certified public
accountants on the Company's December 31, 2002 financial statements notes that
Technology Visions is a development-stage company with no revenues from its
intended operations, has recurring losses and has a working capital deficiency
and stockholders' deficiency at December 31, 2002 and these conditions raise
substantial doubt about Technology Vision's ability to continue as a going
concern.

To date, Technology Visions has funded its operations from the private sales of
common stock or notes, most of which have been converted into common stock.
These sales have been able to fund only minimal operations and technological
developments.

Technology Visions is exploring additional sources of working capital including
borrowing, sales of securities, joint ventures and licensing of technologies.
Management believes that Technology Visions can raise adequate capital to keep
the Company functioning at a minimum level of operation in the next fiscal year.
However, there can be no assurances that management will be successful in
obtaining adequate funding to complete development of its technology or that if
any technology is fully developed, it can be manufactured on a large-scale basis
or at a feasible cost. Further, no assurance can be given that any technology
will receive market acceptance. If additional capital is not raised in the next
twelve months, management may have to make personal contributions to the
company, sell off the company's assets or ultimately, liquidate the company.

The Company has no current commitments for capital expenditures or additional
equity or debt financing.

ITEM 3.  CONTROLS AND PROCEDURES

(a) As of June 30, 2003, the Chief Executive Officer and the Chief Financial
Officer have made an evaluation of the company's disclosure controls and
procedures. Based upon this evaluation, in their opinion, the disclosure
controls and procedures are effective.

(b) There have been no significant changes in Technology Visions' internal
controls or in other factors that could significantly affect these controls
subsequent to the date of their evaluation.

                                       18





<PAGE>

                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                            June 30, 2003 (Unaudited)

PART II: OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

                        None

ITEM 2.  CHANGES IN SECURITIES

         In April 2003, the Company issued 475,000 shares of its common stock
for payments to third-party consultants. The shares were valued at a range of
$0.075 to $0.09 per share per share and were intended to be exempt from
registration under section 4(2) and/or Regulation D of the Securities Act of
1933.

         In April and May 2003, the Company issued 450,000 shares of its common
stock for proceeds of $25,000. The shares were sold at prices ranging between
$0.04 and $0.075 per share per share in a private placement intended to be
exempt from registration under section 4(2) and/or Regulation D of the
Securities Act of 1933.

         In April 2003, the Company issued 1,678,022 shares of its common stock
as a commitment fee to an investor. The shares were valued at $0.09 per share
per share. The cost was capitalized and reported as a reduction in stockholders'
equity. This issuance was intended to be exempt from registration under section
4(2) and/or Regulation D of the Securities Act of 1933.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

                          None

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

                          None
ITEM 5.  OTHER INFORMATION

                          None

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

                (a)     Exhibits

                        Exhibit 31.1 Certification of the Chief Executive
                                     Officer of Technology Visions Group, Inc.
                                     pursuant to Section 302 of the
                                     Sarbanes-Oxley Act of 2002

                        Exhibit 31.2 Certification of the Chief Financial
                                     Officer of Technology Visions Group, Inc.
                                     pursuant to Section 302 of the
                                     Sarbanes-Oxley Act of 2002

                        Exhibit 32.1 Certification of the Chief Executive
                                     Officer and Chief Financial Officer of
                                     Technology Visions Group, Inc. pursuant to
                                     Section 906 of the Sarbanes Oxley Act of
                                     2002

                (b)     Reports on Form 8-K

                         On April 28, 2003, the Company filed a report on Form
                         8-K, reporting under Item 5, Other Events, that on
                         April 28, 2003, it had entered into a Common Stock
                         Purchase Agreement (the "Agreement") with Fusion
                         Capital Fund II, LLC ("Fusion Capital"), whereby Fusion
                         Capital would purchase up to $6,000,000 of Technology
                         Visions' common stock, $.001 par value, for thirty
                         months. Copies of the press release relating to this
                         transaction, the Agreement, and the Registration Rights
                         Agreement were filed as exhibits to this current report
                         on Form 8-K.

                                       19





<PAGE>

                         TECHNOLOGY VISIONS GROUP, INC.
                          (A DEVELOPMENT-STAGE COMPANY)
                            June 30, 2003 (Unaudited)

                                   SIGNATURES

         In accordance with the requirements of the Securities Exchange Act, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.

                             TECHNOLOGY VISIONS GROUP, INC.
                             ------------------------------
                                      Registrant

Date: August 18, 2003         By: /s/   James B. Lahey
                              --------------------------------------------------
                                        James B. Lahey, Chief Executive Officer
                                        Chairman of the Board of Directors

Date: August 18, 2003         By: /s/  James A. Giansiracusa
                              --------------------------------------------------
                                       James A. Giansiracusa, Secretary
                                       Chief Financial Officer

                                       20