UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC. 20549

                                  FORM 10-KSB/A
                                (Amendment No. 1)

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

      For the fiscal year ended December 31, 2003

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

      For the transition period from ___________ to ___________

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

For fiscal year ending December 31, 2003           Commission File No. 001-31338

                        Wireless Age Communications, Inc.
               (Exact name of registrant as specified in charter)

                              Lennoc Ventures, Inc.
                          (Former name, if applicable)

                   Nevada                                 98-0336674
     (State or other jurisdiction of        (I.R.S. Employer Identification No.)
      incorporation or organization)

            13980 Jane Street                            905-833-0808
   King City, Ontario, Canada, L7B 1A3           (Registrant's Telephone No.
(Address of Principal Executive Offices)               incl. area code)

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

    Securities registered pursuant to          Common Stock, par value $0.001
        Section 12(g) of the Act:

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 |_|

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-B is not contained herein, and will not be contained, to the
best of the registrant's knowledge, in the definitive proxy or information
statements incorporated by reference in Part III of this Form 10-KSB or any
amendment to this Form 10-K SB |_|.

<PAGE>

For the fiscal year ended December 31, 2003, the Company's revenues from
continuing operations were $9,268,569.

Based on the closing high bid price on January 27, 2004 of $3.48 per share of
common stock, as reported by the NASD's OTC Bulletin Board, the aggregate market
value of the voting and non-voting stock held by non-affiliates of the
registrant was approximately $50,310,895.

On December 31, 2003, the number of shares outstanding of the registrant's
Common Stock was 19,574,104.

Transitional Small Business Disclosure Format (Check One): Yes |_| No |X|


                                        2
<PAGE>

                                     Part I

Item 1. Description of Business.

Our Business

      Our business operations primarily focus on provision of wireless
telecommunications systems products and service solutions to wholesalers,
distributors, retailers and end-users in Western Canada. Our current products
and services include phone and data devices and accessories, land mobile radios,
scanners and GPS receivers, power and battery supplies. We operate 10 retail
stores, a corporate sales force, a rental center and service department focused
on selling wireless solutions. We have significant business relationships with
SaskTel, the leading full service communications company in Saskatchewan, and
Manitoba Telecom Services, a full service communications company in Manitoba,
Canada. Our presence in the cellular, land mobile radio, satellite, fixed
wireless and battery solutions markets allow us to bundle a full spectrum of
products at the distributor, wholesaler and retail level across Canada. We
conduct our business through the following subsidiaries:

            o     Prime Wireless Corporation

            o     Wireless Source Distribution Ltd.

            o     Wireless Age Communications Ltd. (94% ownership)

            o     DB Sim Holdings Ltd.

            o     1588102 Ontario Inc.

Our Subsidiaries conduct the following business operations:

      o     Wireless Age Communications Ltd. is in the business of operating
            retail cellular and telecommunications outlets in cities in Western
            Canada.

      o     Wireless Source Distributions Ltd. has two operating divisions; (1)
            iMobile which distributes prepaid cellular phone cards in
            Saskatchewan and various cellular and land mobile radio accessories
            in Western Canada, and (2) A.C. Simmonds & Sons which distributes
            battery and flashlight products in Canada.

      o     Prime Wireless Corporation is the Exclusive Representative of Vertex
            Standard U.S.A. Inc. in Canada. Vertex Standard manufactures land
            mobile radio products and accessories. Prime Wireless Corporation
            earns sales commissions from direct shipment from Vertex Standard in
            the United States of America to Canadian wholesale and retail
            distributors. Prime Wireless is also in the business of distributing
            prepaid phone cards, wireless accessories and various battery and
            ancillary electronics products in Canada.

      o     Our subsidiaries DB Sim Holdings Ltd. and 1588102 Ontario Inc. are
            inactive and have no revenues or expenses.

      We acquired Wireless Age Communications Ltd. on October 8, 2002, Prime
Wireless Corporation on March 13, 2003 and Wireless Source Distribution Ltd. on
September 19, 2003.

The Company was incorporated in the State of Nevada on November 17, 2000 as
Lennoc Ventures, Inc. On October 20, 2002, the Company changed its name to
Wireless Age Communications, Inc. Prior to the acquisition of Wireless Age
Communications, Ltd., the Company was a pre-exploration stage company and had an
option to purchase a mining lease in the State of Utah, United States of
America. This option agreement was in default and the Company terminated the
lease. Consequently, the Company is no longer in the mineral and exploration
business.


                                       3
<PAGE>

The Company has 77 employees of which 56 are full time.

Recent Developments:

Prime Wireless Acquisition

On March 13, 2003, the Company closed an agreement whereby it acquired all the
issued and outstanding common shares of Prime Wireless from Pivotal Self-Service
Technologies Inc. (an entity listed on the NASD's Over-the-Counter-Bulletin-
Board trading under the symbol "PVSS") in exchange for 1,500,000 shares of the
Company's common stock. Prime Wireless generates revenue from its exclusive
distribution agreement for Canada with Vertex Standard USA Inc., a company
experiencing significant growth in market share in the land mobile radio (LMR)
business worldwide. In addition, Prime Wireless owns the trademarks, inventory,
and tooling for Midland(TM).

Change in Board of Directors and Executive Officers

Concurrent with acquisition of Prime Wireless, Mr. John G. Simmonds, was
appointed Chairman of the Board of Directors and was also appointed Chief
Executive Officer of the Company. Mr. Simmonds is also Chairman and CEO of
Pivotal Self-Service Technologies Inc. Shortly after Mr. Simmonds appointment to
the Board, Mr. Simmonds invited Mr. Brian Usher-Jones and Mr. Ken Adelberg to
become directors of the Company. Thereafter the Board appointed Mr. Gary
Hokkanen, Chief Financial Officer and Ms. Carrie Weiler as Corporate Secretary
of the Company. Mr. Simmonds, Mr. Hokkanen and Ms. Weiler are the officers of
the Company.

Wireless Source Acquisition

On September 19, 2003, the Company closed the acquisition of Wireless Source.
Wireless Source is a distributor of certain prepaid long distance telephone
cards and certain ancillary communications accessory products. The Company
acquired 50% of the issued and outstanding common shares of Wireless Source from
101016305 Saskatchewan Ltd. ("101016305 Saskatchewan") in exchange for 1,000,000
shares of the Company's common stock and the remaining 50% from Dallas L.
Robinson in exchange for 1,000,000 preferred shares of a new wholly owned
subsidiary of the Company called 1588102 Ontario Inc. ("1588102 Ontario"). The
preferred shares of 1588102 Ontario are exchangeable into common shares of
Wireless Age, on a one for one basis at anytime prior to September 19, 2008.
101016305 Saskatchewan is solely owned by Robert Sim who was a director of the
Company, but resigned on January 18, 2004. Dallas L. Robinson is the President
of Wireless Canada.

Acquisition of A.C. Simmonds & Sons Trade-Name

On July 25, 2003, the Company entered into a Trade-Name Purchase and Sale
Agreement to acquire the tradename, A.C. Simmonds & Sons, from Pine Ridge
Holdings Ltd. ("Pine Ridge") in exchange for 1,500,000 shares of the Company's
common stock. Pine Ridge is solely owned by David C. Simmonds an individual
related to the Company's Chief Executive Officer.

On July 2, 2003, the Company entered into an Agreement with Pine Ridge to assume
or acquire all of the current lines of business operated by Pine Ridge under the
tradename A.C. Simmonds & Sons. The A.C. Simmonds & Sons business consists
primarily of the sale of electronics products to certain customers and clients.
Since July 2, 2003, and in anticipation of the acquisition of Wireless Source,
the Company operated the A.C. Simmonds & Sons business through financing from
Wireless Source, and, upon the Company's acquisition of Wireless Source on
September 19, 2003, the A.C. Simmonds & Sons Business became a division of
Wireless Source.

Acquisition of RELM Wireless Notes

On December 31, 2003, acquired $1,700,000 in outstanding principal amount of an
8% Convertible Subordinated Promissory Note of RELM Wireless Corporation (an
entity listed on NASD's Over-the-Counter-Bulletin-Board trading under the symbol
"RELM")("RELM Wireless"). Wireless Age purchased the note from Special
Situations Private Equity Fund, L.P. for a cash purchase price of $1,870,000.
The note matures on December 31, 2004 and is currently convertible into
approximately 904,255 common shares of RELM Wireless which represents
approximately a 9.1% ownership position in RELM Wireless.


                                       4
<PAGE>

The Company borrowed $1,930,000 from Stacey Minichiello, a private investor to
acquire the RELM note. The $1,930,000 Minichiello loan is due and payable June
30, 2004, bears interest at a rate of 8% per annum and has a first priority
security interest in the $1,700,000 RELM Note. The remaining $100,000 of the
purchase price was funded from working capital.

Subsequent to year end during January 2004, Wireless Age negotiated agreements
with Mr. Russell Scott Henderson, Mr. Moisha Schwimmer, Mr. Stuart McGregor, Mr.
Stephen Dulmage, Mr. Brian Usher-Jones and 1500450 Ontario Ltd. with respect to
the acquisition of an aggregate of an additional $550,000 in RELM Notes.
Wireless Age purchased the additional RELM Notes in private transactions with
such parties in exchange for the issuance of an aggregate of 412,500 shares of
Wireless Age common stock in a closing dated as of February 5, 2004.

All of the Notes mature on December 31, 2004. The aggregate of all Notes
acquired by Wireless Age are currently convertible into approximately 1,196,808
common shares of Relm Wireless which would represent a total 11.7% ownership
position in RELM Wireless.

Subsequent to year end on January 21, 2004, the Company borrowed an additional
$400,000 on the same terms from Minichiello. Together with the previous note the
Company owes Ms. Minichiello $2,330,000 all due on June 30, 2004.

RELM Wireless designs, manufactures and markets wireless communications
equipment consisting of land mobile radios and base station components and
systems. The Company considers RELM Wireless a competitor to certain segments of
the Company's business.

Proposed Acquisition of Allcan Distributors

On October 14, 2003, the Company announced that it had signed a Letter of Intent
to acquire Allcan Electronic Distributors of Edmonton, Alberta ("Allcan").
Allcan is a wholesale distributor of wireless communication, data and cellular
support equipment. Allcan has been operating for the past 25 years and focuses
on two core market segments, the supply and servicing of two-way radio and
cellular dealers, and the supply and servicing of wireless data products for the
industrial automation market.

Management believes the acquisition is an integral part of the company's growth
strategy and anticipates that Allcan will add approximately CAD$5 million to
Wireless Age's top line revenue over the coming twelve months. The Company
intends to capitalize on the expanded dealer base that the Allcan business will
provide, as well as the new products and expertise that Allcan will be able to
deliver to the Company's wholesale customer base.

The company has been in expanded discussions on the form and substance of the
acquisition and anticipates that the transaction, subject to all necessary
approvals, will be completed during 2004.

American Stock Exchange Application

In February 2004, the Company compiled and filed a listing application with the
American Stock Exchange. The Company selected the American Stock Exchange,
primarily due to its market quality, trading technology and additional services
available. The American Stock Exchange requires certain quantitative and
qualitative standards to be met for initial listing. Quantitative standards
include minimum levels of shareholders' equity, total market capitalization,
distribution and market value of public float. Qualitative factors include the
nature of a company's business, market for its products, reputation of its
management, historical record and pattern of growth, financial integrity,
demonstrated earnings power, and future outlook.

Thus far the Company has not met the share price requirements for an American
Stock Exchange listing. At the time of preparation of the listing application,
management believed that all qualitative factors had been met, however due to
share price weakness during February and March certain quantitative levels no
longer are met. As of the date of this report, the Company does not expect to
satisfy the Exchange's listing requirements during the foreseeable future.


                                       5
<PAGE>

Item 2. Description of Property.

The executive offices of Wireless Age are located at 13980 Jane Street, King
City, Ontario, Canada, L7B 3A8 (tel. 905-833-0808, fax 905-833-6942). The
executive offices, consisting of approximately 1,500 square feet, are rented on
a month to month basis from King Stables which is solely owned by John G.
Simmonds the Company's Chief Executive Officer. The Board of Directors of the
Company determined that notwithstanding the related party nature of the
transaction that the terms and conditions of the rent are fair and reasonable to
Wireless Age compared to other reasonable office solutions for the company.
Wireless Canada's and Wireless Source's offices are located at 1408 Broad
Street, Regina, Saskatchewan, Canada, S4R 1Y9 (tel. 306-751-7720, fax
306-751-7726). The Wireless Canada and Wireless Source offices, consist of
approximately 4,000 square feet and are leased until November 2005. A.C.
Simmonds & Sons, a division of Wireless Source has a distribution facility at
180 Trower Road, Unit 18, Woodbridge, Ontario, Canada, L4L 8A6. The A.C.
Simmonds & Sons facility occupies approximately 3,000 square feet and is leased
until February 2005. Wireless Canada's retail operations consist of ten retail
stores located in Saskatchewan and Manitoba, Canada. The following is a summary
of the retail, warehouse and office locations:

<TABLE>
<CAPTION>
     Address                                     Square Feet           Leased/Owned     Expiry of Lease
     -------                                     -----------           ------------     ---------------
<S>                                                    <C>             <C>              <C>
     1408B Broad Street, Regina (office)               2,000           Leased           May 2006
     Unit 18, 180 Trowers Rd., Woodbridge,
     Ontario (warehouse)                               2,958           Leased           February 2005

     Retail:
     356 Albert St. N. Regina                            720           Leased           November 2003(1)
     2223 Victoria Ave. East, Regina                     675           Leased           October 2006
     1401 Broad Street, Regina                         3,996           Leased           November 2005
     4131 Rochdale Blvd., Regina                       1,240           Leased           February 2009
     2325 Preston Ave., Saskatoon                        403           Leased           September 2006
     300 Circle Dr., Saskatoon                         2,050           Leased           February 2008
     105-3393 Portage Ave. Winnipeg                    1,545           Leased           November 2008
     Unit 76, Cityplace, Winnipeg                        576           Leased           June 2005
     Unit 247-393 Portage Ave., Winnipeg                 777           Leased           October 2006
     Unit 241, Garden City Kiosk, Winnipeg               108           Leased           March 2004
     Unit 209, Garden City Center, Winnipeg            2,071           Leased           December 2008
</TABLE>

Note 1: The Albert St. location will be replaced with 4131 Rochdale during 2004.

Item 3. Legal Proceedings.

To the knowledge of the Company, there are no material pending legal proceedings
to which the Company is a party or of which any of its property is subject.

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

There were no matters submitted to a vote of the security holders.


                                       6
<PAGE>

                                     PART II

Item 5. Market for Common Equity and Related Stockholder Matters.

The price per share of Company Common Stock is quoted on the NASD's OTC Bulletin
Board under the symbol "WLSA". Prior to October 29, 2002 the Company's stock did
not trade.

The following table sets forth for the periods indicated the high and low close
prices for the Common Shares in U.S. Dollars. These quotations reflect only
inter-dealer prices, without retail mark-up, mark-down or commissions and may
not represent actual transactions.

-------------------------------------------------------
Quarter Ended                    High               Low
-------------------------------------------------------
 March 31, 2002                    --                --
-------------------------------------------------------
 June 30, 2002                     --                --
-------------------------------------------------------
 September 30, 2002                --                --
-------------------------------------------------------
 December 31, 2002              $5.03             $0.02
-------------------------------------------------------
 March 31, 2003                 $5.55             $4.95
-------------------------------------------------------
 June 30, 2003                  $5.60             $0.90
-------------------------------------------------------
 September 30, 2003             $2.25             $0.71
-------------------------------------------------------
 December 31, 2003              $4.95             $1.98
-------------------------------------------------------

On December 31, 2003, the Company had approximately 1,300 shareholders of record

The Company does not expect to pay a cash dividend on its common stock in the
foreseeable future. Payment of dividends in the future will depend on the
Company's earnings and its cash requirements at that time.

Item 6. Management's Discussion and Analysis or Plan of Operation.

            Certain matters discussed in this Annual Report may constitute
forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995 and as such may involve risks and uncertainties.
These forward-looking statements relate to, among other things, expectations of
the business environment in which the Company operates, projections of future
performance, perceived opportunities in the market and statements regarding the
Company's goals. The Company's actual results, performance, or achievements
expressed or implied in such forward-looking statements may differ.

Overview

The Company is in the process of executing an aggressive growth strategy. The
Company has completed three acquisitions, has announced a fourth and has
targeted other acquisition opportunities that will be announced over the next
twelve months.

The completed acquisitions are as follows:

      1.    Prime Wireless Corporation. On March 13, 2003, the Company acquired
            Prime Wireless which is in the business of distributing
            Vertex-Standard two-way radios on a commission rep basis in Canada.
            The Prime Wireless acquisition also included the trade-name Midland
            in the context land mobile radio sales world-wide and a business
            relationship with Vertex-Standard that the Company has plans to
            exploit more fully in the North American marketplace.

      2.    Wireless Source Distribution Ltd. On September 19, 2003, the Company
            acquired Wireless Source which is in the business of distributing
            prepaid cellular cards and other cellular and land mobile radio
            accessories. Wireless Source will serve as the base for further
            acquisitions in the wholesale distribution arena.


                                       7
<PAGE>

      3.    A.C. Simmonds & Sons. Effective July 2, 2003, the Company acquired
            the trade-name and business of A.C. Simmonds & Sons. A.C. Simmonds &
            Sons distributes electronic component primarily in Canada and also
            is an agent of Prime Battery Products (a related party) selling
            battery products to the industrial and consumer marketplace in
            Canada. The A.C. Simmonds & Sons business was operated as a division
            of Wireless Source primarily due to the financing available through
            Wireless Source.

      4.    RELM Wireless Notes. On December 31, 2003, the Company acquired
            $1,700,000 in outstanding principal amount of an 8% Convertible
            Subordinated Promissory Note of RELM Wireless. The note matures on
            December 31, 2004 and is currently convertible into approximately
            904,255 common shares of RELM Wireless which represents
            approximately a 9.1% ownership position in RELM Wireless.

            Subsequent to year end, Wireless Age acquired an additional $550,000
            in RELM Notes. Wireless Age purchased the additional RELM Notes in
            private transactions in exchange for the issuance of an aggregate of
            412,500 shares of Wireless Age common stock. The $2,250,000 in RELM
            Notes the Company owns are convertible into 1,196,808 shares of
            RELM's common stock which would represent an 11.7% ownership
            position in RELM Wireless.

Separate from these acquisitions the Company operates a successful chain of
Wireless Retail stores in Western Canada through its 89% owned subsidiary
Wireless Age Communications Ltd.

Results of Operations

Twelve months ended December 31, 2003 and 2002

The Company recorded a net loss of $137,307 during the twelve month period ended
December 31, 2003 compared to a net loss of $21,055 in the comparative period a
year ago.

The Retail business, which the Company owns an 89% interest in, was acquired in
October 2002 and therefore the Consolidated Statement of Operations for the year
ended December 31, 2003 includes a full year of its financial operating results
but only two months during the year ended December 31, 2002. The Wholesale
businesses were acquired during the current year and therefore do not represent
a full year of operating results. Prime Wireless was acquired on March 13, 2003
and the remaining Wholesale businesses were acquired effective September 19,
2003.

Revenues during the twelve month period ended December 31, 2003 were $9,268,569
compared to $1,731,948 during the twelve month period ended December 31, 2002.
Revenues of the Retail business were $7,604,776 and revenues of the Wholesale
businesses were $1,663,793 during 2003. The Retail revenues are generated from
10 retail stores in Regina, Saskatoon and Winnipeg, Canada.

Revenues of Retail business during the twelve month period ended December 31,
2003 can be broken down into the following subcategories:

Cellular hardware, radios and accessories        $5,197,917
Activation Commissions and Residuals              2,156,747
Equipment Rental                                    250,112
                                                 ----------
Total Revenue                                    $7,604,776

Cellular hardware, radios and accessories sales are transaction based sales in
the Company's retail stores. Activation commissions are earned when a customer
enters one of our retails stores and contracts on a multi year basis with one of
our carriers (SaskTel Mobility in the case of the province of Saskatchewan and
Manitoba Telecom Service in the case of the province of Manitoba). The Company
also receives residual payments from the carriers based on the cell phone usage
of the client. Equipment rental revenue is generated when clients wish to rent
two-way radios rather than purchasing.

Management believes that cell phone usage or acceptance will rise in Western
Canada faster than other regions of Canada due to the historic lower levels of
cell phone penetration in the west.


                                       8
<PAGE>

Revenues of the Wholesale businesses during 2003 were $1,663,793 and represent
the sale of prepaid cellular cards, accessories, batteries (and other ancillary
items) and commissions earned from selling Vertex-Standard two-way radios in
Canada. Prepaid cellular cards and accessories sales totaled $1,098,095, battery
sales and other ancillary products totaled $472,657 and two-way radio
commissions were $93,041. The Company plans to aggressively grow the Wholesale
business of the Company over the next several years, primarily through
acquisitions.

Gross profit during the twelve month period ended December 31, 2003 was
$3,857,497 compared to $656,550 in the comparative period in the prior year.
Gross profit as a percentage of sales was 41.6% in 2003 and 37.9% in 2002. As
the Wholesale businesses become a larger proportion of the overall business, the
Company expects that gross profit as a percentage of revenue will decline.
Wholesale business gross profits are generally less than the Retail business
gross profits. Retail gross profits are higher because they are affected by
residual payments received from carriers that do not have a direct cost of sale.

Total expenses during the twelve month period ended December 31, 2003 were
$3,616,350 compared to $626,546 during the twelve month period ended December
31, 2002. Total expenses of the Company are expected to rise over the next few
years as additional infrastructure is required for a relatively larger company.
The bulk of the incremental costs will be employment costs of additional
employees.

Selling and administrative expenses, during the twelve month period ended
December 31, 2002 represented the operating costs of the Retail business for the
period October 18 to December 31, 2002.

Selling and administrative expenses during the twelve month period ended
December 31, 2003, included:

Management fees                       318,857
Advertising & Promotion               333,176
Bad debts                              60,803
Insurance, licenses and taxes          29,442
Office & general                      142,073
Professional fees                     474,406
Rent                                  317,436
Repairs & maintenance                  21,739
Telephone & Utilities                  86,405
Travel & Auto                         188,453
Wages & Benefits                    1,643,559
                                    ---------
Total                               3,616,350

Comparisons between 2002 and 2003 selling and administrative expenses are
difficult due to 2002 representing operating results for less than a full year
(October 18 to December 31, 2002) compared to a full year for certain segments
(Retail) but not for others (Wholesale).

Wages and benefits increased from $338,708 during the year ended December 31,
2002 to $1,643,559 during the year ended December 31, 2003. Management fees paid
for the executive management services of certain officers of the Company,
including Mr. Simmonds, Mr. Hokkanen and Ms. Weiler, totaled $268,874 during
fiscal 2003.

Professional fees increased substantially in comparison to other costs during
2003, reflecting the significant costs of maintaining a public listing,
negotiating business combinations and disseminating information about the
Company. The Company incurred significant legal fees during the fourth quarter
negotiating the acquisition of the RELM investment and financing thereof and
preparing an application for an American Stock Exchange listing. Management
believes that although the Company will incur legal fees associated with future
acquisitions, many of the fourth quarter legal costs may be regarded as one time
non-recurring costs. In addition, many of the fourth quarter costs associated
with investor relations consulting services were non-cash.

Amortization expense during the twelve month period ended December 31, 2003 was
$249,223 compared to $69,174 during the comparative period in the prior year.
Amortization expense represents the continued amortization of the Company's


                                       9
<PAGE>

capital and other assets acquired in acquisitions ($186,487) and the
amortization of fair market value of the residual premiums acquired in the
Wireless Canada acquisition ($62,736) which the Company is amortizing over five
years.

Interest expense totaled $100,294 during the twelve month period ended December
31, 2003 and $25,596 during the twelve month period ended December 31, 2002.
Interest expense is recorded by the Company on bank indebtedness, term loans and
notes payable. The Company loaned $1,930,000 on December 31, 2003 to acquire an
asset which will increase the prospective level of interest costs during the
first half of fiscal 2004.

Other expenses totaled $44,978 during the twelve month period ended December 31,
2003 and compared to other income of $62,000 in the comparative period in the
prior year. The current period's other expenses consisted of foreign exchange
losses of $84,951 arising from translating Canadian Dollar denominated
liabilities translated into US Dollars during a period when the Canadian Dollar
has weakened vis-a-vis the US Dollar and management fees earned from related
parties totaling $39,973.

The Company also recorded a $16,041 reduction of loss representing the
non-controlling interest in Wireless Canada. The Company holds an 89% ownership
position in Wireless Canada.

Basic and diluted loss per share for the twelve month period ended December 31,
2003 was $0.01. Basic net loss per share was also $0.00 during the twelve month
period ended December 31, 2002.

Critical Accounting Policies and Estimates

      The discussion and analysis of results of operations and financial
condition are based upon the consolidated financial statements, which have been
prepared in accordance with accounting principles generally accepted in the
United States of America (GAAP). The preparation of these consolidated financial
statements requires management to make estimates and judgments that affect the
reported amounts of assets, liabilities, revenues and expenses, and related
disclosure of contingent assets and liabilities. Management evaluates the
estimates on an on-going basis, including those related to bad debts,
inventories, investments, customer accounts, intangible assets, income taxes,
and contingencies and litigation. Management bases its estimates on historical
experience and on various other assumptions that they believe to be reasonable
under the circumstances, the results of which form the basis for making
judgments about the carrying values of assets and liabilities that are not
readily apparent from other sources. Actual results may differ from these
estimates under different assumptions or conditions. Note 2 of the "Notes to
Consolidated Financial Statements" includes a summary of the significant
accounting policies and methods used in the preparation of the consolidated
financial statements. The following is a brief description of the more
significant accounting policies and methods the Company uses.

Acquisitions and Business Combinations

The Company accounts for acquisitions and business combinations under the
purchase method of accounting. The Company includes the results of operations of
the acquired business from the acquisition date. Net assets of the companies
acquired are recorded at their fair value at the acquisition date. The excess of
the purchase price over the fair value of net assets acquired are included in
intangible assets in the accompanying consolidated balance sheets.

Intangibles, Goodwill and Other Assets

The Company regularly reviews all of its long-lived assets, including goodwill
and other intangible assets, for impairment whenever events or changes in
circumstances indicate that the carrying value may not be recoverable. Factors
the Company considers important that could trigger an impairment review include,
but are not limited to, significant underperformance relative to historical or
projected future operating results, significant changes in the manner of use of
the acquired assets or the strategy for the Company's overall business, and
significant negative industry or economic trends. When management determines
that an impairment review is necessary based upon the existence of one or more
of the above indicators of impairment, the Company measures any impairment based
on a projected discounted cash flow method using a discount rate commensurate
with the risk inherent in our current business model. Significant judgment is
required in the development of projected cash flows for these purposes including
assumptions regarding the appropriate level of aggregation of cash flows, their
term and discount rate as well as the underlying forecasts of expected future
revenue and expense. To the extent that events or circumstances cause
assumptions to change, charges may be required which could be material.


                                       10
<PAGE>

Residual premiums are amounts paid for future residual revenue of retail
cellular and telecommunications subscriber business recorded at cost less
accumulated amortization. Amortization is provided for on a straight-line basis
over five years. Agency fees are amortized over the term of the related
agreement (ten years) on a straight line basis.

Effective January 1, 2002, the Company adopted SFAS No 142, "Goodwill and Other
Intangible Assets". SFAS No. 142 no longer permits the amortization of goodwill
and indefinite-lived intangible assets. Instead, these assets must be reviewed
annually (or more frequently under prescribed conditions) for impairment in
accordance with this statement. If the carrying amount of the reporting unit's
goodwill or indefinite-lived intangible assets exceeds the implied fair value,
an impairment loss is recognized for an amount equal to that excess. Intangible
assets that do not have indefinite lives are amortized over their useful lives.
The adoption of SFAS No. 142 did not impact the results of operations or
financial position because the Company had no goodwill or indefinite-lived
intangible assets at December 31, 2002 and 2001.

Fair Value of Financial Instruments

The carrying value of receivables, bank indebtedness, accounts payable and
accrued liabilities income taxes payable and customer deposits approximates fair
value because of the short maturity of these instruments. The carrying value of
long-term debt, obligations under capital lease and due to and from related
parties also approximates fair value. Unless otherwise noted, it is management's
opinion that the Company is not exposed to significant interest, currency or
credit risk arising from these financial instruments.

Investments

Investments are recorded as available for sale marketable securities or held to
maturity investments.

Available for sale marketable securities are recorded at fair value and
unrealized gains and losses, net of tax are recorded separately in stockholders'
equity. Realized gains or losses and other than temporary declines in value are
reported in other income or expense as incurred.

Held to maturity investments are recorded at amortized cost.

Financial Condition

Total assets of the Company increased from $2,006,992 at December 31, 2002 to
$10,051,586 at December 31, 2003. The increase in total assets during the year
ended December 31, 2003 is primarily the result of the Company's acquisition
made during the year. The Company acquired Prime Wireless effective March 13,
2003 and Wireless Source (including the A.C. Simmonds assets) effective
September 19, 2003.

Current assets increased from $1,142,578 at the beginning of the year to
$5,039,424 at the end of fiscal 2003. Current assets at December 31, 2002
consisted of accounts receivable of $684,584, inventories of $447,686 and
prepaid expenses of $10,308. All of these assets relate to the Retail business
of the Company. Current assets at December 31, 2003 consisted of $1,898,101 on
investments (primarily representing a $1,700,000 subordinated convertible
promissory note of RELM Wireless), accounts receivable of $1,476,544,
inventories of $1,385,069 and prepaid expenses of $279,710. Current assets at
December 31, 2003 included the current assets of Prime Wireless, Wireless Source
and A.C. Simmonds division which were acquired or started during fiscal 2003.
The Company has included $160,000 of financing fees and commissions associated
with a $1,930,000 promissory note issued on December 31, 2003 and is amortizing
these costs over the life of the loan.

During fiscal year 2003, the Company invested $1,870,000 in securities of RELM
Wireless. RELM Wireless is a publicly listed entity on the NASD
Over-the-Counter-Bulletin-Board market trading under the symbol "RELM". The
investment was in an 8% subordinated convertible promissory note which becomes
due and payable on December 31, 2004. The promissory note was purchased for
$1,870,000 in cash. The promissory note is currently convertible into 904,255
common shares of RELM Wireless, which represents a 9.1% ownership position in
RELM Wireless. The Company financed the acquisition of this promissory note by
way of a $1,930,000 six month loan from a shareholder of the Company. The RELM
promissory note is pledged as secured to the loan. Subsequent to the end of the
year the Company acquired an additional $550,000 in RELM promissory notes from
other private investors.


                                       11
<PAGE>

Capital assets, net of accumulated depreciation increased from $318,464 at
December 31, 2002 to $413,421 at December 31, 2003. The increase is the result
of the business acquisition and additional two-way radios purchased for a rental
pool.

Effective October 18, 2002, the Company acquired 89% Wireless Canada and at
December 31, 2003 valued intangible assets acquired in the transaction, at a
total of $409,344 on the balance sheet. Residual premiums which represent future
residual revenue of retail cellular and telecommunications subscriber business,
totaled $248,142. The Company valued another intangible asset associated with an
acquisition of a Manitoba store at $161,202. In addition, intangible assets
totaling $4,189,397 acquired during the current year were carried on the balance
sheet at December 31, 2003. These intangible assets represent $284,500 of
various agreements and customer lists associated with the Prime Wireless
acquisition, $288,300 of customer lists and other intellectual property rights
associated with the A.C. Simmonds acquisition and $761,000 of customer lists and
supplier relationships with the Wireless Source acquisition. Collectively from
the acquisitions during fiscal 2003 the Company recorded $2,855,597 as goodwill
not directly associated with any particular intangible asset.

Total liabilities of the Company increased from $1,797,643 at December 31, 2002
to $5,402,987 at December 31, 2003. The increase is the result of the business
acquisitions made during fiscal 2003.

Current liabilities increased from $1,317,116 at the beginning of the year to
$5,104,566 at the end of the year. Current portion of long term debt increased
from $333,038 at December 31, 2002 to $2,286,862 at December 31, 2003. Included
in the balance at December 31, 2003 was a $1,930,000 promissory note of the
Company issued in connection with the acquisition of a RELM subordinated
convertible promissory note of RELM Wireless. The other significant year over
increase in current liabilities was accounts payable and accrued liabilities
which increased from $587,336 to $2,678,123. Due to related parties decreased
during the year from $130,239 to $73,723.

Non-controlling interest decreased from $63,368 at December 31, 2002 to $47,327
at December 31, 2003 as a result of the minority shareholders proportionate
share of the Wireless Canada loss was recorded.

The stockholders' equity increased from $209,349 at December 31, 2002 to
$4,648,608 at December 31, 2003. The increase of $4,439,259 is attributable to a
net increase in common stock, additional paid-in capital and other comprehensive
income partially offset by the loss for the year. Common stock and additional
paid-in capital increased by $4,473,812 and represented:

            1.    4,000,000 common shares and 1,000,000 preferred shares of a
                  wholly owned subsidiary which are exchangeable into 1,000,000
                  common shares of the Company valued collectively at $4,090,000
                  were issued in three acquisitions,

            2.    150,000 shares and warrants issued in a private placement for
                  net proceeds of $225,000,

            3.    120,000 common shares issued in connection with consulting
                  services provided valued at $151,200, and

            4.    Warrants to purchase 100,000 common shares at $2.00 per share,
                  vesting over nine months valued at $7,612 were issued for
                  consulting services provided.

In addition the Company recorded as adjustment to other comprehensive income a
foreign exchange translation gain of $78,510 and an unrealized marketable
securities gain of $24,244.

      The Company's deficit increased from $70,229 at December 31, 2002 to
$207,536 at December 31, 2003 as a result of the $137,307 loss for the year.

Liquidity and Capital Resources

Based on the indirect method of reporting operating cash flows the Company makes
the following comments on any material changes:

Accounts receivable - The $0.8 million decrease in accounts receivable can be
attributed to more efficient business operations, increased collection efforts
and better credit terms.


                                       12
<PAGE>

Inventory - The $0.9 million decrease in inventory levels can be attributed to
more efficient business operations, increased focus on inventory turnover and
closer review for obsolescence.

Accounts payable and accrued liabilities - The $2.1 million increase in accounts
payable can be attributed to an increase in the business operations of the
retail division, the acquisition of Wireless Source Distribution Ltd. and better
credit terms with suppliers.

Additions to capital assets - The $0.3 million increase spending can be
attributed to an increase in the business operations of the retail division and
the acquisition of Wireless Source Distribution Ltd.

Purchase of marketable securities - The $1.87 million increase can be directly
attributed to the purchase of the 8% convertible promissory note of RELM
Wireless Corporation as described in Held to Maturity Investment section of Note
4 in the Notes to the Financial Statements.

Increase in long-term debt - The $1.8 million increase in long-term debt can be
mostly attributed to the acquisition of a $1.93 million secured promissory note
payable net of normal principal repayments made on other outstanding loans.

In addition to the cash flow fluctuations described above it should be noted
that the company has limited access to the capital markets as it is listed only
on the over-the-counter bulletin board market.

The Company made three acquisitions during the year ended December 31, 2003 and
began to generate strong operating cashflow. Overall the Company generated
sufficient earnings to offset its cash operating expenses but still ended the
year in an overall net loss position. The Company's interest coverage ratio was
approximately 2.8 times in 2003 an improvement from 1.2 in 2002. The Company's
working capital deficit decreased from $174,538 at December 31, 2002 to $65,142
at December 31, 2003 the working capital ratio improved from .87 to .94.

Included in current liabilities at December 31, 2003 was $73,723 due to related
parties that has no particular payment terms and can be extended by mutual
consent of parties friendly to the Company.

Included in current assets is the Company's investment in a $1,700,000
convertible promissory note of RELM Wireless which is convertible into 904,255
common shares of RELM Wireless. The market value of the RELM shares are
approximately $2.3 million based on RELM share trading values at the end of
February 2004. Although the Company does not intend to realize on this
investment the Company will likely be able to repay more than the amount of the
loan obtained to make the investment. The Company loaned $1,930,000 from a
shareholder on December 31, 2003 to make this investment. Under the terms of the
loan the Company pays interest at 8% and the loan is due on June 30, 2004.
Management's plan for repayment is to complete an equity private placement prior
to June in order to repay the loan.

The Company's ability to ability to raise funds by issuing equity has since 2003
been severely diminished due to the depressed valuation of the Company' stock.
Management believes that the Company still possesses the ability to issue common
equity in private placements in order to provide additional liquidity. During
the year ended December 31, 2003, the Company completed one private placement of
150,000 common shares and 150,000 warrants for net proceeds of $225,000. This
private placement was done with three of the Company's four directors. The three
directors were John G. Simmonds, Brian Usher-Jones and Ken Adelberg. Management
also is confident that many of the future acquisitions will be completed
utilizing primarily the Company's common stock. The Company is also trying to
restructure its working capital financing into one combined facility
administered closer to Company's executive offices in Toronto. Lastly,
management is in discussions with investment bankers in order to develop a
longer term relationship for purposes of future offerings of debt and equity.

      The Company does not have any material sources of liquidity of off balance
sheet arrangements or transactions with unconsolidated entities.

      Contractual obligation and commitments

      The Company has a variety of contractual debt obligations and other
commercial commitments that represent prospective cash requirements in addition
to any capital expenditure programs. The following is a summarized table of
contractual obligations. See additional details in Notes 9 and 13 to the
Consolidated Financial Statements.


                                       13
<PAGE>

<TABLE>
<CAPTION>
                                             Total     Short-term    1-3 Years    4-5 Years
<S>                                        <C>          <C>            <C>               <C>
      Notes payable (principal portion)    2,537,947    2,286,862      251,085           --
      Note payable (interest portion)        191,388      154,400       36,988           --
                                           ---------    ---------    ---------    ---------
                                           2,729,335    2,441,262      288,072           --
      Premise lease                          729,202      236,863      492,339           --
                                           ---------    ---------    ---------    ---------
      Total cash obligations               3,458,537    2,678,125      780,412           --
                                           =========    =========    =========    =========
</TABLE>

In addition the Company is contractually obligated as follows:

            1.    The Company's obligation to issue up to an additional
                  1,000,000 common shares to the holder of preferred shares of a
                  wholly owned subsidiary in connection with an acquisition,

            2.    The Company's obligation to pay the royalties on battery sales
                  to Prime Battery Products Ltd.

            3.    The Company's obligation to pay $35,000 monthly management
                  fees to a related party until April 30, 2004 for executive
                  services, and

            4.    The Company's obligation to issue up to 250,000 shares of its
                  common stock under warrants exercisable at $2.00 per share.

Controls and Procedures

            The Company maintains a system of disclosure controls and procedures
that is designed to provide reasonable assurance that information, which is
required to be disclosed, is accumulated and communicated to management in a
timely manner. Management has reviewed this system of disclosure controls and
procedures, and believes that the system is operating in an effective way to
ensure appropriate and timely disclosure.

            There were no significant changes in the Company's internal controls
or in other factors that could significantly affect these controls subsequent to
the date of their evaluation, including any corrective actions with regard to
significant deficiencies and material weaknesses.


                                       14
<PAGE>

Item 7.  Financial Statements

                        WIRELESS AGE COMMUNICATIONS, INC.

                        (formerly Lennoc Ventures, Inc.)

                  REPORT AND CONSOLIDATED FINANCIAL STATEMENTS

                           December 31, 2003 and 2002

                             (Stated in US Dollars)


                                      F-1
<PAGE>

                          INDEPENDENT AUDITORS' REPORT

To the Stockholders,
Wireless Age Communications, Inc.
(formerly Lennoc Ventures, Inc.)

We have audited the accompanying consolidated balance sheet of Wireless Age
Communications, Inc. (formerly Lennoc Ventures, Inc.) and subsidiaries as of
December 31, 2003 and the related consolidated statements of operations, cash
flow and stockholders' deficiency for the year then ended. These financial
statements are the responsibility of the Company's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.

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

In our opinion, these consolidated financial statements referred to above
present fairly, in all material respects, the financial position of Wireless Age
Communications, Inc. (formerly Lennoc Ventures, Inc.) and subsidiaries as of
December 31, 2003 and the results of their operations and their cash flows for
the year then ended in conformity with generally accepted accounting principles
in the United States of America.


Toronto, Canada                                         "MINTZ & PARTNERS LLP"
March 26, 2004


                                      F-2
<PAGE>

                       [LETTERHEAD OF TERRY AMISANO LTD.]

                          INDEPENDENT AUDITORS' REPORT

To the Stockholders,
Wireless Age Communications, Inc.
(formerly Lennoc Ventures, Inc.)

We have audited the accompanying consolidated balance sheet of Wireless Age
Communications, Inc. (formerly Lennoc Ventures, Inc.) and subsidiaries as of
December 31, 2002 and the related consolidated statements of operations, cash
flow and stockholders' deficiency for the years then ended. These financial
statements are the responsibility of the Company's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.

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

In our opinion, these consolidated financial statements referred to above
present fairly, in all material respects, the financial position of Wireless Age
Communications, Inc. (formerly Lennoc Ventures, Inc.) and subsidiaries as of
December 31, 2002 and the results of their operations and their cash flow for
the year then ended in conformity with generally accepted accounting principles
in the United States of America.


Vancouver, Canada                                      "AMISANO HANSON"
March 18, 2003                                         Chartered Accountants


                                      F-3
<PAGE>

                        WIRELESS AGE COMMUNICATIONS, INC.
                        (formerly Lennoc Ventures, Inc.)
                           CONSOLIDATED BALANCE SHEETS
                           December 31, 2003 and 2002
                             (Stated in US Dollars)

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

<TABLE>
<CAPTION>
                                       ASSETS                             2003                2002
                                                                          ----                ----
<S>                                                                  <C>                <C>
Current
   Receivables - Note 3                                              $  1,476,544       $    684,584
   Inventory                                                            1,385,069            447,686
   Investments - Note 4                                                 1,898,101                 --
   Prepaid expenses                                                       279,710             10,308
                                                                     ------------       ------------
                                                                        5,039,424          1,142,578

Due from related parties - Note 11                                             --             54,161
Capital assets - Note 5                                                   413,421            318,464
Intangible assets - Note 6                                              1,743,144            491,789
Goodwill - Note 6                                                       2,855,597                 --
                                                                     ------------       ------------
                                                                     $ 10,051,586       $  2,006,992
                                                                     ============       ============

                                   LIABILITIES
Current
   Bank indebtedness - Note 7                                        $     64,306       $    202,990
   Accounts payable and accrued liabilities - Notes 8                   2,670,817            587,336
   Income taxes payable                                                        --             38,175
   Customer deposits                                                        8,858              8,302
   Due to related parties - Note 11                                        73,723            130,239
   Current portion of long-term debt - Note 9                           2,286,862            333,038
   Current portion of obligations under capital lease - Note 10                --             17,036
                                                                     ------------       ------------
                                                                        5,104,566          1,317,116
Long-term debt - Note 9                                                   251,085            417,159
Non-controlling interest                                                   47,327             63,368
                                                                     ------------       ------------
                                                                        5,402,978          1,797,643
                                                                     ------------       ------------

                              STOCKHOLDERS' EQUITY
Preferred stock, $0.001 par value
   10,000,000 shares authorized, none outstanding                              --                 --
Common stock, $0.001 par value - Note 12
   100,000,000 shares authorized
   19,574,104 shares outstanding (2002: 15,304,105)                        19,574             15,304
Additional paid-in capital                                              4,741,850            272,308
Accumulated deficit                                                      (207,536)           (70,229)
Other comprehensive income                                                 94,720             (8,034)
                                                                     ------------       ------------
                                                                        4,648,608            209,349
                                                                     ------------       ------------
                                                                     $ 10,051,586       $  2,006,992
                                                                     ============       ============
</TABLE>

                             SEE ACCOMPANYING NOTES


                                      F-4
<PAGE>

                        WIRELESS AGE COMMUNICATIONS, INC.
                        (formerly Lennoc Ventures, Inc.)
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                 for the years ended December 31, 2003 and 2002
                             (Stated in US Dollars)

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

<TABLE>
<CAPTION>
                                                                2003              2002
                                                                ----              ----
<S>                                                        <C>                <C>
Sales:
   Products                                                $  7,111,822       $  1,267,573
   Activation commissions and residuals payments              2,156,747            464,375
                                                           ------------       ------------
                                                              9,268,569          1,731,948

Cost of goods sold - products                                 5,411,072          1,075,398
                                                           ------------       ------------
Gross profit                                                  3,857,497            656,550

Selling and administrative expenses                           3,616,350            626,546
Amortization                                                    249,223             69,174
Interest expense                                                100,294             25,596
                                                           ------------       ------------
Loss from operations                                           (108,370)           (64,766)
                                                           ------------       ------------
Other expenses (income)
   Foreign exchange losses (gains)                               84,951             (9,621)
   Loss on settlement of claim                                       --             13,432
   Gain on disposition of capital assets                             --            (34,460)
   Management fees                                              (39,973)           (25,477)
   Miscellaneous income                                              --             (5,874)
                                                           ------------       ------------
                                                                 44,978            (62,000)
                                                           ------------       ------------
Loss before income taxes and non-controlling interest          (153,348)            (2,766)

Income taxes - future                                                --             20,480
                                                           ------------       ------------
Loss before non-controlling interest                           (153,348)           (23,246)

Non-controlling interest                                         16,041              2,191
                                                           ------------       ------------
Loss for the year                                          $   (137,307)      $    (21,055)
                                                           ============       ============
Loss per share                                             $      (0.01)      $      (0.00)
                                                           ============       ============
Weighted average number of common shares outstanding         17,537,022         10,291,175
                                                           ============       ============
</TABLE>

                             SEE ACCOMPANYING NOTES


                                      F-5
<PAGE>

                        WIRELESS AGE COMMUNICATIONS, INC.
                        (formerly Lennoc Ventures, Inc.)
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                 for the years ended December 31, 2003 and 2002
                             (Stated in US Dollars)

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

<TABLE>
<CAPTION>
                                                                            2003             2002
                                                                            ----             ----
<S>                                                                    <C>               <C>
Operating Activities
   Net loss for the year                                               $  (137,307)      $   (21,055)
   Items not involving cash:
     Amortization                                                          249,223            69,174
     Gain on disposition of assets                                              --           (34,460)
     Foreign exchange loss                                                  84,951                --
     Warrants issued for consulting services provided                        7,612                --
     Common stock issued for consulting services provided                   88,200                --
     Future income taxes                                                        --            20,480
     Non-controlling interest                                              (16,041)           (2,191)
   Changes in operating assets and liabilities:
     Accounts receivable                                                  (791,960)         (183,198)
     Inventory                                                            (937,383)           76,421
     Prepaid expenses                                                     (269,402)            5,801
     Accounts payable and accrued liabilities                            2,090,787            23,700
     Income taxes payable                                                  (45,481)          (55,082)
     Customer deposits                                                         556            (2,100)
                                                                       -----------       -----------
Cash used in operating activities                                          323,755          (102,510)
                                                                       -----------       -----------
Investing Activities
   Additions to capital and other assets                                  (342,502)           (3,789)
   Proceeds on disposal of capital assets                                       --            45,342
   Bank indebtedness assumed on business combination                            --          (187,046)
   Purchase of marketable securities                                    (1,870,000)               --
                                                                       -----------       -----------
Cash provided by (used in) investing activities                         (2,212,502)         (145,493)
                                                                       -----------       -----------
Financing Activities
   Bank indebtedness                                                      (138,684)          202,990
   Increase in long-term debt and obligations under capital lease        1,804,786             5,349
   Increase in due to related parties                                       (2,355)           10,936
   Issuance of share capital                                               225,000            73,250
                                                                       -----------       -----------
Cash provided by financing activities                                    1,888,747           292,525
                                                                       -----------       -----------

Foreign exchange adjustment                                                     --           (44,522)
                                                                       -----------       -----------

Decrease in cash during the year                                                --                --

Cash, beginning of the year                                                     --                --
                                                                       -----------       -----------

Cash, end of the year                                                  $        --       $        --
                                                                       ===========       ===========
</TABLE>

                             SEE ACCOMPANYING NOTES


                                      F-6
<PAGE>

The Company paid cash interest of $101,102 and $25,596 during fiscal years 2003
and 2002, respectively. Cash paid cash income taxes of nil and $37,290 during
fiscal years 2003 and 2002, respectively.

Non-cash activities:

During 2003:

The Company issued 120,000 shares of its common stock for consulting services
provided valued at $151,200. The term of the consulting agreement is six months
and the Company has amortized $88,200 of the cost up to and including December
31, 2003.

The Company issued 1,500,000 shares of its common stock for an operating
subsidiary having net assets at fair value of $390,000.

The Company issued 1,500,000 shares of its common stock for business assets at
fair value of $960,000.

The Company issued 1,000,000 shares of its common stock and preferred shares of
a subsidiary that are exchangeable into 1,000,000 shares of its common stock for
an operating subsidiary having net assets at fair value of $2,740,000.

The Company issued warrants to purchase 100,000 common shares at $2.00 per share
as partial consideration for consulting services provided. The services provided
prior to December 31, 2003 were valued at $88,200.

During 2002:

The Company issued 2,979,105 shares of its common stock and assumed $500,867 in
notes payable for an operating subsidiary having net assets at fair value of
$690,234.

                             SEE ACCOMPANYING NOTES


                                      F-7
<PAGE>

                        WIRELESS AGE COMMUNICATIONS, INC.
                        (formerly Lennoc Ventures, Inc.)
           CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIENCY)
                 for the years ended December 31, 2003 and 2002
                             (Stated in US Dollars)

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

<TABLE>
<CAPTION>
                                                        Common Shares       Additional
                                                   ----------------------     Paid-in     Comprehensive
                                                   Number       Par Value     Capital        Income         Deficit         Total
                                                   ------       ---------     -------        ------         -------         -----
<S>                                              <C>           <C>          <C>            <C>            <C>            <C>
Balance, December 31, 2001                        5,000,000    $    5,000   $   20,000             --     $  (49,174)    $  (24,174)
Capital stock issued pursuant to an initial
 public offering - at $0.01                       7,325,000         7,325       65,925             --             --         73,250
Capital stock issued to acquire subsidiary        2,979,105         2,979      186,383             --             --        189,362
Foreign currency translation adjustment                  --            --           --         (8,034)            --         (8,034)
Net loss for the year                                    --            --           --             --        (21,055)       (21,055)
                                                 ----------    ----------   ----------     ----------     ----------     ----------
Balance, December 31, 2002                       15,304,105    $   15,304   $  272,308     $   (8,034)    $  (70,229)    $  209,349
                                                 ----------    ----------   ----------     ----------     ----------     ----------

Capital stock issued to acquire subsidiary        1,500,000         1,500      388,500             --             --        390,000
Capital stock issued to acquire trade-name        1,500,000         1,500      958,500             --             --        960,000
Capital stock issued to acquire subsidiary        1,000,000         1,000    2,739,000             --             --      2,740,000
Capital stock issued for consulting
 services provided                                  120,000           120      151,080             --             --        151,200
Capital stock and warrants issued in private
 placement                                          150,000           150      224,850             --             --        225,000
Warrants to purchase capital stock issued for
 consulting services provided                            --            --        7,612             --             --          7,612
Adjustment arising from unrealized marketable
 securities gain                                         --            --           --         24,244             --         24,244
Foreign currency translation adjustment                  --            --           --         78,510             --         78,510
Net loss for the year                                    --            --           --             --       (137,307)      (137,307)
                                                 ----------    ----------   ----------     ----------     ----------     ----------
Balance, December 31, 2003                       19,574,104    $   19,574   $4,741,850     $   94,720     $ (207,536)    $4,648,608
                                                 ==========    ==========   ==========     ==========     ==========     ==========
</TABLE>

                             SEE ACCOMPANYING NOTES


                                      F-8
<PAGE>

                        WIRELESS AGE COMMUNICATIONS, INC.
                        (formerly Lennoc Ventures, Inc.)
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2003 and 2002
                             (Stated in US Dollars)

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

Note 1      Nature of Operations

            The Company, through its 89% owned subsidiary, Wireless Age
            Communications Ltd. ("Wireless Canada") is in the business of
            operating retail cellular and telecommunications outlets in cities
            in western Canada, and through its wholly owned subsidiaries
            Wireless Source Distribution Ltd. ("Wireless Source") and Prime
            Wireless Corporation ("Prime Wireless") is in the business of
            distributing prepaid phone cards, wireless accessories and various
            battery and ancillary electronics products in Canada. Wireless
            Canada was acquired on October 8, 2002, Prime Wireless was acquired
            on March 13, 2003 and Wireless Source was acquired on September 19,
            2003. Prior to the acquisition of Wireless Canada, the Company was
            characterized as a pre-exploration stage company and had an option
            to purchase a mining lease in the State of Utah, United States of
            America. This option agreement was in default and the Company
            terminated the lease. Consequently, the Company is no longer in the
            mineral and exploration business.

            The Company was incorporated in the State of Nevada on November 17,
            2000 as Lennoc Ventures, Inc. On October 20, 2002, the Company
            changed its name to Wireless Age Communications, Inc.

Note 2      Summary of Significant Accounting Policies

            The consolidated financial statements have been prepared in
            accordance with generally accepted accounting principles in the
            United States of America.

            The consolidated financial statements have, in management's opinion
            been properly prepared within reasonable limits of materiality and
            within the framework of the significant accounting policies
            summarized below:

            Use of Estimates

            The preparation of consolidated financial statements in conformity
            with generally accepted accounting principles requires management to
            make estimates and assumptions that effect the reported amounts of
            assets and liabilities and disclosures of contingent assets and
            liabilities at the date of the financial statements and the reported
            amounts of revenue and expenses during the period. Actual results
            will differ from these amounts.

            Consolidated Financial Statements

            The consolidated financial statements include the accounts of the
            Company, its wholly-owned inactive subsidiaries DB Sim Holdings Ltd.
            ("DB Sim") and 1588102 Ontario Inc. ("1588102 Ontario"), its wholly
            owned operating subsidiaries Wireless Source and Prime Wireless and
            its 89% owned subsidiary, Wireless Canada. DB Sim, Wireless Canada
            and Wireless Source are incorporated under the laws of the province
            of Saskatchewan, Canada and Prime Wireless and 1588102 Ontario are
            incorporated under the laws of the province of Ontario, Canada. All
            inter-company transactions have been eliminated.


                                      F-9
<PAGE>

Wireless Age Communications, Inc.
(formerly Lennoc Ventures, Inc.)
Notes to the Consolidated Financial Statements
December 31, 2003 and 2002
(Stated in US Dollars) - Page 10

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

            Inventory

            Telecommunications equipment and accessories inventory is recorded
            at the lower of cost and net realizable value with cost being
            determined by the first-in, first-out method.

            Allowance for Doubtful Accounts

            The Company records an allowance for doubtful accounts based on
            specifically identified amounts that management believes to be
            uncollectible. The criteria for allowance provision are determined
            based on historical experience and the Company's assessment of the
            general financial conditions affecting its customer base. If the
            Company's actual collections experience changes, revisions to the
            allowance may be required.

            Capital Assets

            Capital assets are recorded at cost less accumulated amortization.
            Amortization is provided over estimated useful life of the assets
            using the following annual rates:

                 Computer software                   2 years straight-line
                 Equipment under capital lease       10 years straight-line
                 Leasehold improvements              5 years straight-line
                 Office equipment                    10 years straight-line
                 Rental equipment                    30% declining balance
                 Shop tools                          10 years straight-line

            Capital assets are reviewed for impairment in accordance with
            Statement of Financial Accounting Standards ("SFAS") No. 144,
            "Accounting for the Impairment or Disposal of Long-lived Assets",
            which was adopted effective January 1, 2002. Under SFAS No. 144,
            these assets are tested for recoverability whenever events or
            changes in circumstances indicate that their carrying amounts may
            not be recoverable. An impairment charge is recognized for the
            amount, if any, which the carrying value of the asset exceeds the
            fair value.

            Investments

            Investments are recorded as available for sale marketable securities
            or held to maturity investments.

            Available for sale marketable securities are recorded at fair value
            and unrealized gains and losses, net of tax are recorded separately
            in stockholders' equity. Realized gains or losses and other than
            temporary declines in value are reported in other income or expense
            as incurred.

            Held to maturity investments are recorded at amortized cost.

            Acquisitions and Business Combinations

            The Company accounts for acquisitions and business combinations
            under the purchase method of accounting. The Company includes the
            results of operations of the acquired business from the acquisition
            date. Net assets of the companies acquired are recorded at their
            fair value at the


                                      F-10
<PAGE>

Wireless Age Communications, Inc.
(formerly Lennoc Ventures, Inc.)
Notes to the Consolidated Financial Statements
December 31, 2003 and 2002
(Stated in US Dollars) - Page 11

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

            acquisition date. The excess of the purchase price over the fair
            value of net assets acquired are included in intangible assets in
            the accompanying consolidated balance sheets.

            Intangibles, Goodwill and Other Assets

            The Company regularly reviews all of its long-lived assets,
            including goodwill and other intangible assets, for impairment
            whenever events or changes in circumstances indicate that the
            carrying value may not be recoverable. Factors the Company considers
            important that could trigger an impairment review include, but are
            not limited to, significant underperformance relative to historical
            or projected future operating results, significant changes in the
            manner of use of the acquired assets or the strategy for the
            Company's overall business, and significant negative industry or
            economic trends. When management determines that an impairment
            review is necessary based upon the existence of one or more of the
            above indicators of impairment, the Company measures any impairment
            based on a projected discounted cash flow method using a discount
            rate commensurate with the risk inherent in our current business
            model. Significant judgement is required in the development of
            projected cash flows for these purposes including assumptions
            regarding the appropriate level of aggregation of cash flows, their
            term and discount rate as well as the underlying forecasts of
            expected future revenue and expense. To the extent that events or
            circumstances cause assumptions to change, charges may be required
            which could be material.

            Residual premiums are amounts paid for future residual revenue of
            retail cellular and telecommunications subscriber business recorded
            at cost less accumulated amortization. Amortization is provided for
            on a straight-line basis over five years. Agency fees are amortized
            over the term of the related agreement (ten years) on a straight
            line basis.

            Effective January 1, 2002, the Company adopted SFAS No 142,
            "Goodwill and Other Intangible Assets". SFAS No. 142 no longer
            permits the amortization of goodwill and indefinite-lived intangible
            assets. Instead, these assets must be reviewed annually (or more
            frequently under prescribed conditions) for impairment in accordance
            with this statement. If the carrying amount of the reporting unit's
            goodwill or indefinite-lived intangible assets exceeds the implied
            fair value, an impairment loss is recognized for an amount equal to
            that excess. Intangible assets that do not have indefinite lives are
            amortized over their useful lives. The adoption of SFAS No. 142 did
            not impact the results of operations or financial position because
            the Company had no goodwill or indefinite-lived intangible assets at
            December 31, 2002 and 2001.

            Fair Value of Financial Instruments

            The carrying value of receivables, bank indebtedness, accounts
            payable and accrued liabilities income taxes payable and customer
            deposits approximates fair value because of the short maturity of
            these instruments. The carrying value of long-term debt, obligations
            under capital lease and due to and from related parties also
            approximates fair value. Unless otherwise noted, it is management's
            opinion that the Company is not exposed to significant interest,
            currency or credit risk arising from these financial instruments.


                                      F-11
<PAGE>

Wireless Age Communications, Inc.
(formerly Lennoc Ventures, Inc.)
Notes to the Consolidated Financial Statements
December 31, 2003 and 2002
(Stated in US Dollars) - Page 12

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

            Income Taxes

            The Company follows Statement of Financial Accounting Standards No.
            109, "Accounting for Income Taxes"("FAS 109") which requires the use
            of the asset and liability method of accounting of income taxes.
            Under the assets and liability method of FAS 109, deferred tax
            assets and liabilities are recognized for the future tax
            consequences attributable to temporary differences between the
            financial statements carrying amounts of existing assets and
            liabilities and loss carryforwards and their respective tax bases.
            Deferred tax assets and liabilities are measured using enacted tax
            rates expected to apply to taxable income in the year in which those
            temporary differences are expected to be recovered or settled.

            Basic and Diluted Earnings (Loss) Per Share

            The Company reports loss per share in accordance with Statement of
            Financial Accounting Standards No. 128, "Earnings Per Share". Basic
            loss per share is computed using the weighted average number of
            shares outstanding during the year. Diluted earnings per share
            includes the potentially dilutive effect of outstanding common stock
            options and warrants which are convertible to common shares.

            Foreign Currency Translation

            The functional currency of the Company is Canadian dollars, which
            has been translated into US dollars, the reporting currency, in
            accordance with Statement of Financial Accounting Standards No. 52
            "Foreign Currency Translation". Assets and liabilities are
            translated at the exchange rate at the balance sheet date and
            revenue and expenses are translated at the exchange rate at the date
            those elements are recognized. Any translation adjustments resulting
            are not included in determining net income but are included in other
            comprehensive income.

            Comprehensive Income

            The Company has adopted Statement of Financial Accounting Standards
            No. 130, "Reporting Comprehensive Income". Comprehensive income is
            comprised of foreign currency translation adjustments and unrealized
            gains and losses on available for sale marketable securities.

            Revenue Recognition

            The Company recognizes revenue from the sale of telecommunications
            equipment, accessories and other electronics products when the
            products are delivered and accepted by the customer. Activation
            commission fees earned from the telephone companies are recognized
            at the time of activation by the customer. Residual commission fees
            are recognized at the time they are received from the telephone
            company. The company earns co-op advertising dollars based on the
            amount of business it provides to the telephone companies. These are
            typically a matching reimbursement of pre-approved advertising,
            which must fairly represent the telephone companies and our company.
            The amounts incurred for advertising costs are expensed in the
            income statement as incurred. The amounts, which are approved as
            reimbursable to us by the telephone companies are set up as an
            amount receivable as incurred and the credit is offset against the
            expense in the income statement.


                                      F-12
<PAGE>

Wireless Age Communications, Inc.
(formerly Lennoc Ventures, Inc.)
Notes to the Consolidated Financial Statements
December 31, 2003 and 2002
(Stated in US Dollars) - Page 13

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

            Advertising and Marketing Costs

            The company expenses the costs of advertising and marketing as
            incurred. The Company incurred $333,176 and $101,528 of advertising
            and marketing expenses during the years ending December 31, 2003 and
            2002, respectively.

Note 3      Receivables

                                                        2003            2002
                                                        ----            ----

            Accounts receivable - trade             $   940,972     $   175,399
            Accrued receivables                         601,012         449,032
            Insurance proceeds receivable                    --          70,312
            Other                                            --           3,579
            Allowance for doubtful accounts             (65,440)        (13,738)
                                                    -----------     -----------
                                                    $ 1,476,544     $   684,584
                                                    ===========     ===========

            The Company includes co-op advertising amounts receivable from key
            suppliers within accrued receivables. Advertising costs are expensed
            as incurred and qualifying co-op advertising amounts are set up as
            receivables with an offsetting amount charged to advertising
            expense.

Note 4      Investments

            Available for Sale Securities

            In 2000, the Company acquired 18,100 common shares of Globetech
            Ventures Corp. (symbol - GTVCF), an entity publicly listed on OTCBB
            stock exchange for $61,514 (CAD$79,754) cash. The market value of
            these securities declined during 2000, 2001 and the Company recorded
            a loss on these securities. In 2003, the market value improved and
            subsequent to the end of the year the Company disposed of these
            securities for net proceeds of $38,255 (CAD$49,598). At December 31,
            2003, the Company has valued these securities at $28,101
            (CAD$36,431) based on a closing share price of $1.53 (CAD$2.0128)
            and accordingly has recorded an unrealized holding gain on
            marketable securities of $24,244 (CAD$31,432) in a separate
            component of stockholders' equity.

            Held to Maturity Investment

            On December 31, 2003, the Company acquired $1,700,000 in outstanding
            principal amount of 8% Convertible Promissory Notes of RELM Wireless
            Corporation a publicly traded entity listed on the NASD
            Over-the-Counter-Bulletin-Board for a cash payment of $1,870,000.
            The note matures on December 31, 2004 and is currently convertible
            into 904,255 shares of RELM's common stock. Upon conversion the
            Company would have a 9.2% ownership position in RELM. The note is
            pledged as security against a 8% Secured Promissory Note (note 9).
            The Company currently regards this investment as a held to maturity
            investment and has recorded the investment at cost. The fair value
            of this investment is not less than the book value.


                                      F-13
<PAGE>

Wireless Age Communications, Inc.
(formerly Lennoc Ventures, Inc.)
Notes to the Consolidated Financial Statements
December 31, 2003 and 2002
(Stated in US Dollars) - Page 14

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

Note 5      Capital Assets

<TABLE>
<CAPTION>
                                                                    2003                            2002
                                                  ------------------------------------------    ----------
                                                                 Accumulated
                                                     Cost        Amortization         Net           Net
                                                     ----        ------------         ---           ---
<S>                                               <C>             <C>             <C>           <C>
            Computer software                     $   32,757      $   23,786      $    8,971    $    8,769
            Equipment under capital lease            127,598          80,495          47,103        49,137
            Leasehold improvements                   537,304         377,633         159,671       171,247
            Office equipment                         240,233         127,957         112,266        64,317
            Rental equipment                         201,637         117,561          84,076        23,459
            Shop tools                                19,181          17,847           1,334         1,535
                                                  ----------      ----------      ----------    ----------
                                                  $1,158,700      $  745,279      $  413,421    $  318,464
                                                  ==========      ==========      ==========    ==========
</TABLE>

Note 6      Intangible Assets and Goodwill

<TABLE>
<CAPTION>
                                                                    2003                            2002
                                                  ------------------------------------------    ----------
                                                                 Accumulated
                                                     Cost        Amortization         Net           Net
                                                     ----        ------------         ---           ---
<S>                                               <C>             <C>             <C>           <C>
            Residual Premiums                     $  811,556      $  563,414      $  248,142    $  339,212
            MTS Agency Fee                           246,816          85,614         161,202       152,577
            Midland trade-name, Vertex
            Standard distribution and
            supply agreements                        284,500              --         284,500            --
            A.C. Simmonds & Sons trade-name,
            customer lists and relationships         288,300              --         288,300            --
            iMobile trade-name, customer
            lists and relationships                  761,000              --         761,000            --
            Goodwill                               2,855,597              --       2,855,597            --
                                                  ----------      ----------      ----------    ----------
                                                  $5,247,769      $  649,028      $4,598,741    $  491,789
                                                  ==========      ==========      ==========    ==========
</TABLE>

            The acquisition of Wireless Age Communications Ltd. on October 8,
            2002 created the residual premium and agency fee intangible assets.
            The residual premium is being amortized on a straight-line basis
            over 5 years and the agency fee is being amortized straight-line
            over 10 years. The remainder of the intangible assets including
            trade names, customer lists, supply agreements and goodwill are not
            being amortized, but are tested on an annual basis for impairment.

            For the intangible assets the amortization expense including
            adjustment required for the fluctuations in foreign exchange rates
            was as follows:


                                      F-14
<PAGE>

Wireless Age Communications, Inc.
(formerly Lennoc Ventures, Inc.)
Notes to the Consolidated Financial Statements
December 31, 2003 and 2002
(Stated in US Dollars) - Page 15

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

                                                     2003
                                                     ----

            Residual premiums                      91,070
            Agency fee                             (8,625)
                                                  -------
                                                   82,445

            The estimated amortization expense for the subsequent five years is
            as follows:

                   2004                      92,037
                   2005                      92,037
                   2006                      85,581
                   2007                      69,868
                   2008                      22,845
                   2009+                     46,977
                                            -------
                                            409,345

Note 7      Bank Indebtedness

            The Company's operating line of credit, to a maximum of $308,520
            (CDN$400,000) bears interest at bank prime plus 1.5% per annum. A
            general security agreement, assignment of book debts, inventory and
            directors' guarantee are pledged as security. At December 31, 2003,
            the Company was in breach of certain financial covenant ratios under
            the line of credit.

Note 8      Accounts Payable and Accrued Liabilities

                                                            2003          2002
                                                            ----          ----

            Accounts payable - trade                    $2,408,069    $  440,624
            Employee benefits and taxes payable             11,102        16,870
            Vacation pay payable                            51,779        37,549
            Profit sharing payable                          77,130        34,187
            Accrued liabilities                            125,030        44,062
            Other                                            5,013        14,044
                                                        ----------    ----------
                                                        $2,678,123    $  587,336
                                                        ==========    ==========

Note 9      Long-term Debt

<TABLE>
<CAPTION>
                                                                                      2003            2002
                                                                                      ----            ----
<S>                                                                               <C>             <C>
            Agency fee repayable in semi-annual payments of
             $24,681 (CDN$32,000) (principal CDN$136,320)
             including interest at 4.4% per annum, unsecured                      $   105,144     $   126,944

            Note payable in monthly payments of $6,427 (CDN$8,333) (principal
             CDN$133,333) plus interest at bank prime plus 2.5%
             per annum secured by assets of the company                               102,840              --
</TABLE>


                                      F-15
<PAGE>

Wireless Age Communications, Inc.
(formerly Lennoc Ventures, Inc.)
Notes to the Consolidated Financial Statements
December 31, 2003 and 2002
(Stated in US Dollars) - Page 16

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

<TABLE>
<S>                                                                               <C>             <C>
            Note payable, secured by common shares of Wireless Canada,
             repayable in one instalment payment of $61,704 (CDN$80,000) on
             April 30, 2003 and the balance in monthly instalment payments of
             $8,672 (CDN$11,244) commencing June 1, 2003 including interest at
             6% per annum (principal CDN$303,223)                                     233,876         285,243

            Note payable, secured by common shares of Wireless Canada,
             non-interest bearing and repayable in monthly instalments of
             $10,945 (CDN$13,542) (principal CDN$ 80,749)                              62,282         154,480

            Note payable to a director of a subsidiary of the Company,
             unsecured, non-interest bearing and no specific terms of
             repayment                                                                     --          39,405

            Note payable to a company with a common director,
             unsecured, non-interest bearing and no specific terms of
             repayment                                                                     --          12,123

            Loan payable, unsecured, non-interest bearing and
             repayable in monthly instalments of $633 (CDN$1,000)                          --          11,712

            Subordinated loan payable, unsecured, bearing interest at 12% per
             annum and repayable in monthly amounts of $6,106 (CDN$7,916)
             commencing May 31, 2003 (principal CDN$134,585)                          103,805         120,290
            Secured  promissory  note  payable,  bearing  interest at 8% per
            annum and due and payable on June 30, 2004. (Note - 4)                  1,930,000              --
                                                                                  -----------     -----------
                                                                                    2,537,947         750,197
            Less:  current portion:                                                (2,286,862)       (333,038)
                                                                                  -----------     -----------
                                                                                  $   251,085     $   417,159
                                                                                  ===========     ===========
</TABLE>

            The estimated principal repayments due in each of the next four
            years are as follows:

                       2004                           $  2,286,862
                       2005                                208,023
                       2006                                 43,062
                                                      ------------
                                                      $  2,537,947
                                                      ============


                                      F-16
<PAGE>

Wireless Age Communications, Inc.
(formerly Lennoc Ventures, Inc.)
Notes to the Consolidated Financial Statements
December 31, 2003 and 2002
(Stated in US Dollars) - Page 17

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

Note 10     Obligations Under Capital Lease

<TABLE>
<CAPTION>
                                                                               2003             2002
                                                                               ----             ----
<S>                                                                         <C>              <C>
            Obligation under capital lease to Teletech Financial
             Corporation in monthly payments of $1,212 including
             interest at 14.1%. Equipment is pledged as security            $      --        $   9,353

            Obligation under capital lease to Teletech Financial
             Corporation in monthly payments of $822 including
             interest at 15.8%. Equipment is pledged as security                   --            7,683
                                                                            ---------        ---------
                                                                            $      --        $  17,036
                                                                            =========        =========
</TABLE>

Note 11     Due to/(from) Related Parties

<TABLE>
<CAPTION>
                                                                               2003             2002
                                                                               ----             ----
<S>                                                                         <C>              <C>
            Amounts owing from companies with  common
             directors, unsecured, non-interest bearing with no
             specific terms of repayment                                    $ (27,347)       $  (9,181)

            Amounts owing from a director of a subsidiary of the
             Company, unsecured, non-interest bearing and with no
             specific terms of repayment                                           --          (44,980)

            Amounts owing to a director of a subsidiary of the
             Company, unsecured, non-interest bearing and due on
             demand                                                           101,070          130,239
                                                                            ---------        ---------
                                                                            $  73,723        $  76,078
                                                                            =========        =========
</TABLE>

Note 12     Capital Structure

            Capital Stock

            The Company is authorized to issue up to 100,000,000 common shares.

            Voting Rights

            The holders of shares of common stock are entitled to receive notice
            of, attend and vote at all meetings of stockholders. Each share of
            common stock carries one vote at such meetings.


                                      F-17
<PAGE>

Wireless Age Communications, Inc.
(formerly Lennoc Ventures, Inc.)
Notes to the Consolidated Financial Statements
December 31, 2003 and 2002
(Stated in US Dollars) - Page 18

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

            Warrants

            The following is a summary of warrant activity for 2003 and 2002:

<TABLE>
<CAPTION>
                                                             Number of Shares to
                                                                Purchase under
                                                                   Warrants                Expiry Date
<S>                                                                  <C>            <C>
            Balance, December 31, 2001                                    --
            Issued                                                        --
            Exercised                                                     --
                                                                     -------
            Balance, December 31, 2002                                    --
                                                                     -------
            Issued                                                   250,000        Between September 30, 2005
                                                                                    and October 15, 2006
            Exercised                                                     --
                                                                     -------
            Balance, December 31, 2003                               250,000
                                                                     =======
</TABLE>

            Warrants outstanding at December 31, 2003 are summarized as follows:

<TABLE>
<CAPTION>
                   Number                Price            Year of Issue       Vesting Period         Term
<S>                  <C>              <C>                     <C>               <C>                 <C>
                     100,000          $       2.00            2003              9 months(1)         2 years
                     150,000                  2.00            2003              Immediate           3 years
                     -------
                     250,000
                     =======
</TABLE>

            (1)   Vesting period is 33,333 exercisable on January 1, 2004,
                  66,666 on April 1, 2004 and 100,000 on July 1, 2004.

            Should all exercisable warrants as of December 31, 2003 be
            exercised, the total additional consideration available to the
            Company is $300,000. A maximum of 150,000 common shares would be
            issued.

            In 2003, warrants to purchase 150,000 common shares were issued
            pursuant to a private placement to three directors of the Company.

            Also during 2003, warrants to purchase 100,000 common shares were
            issued pursuant to a consulting agreement. Services provided under
            the agreement related to the issuance of the warrants were valued at
            $60,900 using the Black-Scholes option-pricing model with the
            following weighted average assumptions, dividend yield of 0%,
            expected volatility of 173%, risk free interest rate of 5% and
            expected life of 1.7 years. The Company is amortizing this cost over
            the life of the warrants and has expensed $7,612 as non-cash
            operating costs in 2003.

            Stock Options

            The Company does not have a Stock Option plan.

            1588102 Ontario Inc. Preferred Shares


                                      F-18
<PAGE>

Wireless Age Communications, Inc.
(formerly Lennoc Ventures, Inc.)
Notes to the Consolidated Financial Statements
December 31, 2003 and 2002
(Stated in US Dollars) - Page 19

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

            During 2003, 1588102 Ontario Inc., a wholly owned subsidiary of the
            Company, issued 1,000,000 preferred shares of 1588102 Ontario Inc.
            to a related party as part of an acquisition (note 16). The
            preferred shares are exchangeable into 1,000,000 shares (plus any
            declared but unpaid dividends) of the Company's common stock on of
            before September 19, 2008.

Note 13     Commitments

            a)    Mining Lease

                  By a lease and purchase option agreement dated January 8, 2001
                  and subsequently amended on February 1, 2002, the Company was
                  granted the exclusive right to purchase the Sand Pass resource
                  property located in Juab County of the State of Utah for
                  $1,000,000. The Company paid $2,000 as minimum advance royalty
                  payments along with $4,700 in exploration costs since entering
                  into this lease.

                  On December 31, 2002 the agreement was in default in respect
                  to unpaid royalty payments. Management of the Company has
                  decided not to continue exploration of the property and
                  abandoned the lease.

            b)    Premise Leases

                  The Company leases its premises under agreements requiring
                  aggregate minimum payments over the next five years as
                  follows:

                             2004                           $236,863
                             2005                            214,234
                             2006                            154,595
                             2007                            123,510
                             2008                                 --
                                                            --------
                                                            $729,202
                                                            ========

                  The Company's rent expense was as follows:

                             2002                           $ 56,768
                             2003                            317,436

            c)    Management Services Agreement

                  The Company is committed under a Management Services Agreement
                  to pay $35,000 per month until April 30, 2004. The agreement
                  automatically renews for a further 2-year period after the
                  initial term, unless written notice is provided 60 days prior
                  to April 30, 2004. Such notice was not provided.


                                      F-19
<PAGE>

Wireless Age Communications, Inc.
(formerly Lennoc Ventures, Inc.)
Notes to the Consolidated Financial Statements
December 31, 2003 and 2002
(Stated in US Dollars) - Page 20

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

Note 14     Income Taxes

            The following table summarizes the significant components of the
            Company's deferred tax assets:

<TABLE>
<CAPTION>
                                                                        2003           2002
                                                                        ----           ----
<S>                                                                  <C>            <C>
            Deferred Tax Assets
              Non-capital loss carryforward                          $ 110,000      $   7,768
              Capital assets - temporary timing difference             (20,000)       (11,521)
              Other assets - temporary timing difference                56,000         13,894
                                                                     ---------      ---------
            Gross deferred tax assets                                  146,000         10,141
            Valuation allowance for deferred tax asset                (146,000)       (10,141)
                                                                     ---------      ---------
                                                                     $      --      $      --
                                                                     =========      =========
</TABLE>

            The amount taken into income as deferred tax assets must reflect
            that portion of the income tax loss carryforwards that is likely to
            be realized from future operations. The Company has chosen to
            provide an allowance of 100% against all available income tax loss
            carryforwards, regardless of their time of expiry. All balances
            relate to Canadian transactions.

            No current provision for income taxes has been provided in these
            financial statements due to the net loss. At December 31, 2003 the
            Company has net operating loss carryforwards, which expire
            commencing in 2021, totalling approximately $280,000, the benefit of
            which has not been recorded in the financial statements.

Note 15     Related Party Transactions

            During the years ended December 31, 2003 and 2002, the Company
            incurred the following expenses charged by directors of the Company
            and its subsidiaries and companies with common directors (all of
            which have been included in the statement of operations):

<TABLE>
<CAPTION>
                                                                        2003            2002
                                                                        ----            ----
<S>                                                                  <C>            <C>
            Sales                                                    $    15,490    $    22,698
            Management fees                                               39,973         25,477
                                                                     -----------    -----------
                                                                     $    55,463    $    48,175
                                                                     ===========    ===========

            Cost of goods sold                                       $   523,793    $   114,927
            Management fees                                              343,823         30,000
            Wages and benefits                                            65,184         37,440
            Travel & Meals                                                25,383             --
            Rent                                                           5,353             --
                                                                     -----------    -----------
                                                                     $   963,536    $   182,367
                                                                     ===========    ===========
</TABLE>


                                      F-20
<PAGE>

Wireless Age Communications, Inc.
(formerly Lennoc Ventures, Inc.)
Notes to the Consolidated Financial Statements
December 31, 2003 and 2002
(Stated in US Dollars) - Page 21

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

            The Company pays rent on a month to month basis to King Stables
            which is solely owned by the Company's Chief Executive Officer.

            Included in accounts payable is $10,870 (2002: $14,755) owing to a
            company with a common director.

Note 16     Business Acquisitions

            Wireless Age Communications Ltd.

            By agreements dated October 8, 2002, the Company acquired 89% of the
            issued and outstanding shares of Wireless Canada. A portion of this
            interest, 41% is held in DB Sim, which the Company also acquired on
            October 8, 2002. As total consideration, the Company assumed notes
            payable in the amount of $500,867 (CDN$775,000) and issued 2,979,105
            common shares of the Company valued at $189,367. These notes are
            secured by the acquired common shares of Wireless Canada. The
            consolidated financial statements include the operating results of
            Wireless Canada from the date of acquisition, October 8, 2002.

            The business combination is accounted for using the purchase method.
            The fair value of the assets and liabilities acquired are as
            follows:

            Current assets                                            $1,070,369
            Capital assets                                               364,062
            Residual premiums                                            375,416
            Agency agreement                                             160,921
                                                                      ----------
                                                                       1,970,768
            Current liabilities                                        1,127,668
            Long-term debt                                                87,307
                                                                      ----------
                                                                         755,793
            Less:  non-controlling interest                               65,559
                                                                      ----------
            Net assets acquired at fair values                        $  690,234
                                                                      ==========

            Total consideration
               Notes payable                                          $  500,867
               2,979,105 common shares                                   189,367
                                                                      ----------
                                                                      $  690,234
                                                                      ==========

            The fair value of the common shares issued was based on an
            independent appraisal of Wireless Canada. Included in the fair value
            is the total amount of $313,681, assigned to residual premiums at
            the date of acquisition. The residual premiums have a definite life
            and are being amortized over 5 years, on a straight-line basis.


                                      F-21
<PAGE>

Wireless Age Communications, Inc.
(formerly Lennoc Ventures, Inc.)
Notes to the Consolidated Financial Statements
December 31, 2003 and 2002
(Stated in US Dollars) - Page 22

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

            Prime Wireless Corporation

            On March 13, 2003, the Company acquired all of the issued and
            outstanding shares of Prime Wireless Corporation in exchange for
            1,500,000 shares of the Company's common stock. The consolidated
            financial statements include the operating results of Prime Wireless
            from the date of acquisition, March 13, 2003. Prime Wireless is the
            exclusive Vertex Standard two-way radio representative in Canada and
            also owns the Midland trademark for use of promoting and selling
            Midland brand land mobile radios in certain territories of the world
            outside of Canada and the United States. The Company plans to
            aggressively grow the Vertex Standard distribution business in
            Canada.

            The aggregate purchase price was $390,000 representing 1,500,000
            common shares. The market for the Company's common stock was
            illiquid at the time of the acquisition and the transaction was
            valued based on a valuation of the Vertex Standard representative
            agreement, which has an indefinite live, and management's assessment
            of how they could improve the business unit's performance in the
            future.

            The business combination is accounted for using the purchase method.
            The fair value of the assets and liabilities acquired are as
            follows:

            Current assets                                              $ 14,382
            Capital assets                                                 1,131
            Intangible assets                                            284,500
            Goodwill                                                     111,337
                                                                        --------
                                                                         411,350
            Current liabilities                                           21,350
                                                                        --------
            Net assets acquired at fair values                          $390,000
                                                                        ========
            Total consideration
               1,500,000 common shares                                  $390,000
                                                                        ========

            Included in the fair value is the total amount of $395,837, of which
            $284,500 has been assigned to intangible assets that are not subject
            to amortization and represents mainly the Vertex Standard Agreement,
            customer lists, certain non-contractual customer and supplier
            relationships. The Company did not assign any value to intangible
            assets subject to amortization

            The $111,337 of goodwill was assigned to the Wholesale segment. The
            Company expects to deduct 100% of this amount for tax purposes.


                                      F-22
<PAGE>

Wireless Age Communications, Inc.
(formerly Lennoc Ventures, Inc.)
Notes to the Consolidated Financial Statements
December 31, 2003 and 2002
(Stated in US Dollars) - Page 23

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

            Wireless Source Distribution Ltd.

            On September 19, 2003, the Company acquired all of the issued and
            outstanding common shares of Wireless Source Distribution Ltd. from
            related parties. Wireless Source was owned 50% by an officer of
            Wireless Age Communications Ltd. and 50% by an entity solely owned
            by a director of the Company.

            The acquisition was consummated through a series of agreements. On
            September 19, 2003 the Company and a wholly owned subsidiary,
            (1588102 Ontario) entered into a Share Exchange Agreement with an
            officer of Wireless Age Communications Ltd. under which 1588102
            Ontario issued 1,000,000 preferred shares of itself to the officer
            for 50 class B common shares of Wireless Source. The preferred
            shares carry several rights but are primarily exchangeable into
            1,000,000 shares of the Company's common stock. The Company also
            entered into a Stock Purchase Agreement with an entity solely owned
            by a director of the Company under which the Company issued
            1,000,000 shares of the Company's common stock to the entity in
            exchange for 50 class B common shares of Wireless Source.

            Wireless Source distributes prepaid phone cards and accessories in
            Western Canada. As a result of the acquisition, the Company expects
            to further diversify the operations of the Company by growing the
            wholesale segment.

            As total consideration the Company issued 1,000,000 shares of the
            Company's common stock and 1,000,000 preferred shares of 1588102
            Ontario valued at $2,740,000. The common shares issued and issuable
            under the exchange privileges of the preferred shares were valued at
            the closing market price of the Company's common stock on date of
            acquisition, less a 33% discount due to the trading restrictions on
            the stock. The consolidated financial statements include the
            operating results of Wireless Source from September 1, 2003.

            The business combination is accounted for using the purchase method.
            The fair value of the assets and liabilities acquired are as
            follows:

            Current assets                                            $  885,869
            Capital assets                                                 9,301
            Intangible assets                                            761,000
            Goodwill                                                   2,072,560
                                                                      ----------
                                                                       3,728,730
            Current liabilities                                          988,730
                                                                      ----------
            Net assets acquired at fair values                        $2,740,000
                                                                      ==========
            Total consideration
               1,000,000 common shares and 1,000,000 preferred
               shares of 1588102 Ontario Inc.                         $2,740,000
                                                                      ==========

                                      F-23
<PAGE>

Wireless Age Communications, Inc.
(formerly Lennoc Ventures, Inc.)
Notes to the Consolidated Financial Statements
December 31, 2003 and 2002
(Stated in US Dollars) - Page 24

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

            Included in the fair value is the total amount of $2,833,560, of
            which $761,000 has been assigned to intangible assets that are not
            subject to amortization and represents mainly customer lists,
            certain non-contractual customer and supplier relationships and the
            iMobile trade-name in Canada. The Company did not assign any value
            to intangible assets subject to amortization.

            The $2,072,560 of goodwill was assigned to the wholesale segment.
            The Company expects to deduct 100% of this amount for tax purposes.

            A.C. Simmonds & Sons Trade-Name

            On July 2, 2003, the Company acquired all of the current lines of
            business operated by a related party (a sibling of an officer and
            director of the Company) under the tradename A.C. Simmonds & Sons in
            exchange for 1,500,000 shares of the Company's common stock. The
            A.C. Simmonds & Sons lines of business consist primarily of the sale
            of electronics products to certain customers and clients. The
            acquisition was also intended to further diversify the operations of
            the business and grow the wholesale segment. Since July 2, 2003, and
            in anticipation of the acquisition of Wireless Source, the Company
            operated the A.C. Simmonds & Sons Business through financing from
            Wireless Source, and, upon the Company's acquisition of Wireless
            Source on September 19, 2003, the A.C. Simmonds & Sons Business
            became a division of Wireless Source.

            The total consideration paid for the assets acquired was $960,000
            and represented the value of 1,500,000 common shares. The value of
            the shares was determined based on a 33% discount off the closing
            share trading price on the date of acquisition. The discount is
            intended to reflect the share trading restrictions placed on the
            stock.

            The business combination is accounted for using the purchase method.
            The fair value of the assets and liabilities acquired are as
            follows:

            Intangible asset                                         $288,300
            Goodwill                                                  671,700
                                                                     --------
            Net assets acquired at fair values                       $960,000
                                                                     ========
            Total consideration
               1,500,000 common shares                               $960,000
                                                                     ========

            The excess of the purchase price over the net assets acquired has
            been allocated to an intangible asset not subject to amortization
            primarily representing the Canadian battery customer lists in the
            amount of $288,300. The Company did not assign any value to
            intangible assets that are subject to amortization. The $671,700 of
            goodwill was assigned to the wholesale segment. The Company expects
            to deduct 100% of this amount for tax purposes.


                                      F-24
<PAGE>

Wireless Age Communications, Inc.
(formerly Lennoc Ventures, Inc.)
Notes to the Consolidated Financial Statements
December 31, 2003 and 2002
(Stated in US Dollars) - Page 25

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

Note 17     Economic dependence

            The Company's main source of income is derived from the sale of
            cellular phones and its related products and services. Its ability
            to continue viable operations is dependant upon maintaining its
            ability to act as an authorized sales agent for provincial telephone
            companies including, SaskTel (Saskatchewan) and MTS (Manitoba). The
            following amounts are recorded in accounts receivable and revenue in
            the financial statements:

<TABLE>
<CAPTION>
                                                                               2003             2002
                                                                               ----             ----
<S>                                                                        <C>              <C>
            Accounts receivable
              SaskTel                                                      $    398,208     $    262,540
              MTS                                                               161,634          164,333
                                                                           ------------     ------------
                                                                           $    559,842     $    426,873
                                                                           ============     ============

            Revenue
              SaskTel                                                      $  2,496,172     $    473,317
              MTS                                                             1,489,117          308,371
                                                                           ------------     ------------
                                                                           $  3,985,289     $    781,688
                                                                           ============     ============
</TABLE>

Note 18     Segmented Information

            SFAS No. 131, "Disclosures about Segments of an Enterprise and
            Related Information," established standards for reporting
            information about operating segments in the Company's financial
            statements. Operating segments are defined as components of an
            enterprise about which separate financial information is available
            that is evaluated regularly by the chief operating decision maker,
            or decision making group, in deciding how to allocate resources and
            in assessing performance. The Company operates in two operating
            segments; retail and wholesale/distribution operations. The
            following table shows revenues, profit or loss and identifiable
            assets by operating segment:

<TABLE>
<CAPTION>
                                                                               2003             2002
                                                                               ----             ----
<S>                                                                        <C>              <C>
            Revenues
              Retail - sale of tangible products                           $  5,448,029     $  1,267,573
              Retail - activation commissions and residual payments           2,156,747          464,375
              Wholesale - sale of tangible products                           1,740,989               --
              Elimination of inter-segment revenues                             (77,196)              --
                                                                           ------------     ------------
            Consolidated revenues                                          $  9,268,569     $  1,731,948
                                                                           ============     ============

            Profit or Loss
              Retail                                                       $    669,264     $     49,730
              Wholesale                                                        (117,869)              --
            Unallocated amounts:
              Corporate costs (including related party management fees)        (704,743)         (72,976)
              Non-controlling interest                                           16,041            2,191
                                                                           ------------     ------------
            Consolidated loss                                              $   (137,307)    $    (21,055)
                                                                           ============     ============

            Assets
              Retail                                                       $  2,566,450     $  1,708,658
              Wholesale                                                         899,246               --
              Retail intangible assets                                          409,344               --
              Wholesale intangible assets                                     4,189,397               --
              Unallocated corporate assets                                    1,987,149          298,344
                                                                           ------------     ------------
            Consolidated assets                                            $ 10,051,586     $  2,006,992
                                                                           ============     ============
</TABLE>


                                      F-25
<PAGE>

Wireless Age Communications, Inc.
(formerly Lennoc Ventures, Inc.)
Notes to the Consolidated Financial Statements
December 31, 2003 and 2002
(Stated in US Dollars) - Page 26

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

Note 19     New Accounting Standards

            Management does not believe that any recently issued, but not yet
            effective accounting standards if currently adopted could have a
            material effect on the accompanying financial statements.

Note 20     Subsequent Events

            Disposal of Marketable Securities

            On January 16, 2004, the Company disposed of 18,100 shares of
            Globetech Ventures Corp. (symbol - GTVCF) for net proceeds of
            $37,640 (CAD$49,591) and recorded a gain on marketable securities of
            $33,845 (CAD$44,591).

            Acquisition of Additional RELM Promissory Notes

            On February 5, 2004, the Company acquired an additional $550,000 in
            outstanding principal of 8% Convertible Subordinated Promissory
            Notes of RELM Wireless Corporation (Note 4). The notes mature on
            December 31, 2004 and together with the $1,700,000 note acquired on
            December 31, 2003 are convertible into 1,196,808 common shares of
            RELM which would represent an 11.7% ownership position in RELM. The
            additional notes have been pledged as security for an 8% Secured
            Promissory Note Payable (Note 9).

            Increase in Secured Promissory Note Payable

            On January 21, 2004, the Company borrowed an additional $400,000
            under an 8% Secured Promissory Note for working capital purposes.
            The note was initially drawn in the amount of $1,930,000 on December
            31, 2003 and was increased to $2,330,000.


                                      F-26
<PAGE>

Wireless Age Communications, Inc.
(formerly Lennoc Ventures, Inc.)
Notes to the Consolidated Financial Statements
December 31, 2003 and 2002
(Stated in US Dollars) - Page 27

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

Note 21     Proforma Information

            The Company's historical statements of operations include the
            results of Prime Wireless and Wireless Source (including the A.C.
            Simmonds operating division) subsequent to the acquisition dates of
            March 13, 2003 and September 19, 2003, respectively. In addition the
            financial statements include the acquisition of the RELM 8%
            subordinated promissory note on December 31, 2003. The following
            unaudited pro forma financial information for the year ended
            December 31, 2003 presents the consolidated results of the Company
            as if the acquisitions of Prime Wireless, Wireless Source and the
            RELM note had occurred at the beginning of 2002. This unaudited pro
            forma information for the year ended December 31, 2003 is not
            intended to be indicative of future operating results.

                                                         2003             2002
                                                         ----             ----

              Revenues                               $11,852,558     $ 7,056,327
                                                     -----------     -----------
              Net loss                               $  (190,762)    $    16,384
                                                     ===========     ===========
            Loss per share:
              Basic loss per share                   $     (0.01)    $      0.00
              Fully diluted loss per share           $     (0.01)    $      0.00


                                      F-27
<PAGE>

Item 8. Changes in and Disagreements With Accountants on Accounting and
Financial Disclosure.

On February 5, 2004, the Company dismissed Amisano Hanson, Chartered
Accountants, ("Amisano Hanson") as its principal accountants. Such action had
been previously approved by the Company's Board of Directors. Amisano Hanson's
report on the financial statements of the Company for the past year did not
contain an adverse opinion or disclaimer of opinion, and were not modified as to
audit scope or accounting principles. From the time of Amisano Hanson's
appointment as the Company's auditors on January 22, 2001, through the date of
this report, there has been no disagreements with Amisano Hanson on any matter
of accounting principles or practices, financial statement disclosure or
auditing scope or procedure, which disagreements, if not resolved to the
satisfaction of Amisano Hanson, would have caused it to make reference to the
subject matter of the disagreements in connection with its report. During the
two most recent fiscal years and through the date of this report there have been
no reportable events.

On February 5, 2004, the Company retained Mintz & Partners LLP of Toronto,
Ontario, Canada, as the Company's independent accountants to conduct an audit of
the Company's financial statements for the fiscal year ended December 31, 2003.
This action was previously approved by the Company's Board of Directors.


                                       15
<PAGE>

                                    PART III

Item 9. Directors, Executive Officers, Promoters and Control Persons; Compliance
with Section 16(a) of the Exchange Act.

Information required by this Item will be set forth in either (i) the Company's
definitive proxy statement for the 2004 Annual Meeting of Stockholders, or (ii)
an amendment to this Report on Form 10-KSB/A, which in either case will be filed
with the Securities and Exchange Commission not later than 120 days after
December 31, 2003, and which information is incorporated herein by reference.

Item 10. Executive Compensation.

Information required by this Item will be set forth in either (i) the Company's
definitive proxy statement for the 2004 Annual Meeting of Stockholders, or (ii)
an amendment to this Report on Form 10-KSB/A, which in either case will be filed
with the Securities and Exchange Commission not later than 120 days after
December 31, 2003, and which information is incorporated herein by reference.

Item 11. Security Ownership of Certain Beneficial Owners and Management.

Information required by this Item will be set forth in either (i) the Company's
definitive proxy statement for the 2004 Annual Meeting of Stockholders, or (ii)
an amendment to this Report on Form 10-KSB/A, which in either case will be filed
with the Securities and Exchange Commission not later than 120 days after
December 31, 2003, and which information is incorporated herein by reference.

Item 12. Certain Relationships and Related Transactions

Information required by this Item will be set forth in either (i) the Company's
definitive proxy statement for the 2004 Annual Meeting of Stockholders, or (ii)
an amendment to this Report on Form 10-KSB/A, which in either case will be filed
with the Securities and Exchange Commission not later than 120 days after
December 31, 2003, and which information is incorporated herein by reference.

Item 13. Exhibits, List and Reports on Form 8-K.

      (a)   Exhibits.

            Exhibit No.     Description
            -----------     -----------

            Exhibit 3.1     Certificate of incorporation, as amended to date,
                            incorporated by reference to the exhibits of the
                            Company's Form SB-2 filed on February 26, 2001.

            Exhibit 3.2     Bylaws as currently in effect, incorporated by
                            reference to the exhibits of the Company's Form SB-2
                            filed on February 26, 2001.

            Exhibit 10.1    Stock Purchase Agreement dated October 8, 2002 by
                            and between Robert Sim and the Registrant,
                            incorporated by reference to the exhibits of the
                            Company's Form 8-K filed on November 14, 2002.

            Exhibit 10.2    Stock Purchase Agreement dated October 8, 2002 by
                            and between Robinson Marketing and Communications
                            Ltd. and the Registrant, incorporated by reference
                            to the exhibits of the Company's Form 8-K filed on
                            November 14, 2002.

            Exhibit 10.3    Purchase and Sale Agreement by and between the
                            Registrant and Pivotal Self-Service Technologies
                            Inc. dated March 13, 2003, incorporated by reference
                            to the exhibits of the Company's Form 10-QSB filed
                            on May 15, 2003.


                                       16
<PAGE>

            Exhibit 10.4    A.C. Simmonds & Sons Tradename Purchase and Sale
                            Agreement by and between the Registrant and Pine
                            Ridge Holdings Limited dated August 7, 2003,
                            incorporated by reference to the exhibits of the
                            Company's Form 10QSB filed on August 14, 2003.

            Exhibit 10.5    Share Exchange Agreement by and between the
                            Registrant and Dallas L. Robinson dated September
                            19, 2003, incorporated by reference to the exhibits
                            of the Company's Form 8-K filed on October 22, 2003.

            Exhibit 10.6    Support Agreement by and between the Registrant and
                            the Registrant's wholly owned subsidiary 1588102
                            Ontario Inc., incorporated by reference to the
                            exhibits of the Company's Form 8-K filed on October
                            22, 2003.

            Exhibit 10.7    Stock Purchase Agreement by and between the
                            Registrant and 101016305 Saskatchewan Ltd. dated
                            September 19, 2003, incorporated by reference to the
                            exhibits of the Company's Form 8-K filed on October
                            22, 2003.

            Exhibit 10.8    Note Purchase Agreement by and between the
                            Registrant and Special Situations Private Equity
                            Fund L.P. dated December 17, 2003, incorporated by
                            reference to the exhibits of the Company's Form 8-K
                            filed on January 15, 2004.

            Exhibit 10.9    Note Purchase and Security Agreement by and between
                            the Registrant and Stacey Minichiello dated December
                            31, 2003. *

            Exhibit 10.22   Form of Management Services Agreement, dated as of
                            May 1, 2003, by and between the Company and Simmonds
                            Capital Limited. *

            Exhibit 31.1    Section 302 Certification of the Chief Executive
                            Officer.*

            Exhibit 31.2    Section 302 Certification of the Chief Financial
                            Officer. *

            Exhibit 32.1    Certification of the Chief Executive Officer and the
                            Chief Financial Officer pursuant to 18 U.S.C.
                            Section 1350, as adopted pursuant to Section 906 of
                            the Sarbanes-Oxley Act of 2002. *

            *     Filed herewith.

            (b)   Reports on Form 8-K

                            Form 8-K filed on January 2, 2003 with respect to
                            the Acquisition of Wireless Age Communications Ltd.,
                            change in name and resignation of a director.

                            Form 8-K filed on April 2, 2003 with respect to the
                            acquisition of Prime Wireless Corporation and
                            appointment of a director.

                            Form 8-K/A filed on May 12, 2003 with respect to
                            proforma financial information on acquisition of
                            Wireless Age Communications Ltd.

                            Form 8-K filed on October 22, 2003 with respect to
                            acquisition of Wireless Source Distribution Ltd. and
                            A.C. Simmonds trade-name.

                            Form 8-K/A filed on December 3, 2003 with respect to
                            audited financial statements and proforma financial
                            information on acquisition of Wireless Source
                            Distribution Ltd.

                            Form 8-K filed December 18, 2003 with respect to
                            acquisition of RELM Wireless Corporation Convertible
                            Note.


                                       17
<PAGE>

                                   SIGNATURES

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

Date: February 4, 2005

                        WIRELESS AGE COMMUNICATIONS, INC.

                   By:


                        /s/ John G. Simmonds
                        ----------------------------------------
                            John G. Simmonds, CEO

      In accordance with the Securities Exchange Act of 1934, this report has
been signed below by the following persons on behalf of the Registrant and in
the capacities and on the dates indicated.

           Name                         Title                         Date
           ----                         -----                         ----


/s/ John G. Simmonds
------------------------
    John G. Simmonds            Chairman/CEO/Director           February 4, 2005
                             (principal executive officer)


/s/ Brian Usher-Jones
------------------------
    Brian Usher-Jones                  Director                 February 4, 2005


/s/ Kenneth Adelberg
------------------------
    Kenneth Adelberg                   Director                 February 4, 2005


/s/ Gary N. Hokkanen
------------------------
    Gary N. Hokkanen                     CFO                    February 4, 2005
                             (principal accounting officer)


                                       18