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**UNITED STATESSECURITIES AND EXCHANGE COMMISSION** Washington, D.C. 20549

FORM 10-QSB

xQuarterly Report
  pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 
  For the quarterly period ended June 30, 2003

 ̈ Transition Report pursuant to 13 or 15(d) of the Securities
  Exchange Act of 1934 
  For the transition period from ___________ to ___________

Commission File Number 000-49833

CELLWAY VENTURES, INC.
  
  (Exact name of small Business Issuer as specified in its charter)

|NEVADA                          | 52-2219285                       
|------------------------------- | ---------------------------------
|(State or other jurisdiction of | (IRS Employer Identification No.)
|incorporation or organization)  |                                  

|375 Newcastle Avenue                     |           
|---------------------------------------- | ----------
|Nanaimo, British Columbia, Canada        | V9R 5K4   
|(Address of principal executive offices) | (Zip Code)

Issuers telephone number, including area code: (250)
  754-7294

None 
  (Former name, former address and former fiscal year, if changed since last report)

Check whether the issuer (1) 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 issuer was required
  to file such reports), and (2) has been subject to such filing requirements
  for the past 90 days x Yes  ̈
  No

State the number of shares outstanding of each of the issuers
  classes of common stock, as of the latest practicable date: 10,115,000 Shares
  of $0.001 par value Common Stock outstanding as of August 13, 2003.

Transitional Small Business Disclosure Format (check one):
  Yes  ̈ No x

1

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PART I - FINANCIAL INFORMATION

ITEM 1.     FINANCIAL STATEMENTS.

2

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CELLWAY VENTURES INC.(A Development Stage Company)

FINANCIAL STATEMENTS

JUNE 30, 2003(Unaudited)
  (Stated in U.S. Dollars)





F-1

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CELLWAY VENTURES INC.(A Development Stage Company)

BALANCE SHEET(Unaudited)
  (Stated in U.S. Dollars)

|                                                           |   |         |   |   |             |  
|---------------------------------------------------------- | - | ------- | - | - | ----------- | -
|                                                           |   | JUNE 30 |   |   | DECEMBER 31 |  
|                                                           |   | 2003    |   |   | 2002        |  
|                                                           |   |         |   |   |             |  
|                                                           |   |         |   |   |             |  
|ASSETS                                                     |   |         |   |   |             |  
|                                                           |   |         |   |   |             |  
|Current                                                    |   |         |   |   |             |  
|Cash                                                       | $ | 30,772  |   | $ | 43,128      |  
|Accounts receivable                                        |   | 233     |   |   | -           |  
|Prepaid expenses                                           |   | 981     |   |   | -           |  
|                                                           |   |         |   |   |             |  
|                                                           |   |         |   |   |             |  
|                                                           | $ | 31,986  |   | $ | 43,128      |  
|                                                           |   |         |   |   |             |  
|                                                           |   |         |   |   |             |  
|LIABILITIES                                                |   |         |   |   |             |  
|                                                           |   |         |   |   |             |  
|Current                                                    |   |         |   |   |             |  
|Accounts payable                                           | $ | 702     |   | $ | 443         |  
|                                                           |   |         |   |   |             |  
|                                                           |   |         |   |   |             |  
|SHAREHOLDERS EQUITY                                       |   |         |   |   |             |  
|                                                           |   |         |   |   |             |  
|Share Capital                                              |   |         |   |   |             |  
|Authorized:                                                |   |         |   |   |             |  
|100,000,000 common shares, par value
      with $0.001 per |   |         |   |   |             |  
|share                                                      |   |         |   |   |             |  
|                                                           |   |         |   |   |             |  
|Issued and outstanding:                                    |   |         |   |   |             |  
|10,115,000 common
      shares at June 30, 2003 and        |   |         |   |   |             |  
|December
      31, 2002                                    |   | 10,115  |   |   | 10,115      |  
|                                                           |   |         |   |   |             |  
|Additional paid-in capital                                 |   | 67,885  |   |   | 67,885      |  
|                                                           |   |         |   |   |             |  
|Deficit Accumulated During The Development Stage           |   | (46,716 | ) |   | (35,315     | )
|                                                           |   |         |   |   |             |  
|                                                           |   | 31,284  |   |   | 42,685      |  
|                                                           |   |         |   |   |             |  
|                                                           |   |         |   |   |             |  
|                                                           | $ | 31,986  |   | $ | 43,128      |  
|                                                           |   |         |   |   |             |  

F-2

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CELLWAY VENTURES INC. (A Development Stage Company)

STATEMENT OF LOSS AND DEFICIT (Unaudited)
  (Stated in U.S. Dollars)

|                           |                    |            |                  |   |            |         |   |            |  |   |            |  |   |           | 
|-------------------------- | ------------------ | ---------- | ---------------- | - | ---------- | ------- | - | ---------- |  | - | ---------- |  | - | --------- | 
|                           |                    |            |                  |   |            |         |   |            |  |   |            |  |   | INCEPTION | 
|                           |                    |            |                  |   |            |         |   |            |  |   |            |  |   | AUGUST 17 | 
|                           | THREE MONTHS ENDED |            | SIX MONTHS ENDED |   |            | 1999 TO |  
|                           | JUNE 30            |            | JUNE 30          |   |            | JUNE 30 |  
|                           |                    | 2003       |                  |   | 2002       |         |   | 2003       |  |   | 2002       |  |   | 2003      | 
|                           |                    |            |                  |   |            |         |   |            |  |   |            |  |   |           | 
|                           |                    |            |                  |   |            |         |   |            |  |   |            |  |   |           | 
|Income                     |                    |            |                  |   |            |         |   |            |  |   |            |  |   |           | 
|Advertising                | $                  | 694        |                  | $ | -          |         | $ | 694        |  | $ | -          |  | $ | 694       | 
|                           |                    |            |                  |   |            |         |   |            |  |   |            |  |   |           | 
|                           |                    |            |                  |   |            |         |   |            |  |   |            |  |   |           | 
|Expenses                   |                    |            |                  |   |            |         |   |            |  |   |            |  |   |           | 
|Domain registration        |                    | -          |                  |   | -          |         |   | 110        |  |   | -          |  |   | 250       | 
|Consulting fees            |                    | 2,147      |                  |   | -          |         |   | 2,147      |  |   | -          |  |   | 2,147     | 
|Transfer fees              |                    | -          |                  |   | 1,210      |         |   | 50         |  |   | 1,210      |  |   | 1,335     | 
|Professional fees          |                    | 4,566      |                  |   | 8,272      |         |   | 7,372      |  |   | 13,657     |  |   | 35,248    | 
|Office and sundry          |                    | 1,137      |                  |   | -          |         |   | 2,416      |  |   | 72         |  |   | 3,680     | 
|Website development        |                    | -          |                  |   | 1,810      |         |   | -          |  |   | 1,810      |  |   | 4,750     | 
|                           |                    |            |                  |   |            |         |   |            |  |   |            |  |   |           | 
|                           |                    | 7,850      |                  |   | 11,292     |         |   | 12,095     |  |   | 16,749     |  |   | 47,410    | 
|                           |                    |            |                  |   |            |         |   |            |  |   |            |  |   |           | 
|                           |                    |            |                  |   |            |         |   |            |  |   |            |  |   |           | 
|Net Loss For The Period    |                    | 7,156      |                  |   | 11,292     |         |   | 11,401     |  |   | 16,749     |  | $ | 46,716    | 
|                           |                    |            |                  |   |            |         |   |            |  |   |            |  |   |           | 
|                           |                    |            |                  |   |            |         |   |            |  |   |            |  |   |           | 
|Deficit Accumulated During |                    |            |                  |   |            |         |   |            |  |   |            |  |   |           | 
|The Development Stage,     |                    |            |                  |   |            |         |   |            |  |   |            |  |   |           | 
|Beginning Of Period        |                    | 39,560     |                  |   | 15,954     |         |   | 35,315     |  |   | 10,497     |  |   |           | 
|                           |                    |            |                  |   |            |         |   |            |  |   |            |  |   |           | 
|                           |                    |            |                  |   |            |         |   |            |  |   |            |  |   |           | 
|Deficit Accumulated During |                    |            |                  |   |            |         |   |            |  |   |            |  |   |           | 
|The Development Stage,     |                    |            |                  |   |            |         |   |            |  |   |            |  |   |           | 
|End Of Period              | $                  | 46,716     |                  | $ | 27,246     |         | $ | 46,716     |  | $ | 27,246     |  |   |           | 
|                           |                    |            |                  |   |            |         |   |            |  |   |            |  |   |           | 
|                           |                    |            |                  |   |            |         |   |            |  |   |            |  |   |           | 
|Net Loss Per Share, Basic  |                    |            |                  |   |            |         |   |            |  |   |            |  |   |           | 
|and diluted                | $                  | 0.01       |                  | $ | 0.01       |         | $ | 0.01       |  | $ | 0.01       |  |   |           | 
|                           |                    |            |                  |   |            |         |   |            |  |   |            |  |   |           | 
|                           |                    |            |                  |   |            |         |   |            |  |   |            |  |   |           | 
|Weighted Average Number    |                    |            |                  |   |            |         |   |            |  |   |            |  |   |           | 
|Of Shares Outstanding      |                    | 10,115,000 |                  |   | 10,102,500 |         |   | 10,115,000 |  |   | 10,102,500 |  |   |           | 
|                           |                    |            |                  |   |            |         |   |            |  |   |            |  |   |           | 

F-3

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CELLWAY VENTURES INC.(A Development Stage Company)

STATEMENT OF CASH FLOWS(Unaudited)
  (Stated in U.S. Dollars)

|                                     |                    |        |                  |   |         |         |   |         |   |   |         |   |   |           |  
|------------------------------------ | ------------------ | ------ | ---------------- | - | ------- | ------- | - | ------- | - | - | ------- | - | - | --------- | -
|                                     |                    |        |                  |   |         |         |   |         |   |   |         |   |   | INCEPTION |  
|                                     |                    |        |                  |   |         |         |   |         |   |   |         |   |   | AUGUST 17 |  
|                                     | THREE MONTHS ENDED |        | SIX MONTHS ENDED |   |         | 1999 TO |  
|                                     | JUNE 30            |        | JUNE 30          |   |         | JUNE 30 |  
|                                     |                    | 2003   |                  |   | 2002    |         |   | 2003    |   |   | 2002    |   |   | 2003      |  
|                                     |                    |        |                  |   |         |         |   |         |   |   |         |   |   |           |  
|                                     |                    |        |                  |   |         |         |   |         |   |   |         |   |   |           |  
|Cash Flows From Operating Activities |                    |        |                  |   |         |         |   |         |   |   |         |   |   |           |  
|Net loss for the period              | $                  | (7,156 | )                | $ | (11,292 | )       | $ | (11,401 | ) | $ | (16,749 | ) | $ | (46,716   | )
|                                     |                    |        |                  |   |         |         |   |         |   |   |         |   |   |           |  
|Adjustments To Reconcile Net Loss    |                    |        |                  |   |         |         |   |         |   |   |         |   |   |           |  
|To Net Cash Used By Operating        |                    |        |                  |   |         |         |   |         |   |   |         |   |   |           |  
|Activities                           |                    |        |                  |   |         |         |   |         |   |   |         |   |   |           |  
|Change in accounts receivable        |                    | (233   | )                |   | -       |         |   | (233    | ) |   | -       |   |   | (233      | )
|Change in prepaid expenses           |                    | (981   | )                |   | -       |         |   | (981    | ) |   | -       |   |   | (981      | )
|Change in accounts payable           |                    | 562    |                  |   | 3,382   |         |   | 259     |   |   | 3,382   |   |   | 702       |  
|                                     |                    |        |                  |   |         |         |   |         |   |   |         |   |   |           |  
|                                     |                    | (7,808 | )                |   | (7,910  | )       |   | (12,356 | ) |   | (13,367 | ) |   | (47,228   | )
|                                     |                    |        |                  |   |         |         |   |         |   |   |         |   |   |           |  
|                                     |                    |        |                  |   |         |         |   |         |   |   |         |   |   |           |  
|Cash Flows From Financing Activity   |                    |        |                  |   |         |         |   |         |   |   |         |   |   |           |  
|Share capital                        |                    | -      |                  |   | -       |         |   | -       |   |   | 3,000   |   |   | 78,000    |  
|                                     |                    |        |                  |   |         |         |   |         |   |   |         |   |   |           |  
|                                     |                    |        |                  |   |         |         |   |         |   |   |         |   |   |           |  
|Increase In Cash                     |                    | (7,808 | )                |   | (7,910  | )       |   | (12,356 | ) |   | (10,367 | ) |   | 30,772    |  
|                                     |                    |        |                  |   |         |         |   |         |   |   |         |   |   |           |  
|Cash, Beginning Of Period            |                    | 38,580 |                  |   | 62,186  |         |   | 43,128  |   |   | 64,643  |   |   | -         |  
|                                     |                    |        |                  |   |         |         |   |         |   |   |         |   |   |           |  
|                                     |                    |        |                  |   |         |         |   |         |   |   |         |   |   |           |  
|Cash, End Of Period                  | $                  | 30,772 |                  | $ | 54,276  |         | $ | 30,772  |   | $ | 54,276  |   | $ | 30,772    |  
|                                     |                    |        |                  |   |         |         |   |         |   |   |         |   |   |           |  

F-4

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CELLWAY VENTURES INC.(A Development Stage Company)

STATEMENT OF STOCKHOLDERS EQUITY

JUNE 30, 2003(Unaudited)
  (Stated in U.S. Dollars)

|                                  | COMMON STOCK |            |  |   |        |  |   |           
|--------------------------------- | ------------ | ---------- |  | - | ------ |  | - | ----------
|                                  |              |            |  |   |        |  |   |           
|                                  |              |            |  |   |        |  |   | ADDITIONAL
|                                  |              |            |  |   |        |  |   | PAID-IN   
|                                  |              | SHARES     |  |   | AMOUNT |  |   | CAPITAL   
|                                  |              |            |  |   |        |  |   |           
|                                  |              |            |  |   |        |  |   |           
|Shares issued for cash at $ 0.001 |              | 5,000,000  |  | $ | 5,000  |  | $ | -         
|Shares issued for cash at $ 0.01  |              | 5,000,000  |  |   | 5,000  |  |   | 45,000    
|Net loss for the period           |              | -          |  |   | -      |  |   | -         
|                                  |              |            |  |   |        |  |   |           
|                                  |              |            |  |   |        |  |   |           
|Balance, December 31, 1999        |              | 10,000,000 |  |   | 10,000 |  |   | 45,000    
|                                  |              |            |  |   |        |  |   |           
|Shares issued for cash at $ 0.20  |              | 100,000    |  |   | 100    |  |   | 19,900    
|Net loss for the year             |              | -          |  |   | -      |  |   | -         
|                                  |              |            |  |   |        |  |   |           
|                                  |              |            |  |   |        |  |   |           
|Balance, December 31, 2000        |              | 10,100,000 |  |   | 10,100 |  |   | 64,900    
|                                  |              |            |  |   |        |  |   |           
|Net loss for the year             |              | -          |  |   | -      |  |   | -         
|                                  |              |            |  |   |        |  |   |           
|                                  |              |            |  |   |        |  |   |           
|Balance, December 31, 2001        |              | 10,100,000 |  |   | 10,100 |  |   | 64,900    
|                                  |              |            |  |   |        |  |   |           
|Shares issued for cash at $ 0.20  |              | 15,000     |  |   | 15     |  |   | 2,985     
|Net loss for the year             |              | -          |  |   | -      |  |   | -         
|                                  |              |            |  |   |        |  |   |           
|                                  |              |            |  |   |        |  |   |           
|Balance, December 31, 2002        |              | 10,115,000 |  |   | 10,115 |  |   | 67,885    
|                                  |              |            |  |   |        |  |   |           
|Net loss for the period           |              | -          |  |   | -      |  |   | -         
|                                  |              |            |  |   |        |  |   |           
|                                  |              |            |  |   |        |  |   |           
|Balance, June 30, 2003            |              | 10,115,000 |  | $ | 10,115 |  | $ | 67,885    
|                                  |              |            |  |   |        |  |   |           

F-5

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CELLWAY VENTURES INC.(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS

JUNE 30, 2003(Unaudited)
  (Stated in U.S. Dollars)

|1. | BASIS OF PRESENTATION
      The unaudited financial statements as of June 30, 2003
        included herein have been prepared without audit pursuant to the rules
        and regulations of the Securities and Exchange Commission. Certain information
        and footnote disclosures normally included in financial statements prepared
        in accordance with United States generally accepted principles have been
        condensed or omitted pursuant to such rules and regulations. In the opinion
        of management, all adjustments (consisting of normal recurring accruals)
        considered necessary for a fair presentation have been included. It is
        suggested that these financial statements be read in conjunction with
        the December 31, 2002 audited financial statements and notes thereto.
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|2. | NATURE OF OPERATIONS                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   | a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   | b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           

F-6

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CELLWAY VENTURES INC.(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS

JUNE 30, 2003(Unaudited)
  (Stated in U.S. Dollars)

|2. | NATURE OF OPERATIONS(Continued)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|   | c)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|3. | SIGNIFICANT ACCOUNTING POLICIES
      The financial statements of the Company have been prepared
        in accordance with generally accepted accounting principles in the United
        States. Because a precise determination of many assets and liabilities
        is dependent upon future events, the preparation of financial statements
        for a period necessarily involves the use of estimates which have been
        made using careful judgement.
      The 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:
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|   | a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|   | b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            

F-7

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CELLWAY VENTURES INC.(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS

JUNE 30, 2003(Unaudited)
  (Stated in U.S. Dollars)

|**3.** | SIGNIFICANT ACCOUNTING POLICIES(Continued)
|------ | ------------------------------------------
|       |                                           
|       | c)                                        
|       |                                           
|       | d)                                        
|       |                                           
|       | e)                                        
|       |                                           
|       | f)                                        
|       |                                           
|       | g)                                        

F-8

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CELLWAY VENTURES INC.(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS

JUNE 30, 2003(Unaudited)
  (Stated in U.S. Dollars)

|**3.** | SIGNIFICANT ACCOUNTING POLICIES(Continued)
|------ | ------------------------------------------
|       |                                           
|       |                                           
|       | h)                                        

F-9

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ITEM 2.     MANAGEMENT'S DISCUSSION AND ANALYSIS
  OR PLAN OF OPERATION.

FORWARD-LOOKING STATEMENTS

The information in this Quarterly Report on Form 10-QSB contains
  forward-looking statements within the meaning of Section 27A of the Securities
  Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934,
  as amended. These forward-looking statements involve risks and uncertainties,
  including statements regarding Cellway's capital needs, business plans and expectations.
  Forward-looking statements are made, without limitation, in relation to operating
  plans, business development, availability of funds and operating costs. Any
  statements contained herein that are not statements of historical facts may
  be deemed to be forward-looking statements. In some cases, you can identify
  forward-looking statements by terminology such as "may", "will", "should", "expect",
  "plan", "intend", "anticipate", "believe", "estimate", "predict", "potential"
  or "continue", the negative of such terms or other comparable terminology. Actual
  events or results may differ materially. In evaluating these statements, you
  should consider various factors, including the risks outlined below, and, from
  time to time, in other reports Cellway files with the SEC, including Cellways
  Annual Report on Form 10-KSB for the year ended December 31, 2002. These factors
  may cause Cellway's actual results to differ materially from any forward-looking
  statement. Cellway disclaims any obligation to publicly update these statements,
  or disclose any difference between its actual results and those reflected in
  these statements. The information constitutes forward-looking statements within
  the meaning of the Private Securities Litigation Reform Act of 1995. Given these
  uncertainties, readers are cautioned not to place undue reliance on such forward-looking
  statements.

OVERVIEW

We have developed and currently market a free immigration
  information service on the Internet from our www.canadiancitizenship.com web
  site. We have designed our web site to provide information on the process of
  immigrating to Canada from foreign countries. Our target users are persons who
  are citizens of foreign countries seeking to work in or immigrate to Canada.
  Our objective is to become a leading web site for information on the process
  of immigrating into Canada.

Our web site is currently operational and we have initiated
  a marketing and sales effort to earn revenues from our web site operations.
  We commenced earning revenues from advertising on our web site during our second
  quarter ended June 30, 2003. We plan to continue earning revenues from sales
  of advertising as a result of our planned marketing and sales activities. We
  plan to continue to solicit and sell advertising to advertisers whose target
  market includes persons who are interested in immigrating to Canada. While our
  web site is operational, we plan to continue development work in order to enhance
  the features and content offered on our web site. In view of these factors and
  the fact that our operating expenses significantly exceed our revenues, our
  business operations are in a start-up phase.

PLAN OF OPERATIONS

Our plan of operations for the next twelve months is to complete the following objectives within the time period specified:

|(1) | We initiated our plan to continue our
        advertising and marketing campaign as the initial development of our web
        site is complete. These marketing activities will include telemarketing
        of our web site using a telemarketing service that we have engaged. These
        advertising and marketing activities commenced in our second quarter of
        2003. We anticipate that the cost of these marketing expenses over the
        next twelve months will be approximately $10,000.                                                                                                                                                                                  
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(2) | We anticipate spending approximately
        $22,000 on ongoing operating and administrative expenses. We anticipate
        that the monthly operating costs of our Web site will be approximately
        $500 per month. We also anticipate spending approximately $500 per month
        on maintaining the accuracy of the immigration information on our web
        site. In addition, we anticipate spending approximately $10,000 on legal
        and accounting professional fees that we incur in filing a registration
        statement under the Securities Exchange Act of 1934 and complying with
        ongoing reporting obligations under the Securities Exchange Act of 1934.

3

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We therefore anticipate that we will be spending approximately
  $32,000 over the next twelve-month period pursuing this plan of operations.
  Of these anticipated expenditures, we anticipate that $16,000 will be spent
  on our plan of operations in the next six months. Our cash position was $30,772
  as of June 30, 2003 and we had working capital of $31,284 as of June 30, 2003.

Results Of Operations

We commenced earning revenues from sales of advertising on
  our web site during our second quarter ended June 30, 2003. We earned revenues
  of $694 during the three months ended June 30, 2003. We commenced marketing
  activities to sell advertising for our web site during our second quarter and
  we intend to continue these efforts to achieve additional sales of advertising
  for our web site. The amount of revenues generated did not exceed our costs
  during the second quarter and there is no assurance that the amount of future
  revenues generated will exceed our future costs. As a consequence, we continue
  to be in our development stage and we can provide no assurance that we will
  be able to earn sufficient revenues from our web site to achieve profitability.

We incurred operating expenses in the amount of $12,095 for
  the six months ended June 30, 2003, compared to operating expenses in the amount
  of $16,749 for the six months ended June 30, 2002. We incurred operating expenses
  of $7,850 for the three months ended June 30, 2003, compared to operating expenses
  in the amount of $11,292 for the three months ended June 30, 2002. The decreases
  in our operating expenses resulted from primarily from decreases to our professional
  fees. Our professional fees were $7,372 for the six months ended June 30, 2003,
  compared to $13,657 for the six months ended June 30, 2002, and $4,566 for the
  three months ended June 30, 2003, compared to $8,272 for the three months ended
  June 30, 2002. The decrease is reflective of the fact that we were engaged in
  the preparation and filing of a registration statement with the Securities and
  Exchange Commission under the Securities Exchange Act of 1934 during the first
  half of 2002. This registration statement has been completed. Ongoing professional
  fees represent legal and accounting fees in connection with our reporting obligations
  under the Securities Exchange Act of 1934. Our office and sundry expenses increased
  to $2,416 for the six months ended June 30, 2003, compared to $72 for the six
  months ended June 30, 2002, and to $1,137 for the three months ended June 30,
  2003, compared to nil for the three months ended June 30, 2002. Office and sundry
  expenses were comprised of expenses associated with the operation of our web
  site and the commencement of marketing activities to attract advertising revenues
  for our web site. Increased office and sundry expenses are reflective of our
  current advertising and marketing operations. We did not incur any web site
  development expenses during the six months ended June 30, 2003 as our web site
  is now operational.

We incurred a loss of $11,401 for the six months ended June
  30, 2003, compared to a loss of $16,749 for the six months ended June 30, 2002.
  We incurred a loss of $7,156 for the three months ended June 30, 2003, compared
  to a loss of $11,292 for the three months ended June 30, 2002. Our reduced losses
  were attributable to our reduced operating expenses and to our achieving revenues
  during our second quarter.

We anticipate continuing operating losses in the foreseeable
  future. We base this expectation in part on the fact that we will incur substantial
  operating expenses in completing our stated plan of operations before we will
  have the opportunity to earn revenues that will exceed our costs. Our future
  financial results are also uncertain due to a number of factors, many of which
  are outside our control. These factors include, but are not limited to:

|(1) | our ability to develop a commercially
        marketable Internet web site with information and features sought by Internet
        users desiring information on immigration to Canada;
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(2) | our ability to successfully market our web site to our potential
      users;                                                                                                           
|(3) | our ability to successfully market our web site to advertisers
      who are prepared to pay for advertising on our site;                                                               
|(4) | the introduction of competing web sites.                                                                                                                                                

Financial Condition and Liquidity

We had cash of $30,772 as of June 30, 2003, compared to cash
  of $43,128 as of December 31, 2002. We had working capital of $31,284 as of
  June 30, 2003, compared to working capital of $42,685 as of December 31, 2002.
  Our accounts payable increased to $702 as of June 30, 2003 from $443 as of December
  31, 2002.

4

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As discussed above under Plan of Operations, we anticipate
  that we will be spending approximately $32,000 over the next twelve-month period
  pursuing this our plan of operations. Of these anticipated expenditures, we
  anticipate that $16,000 will be spent on our plan of operations in the next
  six months. We anticipate that our current working capital together with revenues
  from operations will be sufficient to cover our anticipated expenses over the
  next twelve months. We anticipate that we may require additional financing in
  order to pursue our business plan if: (a) the costs of implementing our business
  plan are greater than anticipated; or (b) we are unsuccessful in earning increased
  revenues in order to sustain continued operations. We anticipate that if we
  pursue any additional financing, the financing would be an equity financing
  achieved through the sale of our common stock. We do not have any arrangement
  in place for any debt or equity financing. If we are successful in completing
  an equity financing, existing shareholders will experience dilution of their
  interest in our company. In the event we are not successful in obtaining such
  financing when necessary, we may not be able to proceed with our business plan.

ITEM 3.     CONTROLS AND PROCEDURES.

As required by Rule 13a-15 under the Securities Exchange Act
  of 1934 (the Exchange Act), we carried out an evaluation of the
  effectiveness of the design and operation of our disclosure controls and procedures
  as of June 30, 2003, being the date of our most recently completed fiscal quarter.
  This evaluation was carried out under the supervision and with the participation
  of our Chief Executive Officer and Chief Financial Officer, Mr. Jack Morgan.
  Based upon that evaluation, our Chief Executive Officer and Chief Financial
  Officer concluded that our disclosure controls and procedures are effective
  in timely alerting management to material information relating to us required
  to be included in our periodic SEC filings. There have been no significant changes
  in our internal controls or in other factors that could significantly affect
  internal controls subsequent to the date we carried out our evaluation.

Disclosure controls and procedures are controls and other
  procedures that are designed to ensure that information required to be disclosed
  our reports filed or submitted under the Exchange Act is recorded, processed,
  summarized and reported, within the time periods specified in the Securities
  and Exchange Commission's rules and forms. Disclosure controls and procedures
  include, without limitation, controls and procedures designed to ensure that
  information required to be disclosed in our reports filed under the Exchange
  Act is accumulated and communicated to management, including our Chief Executive
  Officer and Chief Financial Officer, to allow timely decisions regarding required
  disclosure.

During our most recently completed fiscal quarter ended June
  30, 2003, there were no changes in our internal control over financial reporting
  that have materially affected, or are reasonably likely to affect, our internal
  control over financial reporting.

The term internal control over financial reporting
  is defined as a process designed by, or under the supervision of, the registrant's
  principal executive and principal financial officers, or persons performing
  similar functions, and effected by the registrant's board of directors, management
  and other personnel, to provide reasonable assurance regarding the reliability
  of financial reporting and the preparation of financial statements for external
  purposes in accordance with generally accepted accounting principles and includes
  those policies and procedures that:

|(1) | Pertain to the maintenance of records
        that in reasonable detail accurately and fairly reflect the transactions
        and dispositions of the assets of the registrant;                                                                                                                                                                                                 
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(2) | Provide reasonable assurance that transactions
        are recorded as necessary to permit preparation of financial statements
        in accordance with generally accepted accounting principles, and that
        receipts and expenditures of the registrant are being made only in accordance
        with authorizations of management and directors of the registrant; and
|(3) | Provide reasonable assurance regarding
        prevention or timely detection of unauthorized acquisition, use or disposition
        of the registrant's assets that could have a material effect on the financial
        statements.                                                                                                                                          

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PART II--OTHER INFORMATION

ITEM 1.     LEGAL PROCEEDINGS

We are not a party to any material legal proceedings and to our knowledge, no such proceedings are threatened or contemplated.

ITEM 2.     CHANGES IN SECURITIES AND USE OF PROCEEDS

We did not complete any unregistered sales of our common stock during our fiscal quarter ended June 30, 2003.

ITEM 3.     DEFAULTS UPON SENIOR SECURITIES

None.

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

No matters were submitted to our security holders for a vote during the fiscal quarter ended June 30, 2003.

ITEM 5.     OTHER INFORMATION.

None.

ITEM 6.     EXHIBITS AND REPORTS ON FORM 8-K

EXHIBITS REQUIRED BY ITEM 601 OF FORM 8-K

|Exhibit Number | Description of Exhibit                                                                                                                                                                       
|-------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|               |                                                                                                                                                                                              
|31.1           | Certification of Chief Executive Officer and Chief Financial Officer pursuant
      to Section 302 of the Sarbanes-Oxley Act of 2002 (1)                                                     
|               |                                                                                                                                                                                              
|32.1           | Certification of Chief Executive Officer and Chief Financial Officer pursuant
      to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
      Act of 2002 (1)

|    |                                                            
|--- | -----------------------------------------------------------
|(1) | Filed as an Exhibit to this Quarterly Report on Form 10-QSB
|    |                                                            

REPORTS ON FORM 8-K

We did not file any Current Reports on Form 8-K during the
  fiscal quarter ended June 30, 2003 and we have not filed any Current Reports
  on Form 8-K since June 30, 2003.

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SIGNATURES

In accordance with the requirements of the Securities and
  Exchange Act of 1934, the Registrant has duly caused this report to be signed
  on its behalf by the undersigned, thereunto duly authorised.

|                      | CELLWAY VENTURES, INC.
|--------------------- | ----------------------
|Date: August 13, 2003 |                       
|                      |                       
|                      | By:                   
|                      |                       
|                      |                       
|                      |                       
|                      |                       
|                      |                       

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