SEC  2334  (6-00)     POTENTIAL  PERSONS WHO ARE TO RESPOND TO THE COLLECTION OF
INFORMATION  CONTAINED  IN THIS FORM ARE NOT REQUIRED TO RESPOND UNLESS THE FORM
DISPLAYS  A  CURRENTLY  VALID  OMB  CONTROL  NUMBER.

MB APPROVAL
OMB  Number:  3235-0416
Expires:  April  30,2003
Estimated  average  burden
hours  per  response:  32.00

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

                                   FORM 10-QSB

(Mark  One)
[X  ]     QUARTERLY  REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
          ACT  OF  1934

   For the quarterly period ended  June 30, 2002
                                   -------------

[  ]     TRANSITION  REPORT  UNDER  SECTION  13  OR  15(d)  OF  THE EXCHANGE ACT
           For the transition period from _________________ to _________________

        Commission file number 333-412162
                               ----------

                                VHS NETWORK, INC.
                                -----------------
        (Exact name of small business issuer as specified in its charter)




                     Florida                65-0656668
                     -------
(State or other jurisdiction of      (IRS Employer Identification No.)
incorporation or organization)

                              301-5170 Dixie Road
                      Mississauga, Ontario, Canada L4W1E3
                      ------------------------------------
                    (Address of principal executive offices)

                                  905-238-9398
--------------------------------------------------------------------------------
                          (Issuer's telephone number)


                      APPICABLE ONLY TO CORPORATE ISSUERS
STATE THE NUMBER OF SHARES OUTSTANDING OF EACH OF THE ISSUER'S CLASSES OF COMMON
      EQUITY, AS OF THE LATEST PRACTICABLE DATE: JUNE 30, 2002 29,345, 268
                                                  ---------------------------

<PAGE>

                         PART I - FINANCIAL INFORMATION

ITEM  1.  FINANCIAL  STATEMENTS.

                                VHS Network Inc.
                           Consolidated Balance Sheets
              As of June 30, 2002 (unaudited) and December 31, 2001
<TABLE>
<CAPTION>


                                        June 30, 2002    Mar 31,2002   Dec. 31,2001
                                       ---------------  -------------  -------------
<S>                                           <C>              <C>            <C>
Assets
  Cash                                 $       13,770   $        690          1,157
  Accounts Receivable                           1,257          1,342         17,793
  Inventory                                    99,600         99,600         96,304
                                       ---------------  -------------  =============
    Total Current Assets               $      114,627        101,632        115,254
                                       ---------------  -------------  -------------

Property and Equipment
  Furniture and Equipment                      35,520         35,520         35,520
  Accumulated Depreciation                    (15,367)       (12,073)        (8,779)
                                       ---------------  -------------  =============
  Total Property and Equipment                 20,153         23,447         26,741
                                       ---------------  -------------  -------------

  Intangible Assets, net                      127,050        127,050        139,850
                                       ---------------  -------------  =============
    Total Assets                              261,830   $    252,129        281,845
                                       ===============  =============  =============


Liabilities
  Bank Loan Payable                    $       75,390   $     82,966         88,736
  Accounts Payable                            151,207        129,884        115,476
                                       ---------------  -------------  -------------
  Total Current Liabilities            $      226,597   $    212,850        204,212
                                       ---------------  -------------  -------------

  Accounts Payable, related party             574,315        499,286        430,135
  Notes Payable, related party                182,027        182,027        182,027
  Reserve for Loss Contingencies              350,000        350,000        350,000
                                       ---------------  -------------  -------------
  Total Long Term Liabilities               1,106,342      1,031,313        962,162
                                       ---------------  -------------  -------------
  Total Liabilities                         1,332,939      1,244,163      1,166,374
                                       ===============  =============  =============
Shareholders Equity

  Common Stock: $0.001
  Per Value: 1000,000,000 shares
  Authorized: 29,354,268 and
  22,785,268 Issued
  outstanding respectively:                    29,345         25,330         22,784
  Preferred Stock: 25,000,000 shares
  authorized; none issued or
  outstanding
  Additional Paid in Capital                3,756,068      3,735,462      3,637,208
  Accumulated Deficit                      (4,856,522)    (4,752,826)    (4,544,521)
                                       ---------------  -------------  -------------
  Total Shareholders Equity                (1,071,109)      (992,034)      (884,529)
                                       ---------------  -------------  -------------
  Total Liabilities and shareholders'
  equity                                      261,830        252,129        281,845
                                       ===============  =============  =============
</TABLE>
<PAGE>
                                VHS Network Inc.
                      Consolidated Statements of Operations
  For The Three Months and Six Months Ended June 30, 2002 and 2001 (unaudited)
                 And the year ended December 31,2001 (unaudited)
<TABLE>
<CAPTION>


                                  Three  Months        Six  Months          Year
                                      ended              ended             ended
                                  June 30, 2002      June 30,2001     December 31,2001
                                 ---------------  ------------------  -----------------
<S>                                    <C>              <C>                 <C>
Income:
  Sales                          $       14,279   $         210,099            163,537
  Cost of Goods Sold                     (5,048)           (192,672)          (139,599)
                                 ---------------  ------------------  -----------------
  Gross Margin                   $        9,231   $          17,427             23,938
                                 ---------------  ------------------  -----------------


Operating Expenses:
  Agency Fees                               431               4,670             10,911
  Consulting Fees                         4,716               3,861
  Salaries and Wages                     12,729                   -             11,460
  General and Administrative             10,510               7,126             13,180
  Management Fees                        75,029             150,000            288,220
  Professional Fees                      12,601              31,134            117,894
  Office Expense - China                      -              10,095             17,595
  Depreciation and Amortization           3,294              71,156             14,883
  Inventory Allowance                         -                   -             30,000
  Other                                       -                 362                  -
  Non reoccuring Expenses                     -                   -                  -
                                 ---------------  ------------------  -----------------
  Total Operating Expenses              119,310             278,404            504,143
                                 ---------------  ------------------  -----------------

  Operating Loss                       (110,079)           (260,977)          (480,205)

  Other (income) and Expenses
    Directors Fees                            -                   -
    Interest Expense                          -                   -                972
    Exchange (Gain) Loss                  2,986              (2,183)

                                 ---------------  ------------------  -----------------
    Total Other income
    and expenses                              -                                 (1,211)
                                 ---------------  ------------------  -----------------
    Net Loss Before Taxes              (110,079)           (199,983)          (478,994)
                                 ---------------  ------------------  -----------------

    Income Taxes                              -                   -                  -

    Net Loss                           (110,079)   (199,983)-114728           (478,994)
                                 ---------------  ------------------  -----------------

    Net Loss
    Per common share-Basic               0.0035                0.01              0.021
                                 ===============  ==================  =================

    Weighted Average number
    of common shares- Basic        29, 345, 268          19,560,268         22,785,268
                                 ===============  ==================  =================

    Net Loss per common
    share - diluted                      0.0035                0.01              0.021
                                 ===============  ==================  =================

    Weighted Average number
    of common shares  Diluted        29,345,268          19,560,268         22,785,268
                                 ===============  ==================  =================

</TABLE>

<PAGE>

                                VHS Network Inc.
                      Consolidated Statements of Cash Flows
           For the Six months ended June 30, 2002 and 2001 (unaudited)
                      And three months ended March 31, 2002
<TABLE>
<CAPTION>
                                                            Six  months     Six  months       Year
                                                               ended          ended           ended
                                                           June 30, 2002   June 30, 2001   Dec, 31 2001
                                                           --------------  --------------  -------------
<S>                                                               <C>             <C>             <C>
Net Income (Loss)                                               (318,384)       (199,983)      (478,994)
  Adjustments to reconcile net income (loss) to
   net cash provided by (used for) operating activities:


  Issuance of Common Stock for directors fees                     48,000
  Issuance of Common Stock for Expenses and Debt                  52,800              25
  Inventory Valuation allowance                                   30,000
  Amortization of Intangible assets                               12,800           4,000          8,000
  Depreciation                                                     6,588           3,156          6,883
  Prepaids and deposits                                                -          68,535
                                                           --------------  --------------  -------------
                                                                (198,196)       (192,827)      (365,551)
                                                           --------------  --------------  -------------
Cash Flow From Operating Activities:
  Changes in assets and Liabilities
  Receivables                                                     17,708            (865)        15,077
  Inventory                                                       (3,296)         (4,171)
  Prepaids and Deposits                                                -
  Bank Loan                                                      (13,346)
  Accounts Payable                                                29,731         (10,644)        52,511

                                                           --------------  --------------  -------------
Cash Flow used in operating activities:                         (167,399)       (204,336)      (304,183)
                                                           --------------  --------------  -------------

Cash flow from investing activities                                    -               -        (96,000)
                                                           --------------  --------------  -------------
Net cash used in investing activities                                  -               -        (96,000)
                                                           --------------  --------------  -------------

Cash Flow From Financing Activities:
  Accounts payable, related party                                150,180         150,000        280,135
  Advances from related party                                          -          85,146
  Payments on advances from related party                              -         (37,371)
  Proceeds from Notes payable                                          -
  Proceeds from Exercise of warrants                                   -          96,000

                                                           --------------  --------------  -------------
  Net Cash Generated by Financing activities                     150,180         197,775        376,135

  (decrease) Increase in cash and cash Equivalents                12,613          (6,561)       (24,048)
  Balance at beginning period                                      1,157          25,205        (25,205)
                                                           --------------  --------------  -------------
  Balance at end of period                                        13,770          18,644          1,157
                                                           ==============  ==============  =============
Supplimentry Disclosure:
  Cash Paid for Interest                                           1,857               -            972
  Cash Paid for Taxes                                                  -               -
  Conversion of payables into common Stock                        52,800               -              -
  Common stock issued for acquisitions                                 -          96,000
  Common stock issued for services and expenses                   48,000               -         25,000

</TABLE>
<PAGE>
                                VHS NETWORK, INC.
                               NOTES TO FINANCIAL
                                   STATEMENTS
                                    JUNE 30,
                                      2002

                                Company History

VHS  Network,  Inc.  ( the "Company" or "VHSN") was incorporated in the State of
Florida  on December 18, 1995, as Ronden Vending Corp. on December 24, 1996, the
Company incorporated a wholly owned subsidiary called Ronden Acquisition, Inc. a
Florida  corporation.  Ronden  Acquisition  Inc.  ,  then merged with Video Home
Shopping, Inc. (a Tennessee corp[oration), and Ronden Acquisition, Inc., was the
surviving  Florida Corporation. In 1996, Video Home Shopping, Inc. was a network
marketing  and  distribution  company which offered a wide range of products and
services  to  consumers  through  the  medium  of video tap[e. After the merger,
however,  the  Company  decided  not  to continue with the network marketing and
distribution  operations  of  Video  Home  Shopping,  Inc.  of  Tennessee.

On  January  9,1997,  articles  of  merger  were  filed  for  the Company as the
surviving  corporation  of  a  merger  between  the Company and its wholly owned
subsidiary,Ronden  Acquisitions,  Inc.  This  completed  the  forward triangular
merger  between Video Home Home Shopping, Inc. Ronden Acquisitions, Inc. and the
Company.

On  January  9, 1997, articles of amendment were filed to change the name of the
Company  from  Ronden  Vending  Corp. to VHS Network, Inc. On April 9, 1997, the
Company  incorporated  VHS  Acquisitions,  Inc.  as  a  wholly owned subsidiary.

In  April  1997,  the  Company  was  restructured  by way of a reverse take-over
involving its wholly owned subsidiary, VHS Acquisitions, Inc. a Florida company,
and  VHS  Network, Inc., a Manitoba and Canadian controlled private corporation.

On  April 12, 2000, the Company acquired all of the outstanding common shares of
China-  eMall  Corporation,  an  Ontario private company. This represents a 100%
voting  interest  in  China-eMall  Corporation.

On  December  1,  2001 the Company acquired all the outstanding common shares of
TrueNet  Enterprise  Inc.,  an  Ontario  private  company.

1.     OPERATIONS  (CONTINUED)

                                   OPERATIONS

The  Company  is  continuing  to  reposition itself to identify technologies and
market  opportunities in the United States, Canada, China and abroad in Internet
and  electronic commerce interactive media, and SmartCard loyalty marketing. The
Company  will  operate  and/or  develop  these lines as well as seek other joint
ventures  and  alliances  with  third  parties.


<PAGE>
                                VHS NETWORK, INC.
                               NOTES TO FINANCIAL
                                   STATEMENTS
                                  JUNE 30, 2002

2.     SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

THESE  CONSOLIDATED  FINANCIAL  STATEMENTS  ARE  PREPARED  IN  ACCORDANCE  WITH
ACCOUNTING  PRINCIPLES GENERALLY ACCEPTED IN THE UNITED STATES. THE FOLLOWING IS
A  SUMMARY OF THE SIGNIFICANT ACCOUNTING POLICIES FOLLOWED IN THE PREPARATION OF
THESE  CONSOLIDATED  FINANCIAL  STATEMENTS.


                           PRINCIPALS OF CONSOLIDATION
                           ---------------------------

The  consolidated  financial  statements include the accounts of the company and
all  of  its  subsidiary companies.  Intercompany accounts and transactions have
been  eliminated  on  consolidation.

These  consolidated  financial statements reflect all adjustments, which are, in
the  opinion of management, necessary for a fair presentation of the results for
the  interim  periods.

                            CASH AND CASH EQUIVALENTS
                            -------------------------

Cash  and  cash  equivalents  consist  of  cash  on hand and cash deposited with
financial  institutions,  including  money market accounts, and commercial paper
purchased  with  an  original  maturity  of  three  months  or  less.

                              CONCENTRATION OF CASH
                              ---------------------

The  company  at  times  maintains  cash balances in accounts that are not fully
federally  insured.  Uninsured  balances  as  of  June  30,  2002  were  13,770.

                                   INVENTORIES
                                   -----------

Inventories  are  stated  at  the  lower of cost (first in, first out method) or
market.

<PAGE>

2.     SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (CONTINUED)

                             PROPERTY AND EQUIPMENT
                             ----------------------

Property and equipment are stated at cost or, in the case of leased assets under
capital  leases,  at the present value of the future lease payments at inception
of  the  lease.  Major  improvements  that  materially extend the useful life of
property  are  capitalized.  Depreciation is calculated on a straight-line basis
over  the  estimated  useful  lives  of various assets, which range from thee to
seven  years.  Leasehold improvements and leased assets under capital leases are
amortized over the life of the asset or the period of the respective lease using
the  straight-line  method, whichever is the shortest.  Expenditures for repairs
and  maintenance  are  changed  to  expense  as  incurred.

Depreciation expense for the three-month ended June 30, 2002, was $3,294 and for
the  year  ended  December  31,  2001,  was  $  14,883.


                            STOCK- BASED COMPENSATION
                            -------------------------

The  company  accounts for its stock-based compensation plan based on Accounting
Principles  Board  ("APB")  Opinion  No.  25.  In  October  1995,  the Financial
Accounting  Standards  Board  ("FASB")  issued  SFAS  No.  123,  "Accounting for
Stock-Based  Compensation."  The  Company has determined that it will not change
to  the  fair  value  method  and  will  continue  to use APB Opinion No. 25 for
measurement  and  recognition  of  any  expense  related to employee stock based
transactions.

                                  INCOME TAXES
                                  ------------

The  company  accounts  for  the  income  taxes  in accordance with SFAS No. 109
"Accounting for Income Taxes".  Income taxes are provided for the tax effects of
transactions  reported  in  the consolidated financial statements and consist of
deferred tax assets and liabilities for financial and income tax reporting.  The
deferred tax assets and liabilities represent the future tax return consequences
of those differences, which will be either taxable or deductible when the assets
and  liabilities  are  recovered or settled.  Deferred taxes are also recognized
for  operating  losses  that  are  available  to  offset  future taxable income.

<PAGE>

2.  SUMMARY  OF  SIGNIFICANT  POLICIES  (continued)

                          Foreign Currency Translation
                          ----------------------------



Transactions  are  translated into the functional currency at the exchange rates
in effect at the time the transactions occur.  Exchange gains and losses arising
on  translation  are  included  in  the  operating  results  for  the  year.

                                     REVENUE
                                     -------

Sales  are  recorded  for  products  upon  shipment  of product to customers and
transfer  of  title  under  standard  commercial  terms.

                              COMPREHENSIVE INCOME
                              --------------------

In  1999,  the  Company  adopted SFAS No. 130, "Reporting Comprehensive Income."
SFAS  No.  130  establishes  standards  for  reporting  and  presentation  of
comprehensive  income  and its components in a fell set of financial statements.
Comprehensive  income  is  presented  in  the  consolidated  statements  of
shareholders'  equity  and  comprehensive income, and consists of net income and
unrealized  gains  (losses) on available for sale marketable securities; foreign
currency translation adjustments and changes in market value of future contracts
that  qualify  as  a  hedge;  and  negative  equity  adjustments  recognized  in
accordance  with  SFAS  87. SFAS No. 130 requires only additional disclosures in
the  consolidated  financial  statements  and  does  not  affect  the  Company's
financial  position  or  results  of  operations.  The elements of comprehensive
income  for  the  tree-month and six-month periods ended June 30, 2002, and 2001
and  the  year  ended  December  31,  2001  were  de  minimis.

Income  (loss)  per  common  share
----------------------------------

Income  (loss)  per  common  share is computed on the weighted average number of
common  or  common  and  common  equivalent shares outstanding during each year.
Basic  Earnings-Per-Share ("EPS") is computed as net income (loss) applicable to
common  stockholders'  divided  by  the weighted average number of common shares
outstanding  for  the  period.  Diluted EPS reflects the potential dilution that
could  occur  from common shares issue able through stock options, warrants, and
other convertible securities when the effect would be dilutive.  The Company had
no  dilutive  securities.


Long-lived  assets
------------------

In accordance with Statement of Financial Accounting Standards ("SFAS") No. 121,
the Company reviews the carrying value of its long-lived assets and identifiable
intangibles  for possible impairment whenever events or changes in circumstances
indicate  the  carrying  amount  of  assets  to  be  held  and  used  may not be
recoverable.

<PAGE>
                                USE OF ESTIMATES
                                ----------------

The  preparation  of  the  financial  statements  in  conformity  with generally
accepted accounting principles necessarily requires management to make estimates
and  assumptions  that effect the reported amounts of assets and liabilities and
disclosure  of  contingent  assets  and liabilities at the date of the financial
statements and the reported amounts of revenue and expenses during the reporting
periods.  Actual  results  could  significantly  differ  from  those  estimates.

                                ADVERTISING COSTS
                                -----------------

The  Company  expenses  advertising costs as they are incurred.  The Company did
not  incur any advertising costs for the three-month and six-month period ending
June  30,  2002  and  for  the  year  ending  December  31,  2001

                SEGMENTS OF AN ENTERPRISE AND RELATED INFORMATION
                -------------------------------------------------

The  Company  follows  SFAS No. 131 "Disclosures about Segments of an Enterprise
and  Related Information." SFAS No. 131 requires that public business enterprise
report  financial  and  descriptive  information about it's reportable operating
segments on the basis that is used internally for evaluating segment performance
and  deciding  how  to  allocate  resources  to segments. Currently, the Company
operates  in  only  one  segment.

2.  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (continued)

                                   Intangibles
                                   -----------

Intangible  assets are recorded at cost.  Capitalized web-site development costs
associated  with eh purchase of China eMall are amortized on straight-line basis
over  a  period  of  3  years.

                    Recently Issued Accounting Pronouncements
                    -----------------------------------------

In  June  1998,  the  FASB  issued  SFAS  No.  133,  "Accounting  for Derivative
Instruments  and  Hedging  Activities." SAFS No. 133 requires recognition of all
derivative financial instruments as either assets or liabilities in consolidated
balance  sheets  at  fair  value  and  determines  the  method(s)  of  gain/loss
recognition.  The  FASB  issued SFAS No. 137, "Deferral of the Effective Date of
FASB  statement No.133" in June 1999 to defer the effective date of SFAS No. 133
to  fiscal  years  beginning  after  June  15,  2000.  The Company does not have
derivative  instruments  and  does  not  conduct  hedging  activities.

<PAGE>

3.  INVENTORIES

On April 29, 1998, the Company acquired approximately 32,000 sets of printed art
reproductions.  Each  set  consists  of four full-color prints from "The Andover
Series"  by  artist  Jim Perleberg.  Each image has a title narrative printed in
the margin and is re-signed, in the plate, by the artist.  The management of the
Company  has  evaluated  the  market value of the prints and determined that the
market  value of the prints is not below their acquisition cost.  The prints are
by  a  noted  artist,  and  the  original  Andover  Series  S/N  Limited Edition
lithographs  were  fully  sold.

The  company  acquired  these sets of prints in exchange for 1,399,992 shares of
its  common  stock valued at 139,999.  The Company will be offering these prints
for  sale  through  it's  own  web  site  and  other  Internet  web  sites.
The  Company has recorded a valuation allowance of 28,000 in 2000 to reflect the
fair  value  of  the  inventory.

4.  INCOME  TAXES

No provision for federal and state taxes has been recorded for the three and six
month  periods  ended  June  30,  2002 and 2001, and the year ended December 31,
2001,  since  the  Company  incurred  net  operating  losses  for these periods.

5.  RELATED  PARTY  TRANSACTIONS


                            Groupmark Canada Limited
                          -----------------------------

In  1997,  the  Company  entered into a management service with Groupmark Canada
Limited  ("Groupmark"), of which the Chairman and Chief Executive Officer of the
Company  is  the sole shareholder.  Under this agreement, Groupmark provides the
Company  all  management, daily administrative functions, financial and business
advisory services.  Groupmark was also contracted to assist in the technological
development  of  the "SmartCARD."  Contractually, charges for these services are
not  to  exceed $56,000 per month.  For the three and six-months ending June 30,
2002,  the  company  incurred  management  fees  of  $75,029  and  $150,000,
respectively.  For  the  three  and  six-months ending June 30, 2001 the Company
incurred  $75,000,  and  150,000  respectively.

Amounts  due  Groupmark  pursuant to this management service agreement and other
borrowings  as  of June 30, 2002 and December 31, 2001 are $7566,342 and $612162
respectively.  Groupmark  has  the  option  to  accept  payment  by  way  of the
company's  common  stock  at  fair  market  value  in  lieu  of  cash.

<PAGE>

6.  COMMITMENTS  AND  CONTINGENCIES

                                      Legal
                                      -----

The  Company  is  not currently aware of any legal proceeding or claims that the
Company  believes will have individually or in the aggregate, a material adverse
effect  on  the  Company's  financial  position  or  results  of  operations.



              Vidio  Home  Shopping,  Inc.,  a Tennessee Corporation

Management  believes  that  the contingency that has been carried by the company
for the last several years is no longer a concern. It has therefore discontinued
to  carry  this  contingency.


                           Going Concern Uncertainties
                           ---------------------------

The  accompanying  financial  statements  have  been prepared in conformity with
generally  accepted accounting principals, which contemplate continuation of the
Company  as  a  going  concern.  However,  the Company has experienced recurring
operating  losses  and  negative  cash  flows  from  operations.  The  Company's
continued existence is dependant upon its ability to increase operating revenues
and/or  raise  additional  equity  financing.

In view of these matters, management believes that actions presently being taken
to  expand  the  Company's  operations  and to continue its web-site development
activity  provide  the  opportunity  for the Company to return to profitability.
The  continued  focus  on  strategic  technological investments will improve the
Company's  cash  flow, profitability, and ability to raise additional capital so
that  it  can  meet  its  strategic  objectives.

Management  is  currently  in  the  process  of  negotiating  additional  equity
financing with potential investors.  The financial statements do not include any
adjustments  that  might  result  fro  the  outcome  of  this  uncertainty.

7.  INTANGIBLE  ASSETS

Intangible  assets  at  $  127,050  consist  of  the  following:

               Domain  Name                      $    24,000
               Software                          $   129,520
               Less:  Accumulated  Amortization  $   (26,470)
                                                --------------
                                                 $   127,050


<PAGE>

Amortization expense for the six-months ended June 2002 was $26,470 Amortization
expense  for  the six months ended June 2001 was $1670.00 and for the year ended
December  31,  2001  was  $  13,760

8.  REGISTRATION  STATEMENT

There  were  no  registration statements submitted during this reporting period

9.  PLAN  OF  REORGANIZATION

On May 6, 2001, the Company entered into an agreement and plan of reorganization
(the  "Agreement")  with  Branson  Holdings  Inc. ("Branson") to acquire all the
issued  and  outstanding shares of Branson.  The agreement provides that all the
shareholders  of  Branson shall exchange all of the outstanding shares of common
stock  of  Branson,  constituting  a  total  of  10,072  shares,  for a total of
10,072,000  common  shares  of  VHSN  and  Branson shall thereafter operate as a
wholly-owned  subsidiary  of VHSN.  One of these conditions precedent to closing
is  that  the  board  of  directors  of  VHSN, must prior to the issuance of the
10,072,000  common shares, authorize and effect a reverse stock split of 20 to 1
of  the  Company's total issued and outstanding shares to bring the total issued
and  outstanding shares of VHSN equal to 978,013 from 19,560,268.  On completion
of  the  transaction and after giving effect to the issuance of 10,072,000 there
would  be  11,050,013  common shares of VHSN outstanding on a non-diluted basis.

The  Agreement further provides that, on closing, the board of directors of VHSN
will  be  reduced  to 3 and 2 nominees for Branson will be added to make a total
number  of  directors  5.

The  management  of  the Company has discontinued negotiations with Branson  and
has  terminated  any  further  discussions.


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

GENERAL
-------

The  information  in this section should be read together with the consolidated,
unaudited, interim financial statements that are included elsewhere in this Form
10-QSB.  VHSN's  goals  and  objectives  are centered on the ability to identify
technologies and market opportunities in the United States, Canada and abroad in
internet  and  interactive  media  e-commerce and smartCARD loyalty marketing.To
achieve  its  goals,  VHSN  is  developing  its  supplier base and its web site,
www.china-emall.com  so  that  it will be in a position to attract purchasers of
its  products  and  develop  its  revenues. It is at the same time investigating
companies  from  which  it  can  acquire  technology  with  proven  financial
performance,  where  joint  ventures  or  acquisitions  may  also  be  possible.


<PAGE>

RESULTS  OF  OPERATIONS

Results  for  three  months  ended  June  30,2002

We  had sales in North America of finished goods, which we sourced in China, and
North  America.  We  did, however, develop some sales sourced in Canada as well.

For the three months ended June 30, 2002 we had revenues of $ 14,279 and for the
six  months  ended  June  30,  2002 VHSN reported revenues of $34,276. The gross
margin  on  sales  resulted  in a total of $25,685. The company anticipates that
this  margin  will  not  be
sustained  as  some of the sales were software related, where the costs had been
taken  previously.
Operating  Expenses  for  the three months ending June 30, 2002 were $119,310 as
compared  to  Operating  Expense  of  $464,591  for  the three months ended June
30,2001.  This  substantial  difference is attributed primarily to the fact that
non-recurring expenses of $216,515 were not charged during this time. Management
is of the opinion that these extraordinary expenses will be non-recurring in the
current  fiscal  year.

Amounts  due to Groupmark Canada Limited as at June 30,2002 were $573,315. and a
note  payable  of  $  182,027.  This  for  a  total  of  $756,342.


Results  for  the  six  months  ended  June  30,  2002.

Revenues for the period were $34,276, This is compared to $210,099  in sales for
the  same  period June 30,2001. The current period accounting for a reduction of
$175,823.  in  sales.

Operating  expenses  for  the  three  months ended June 30,2002 were $119,310 as
compared  to  $102,340  for  the  three months ended June 30,2001. Non-recurring
expense  was  also reduced during this period from $216,515 to $0 in part due to
completion of our acquisition of China-emall and the related professional costs.

LIQUIDITY  AND  CAPITAL  RESOURCES

Although  our  revenues  were considerably lower during this period, the company
experienced  a  loss  of $ 110,079 from operations, as compared to $462,157. for
the three month period ended June 30,2001. We anticipate that we will be able to
significantly  reduce  this  operating loss over the corresponding period in the
next  fiscal  year  as  the  company  establishes  itself  in  the  market.

The ability of VHSN to continue as a going concern is dependent upon its ability
to  increase  sales and obtain capital funding as needed to fund its operations.

<PAGE>

CHANGES  IN  FINANCIAL  POSITION

There  have  been  9,785,000  share issuance of stock during this fiscal period.
Total  assets of $261,830 on June 30,2002 compared with total assets of $228,265
on  June  30,2001. Total liabilities decreased to $982,939. on June 30,2002 from
$1,244,163.  on March 31,2002. The decrease is due primarily to the reduction of
the  reserve for contingency of $350,000. which management now believes is not a
required  allocation. Shareholders' equity decreased from ($884,529) on December
31,2001  to  ($721,109)  during  the  second  quarter  of  2002.


FUTURE  PROSPECTS

The  company  has  not  made  any significant progress in the six months of this
fiscal  year.  During  this  period we have experienced several cancellations of
contracts  with  clients  for  our  products  and  services. This will result in
reduced  revenues  for  the company in the future. Our forecasts for future sale
are  in  line  with  this reality and our budgets, as a result will reflect this
reality.

The  general  downturn in the economy, and the requisite reluctance of merchants
to  carry  excess  inventories  are  a concern for all e-commerce companies. We,
however,  believe that this may assist in our ability to deliver products to our
markets  on  an  "as  needed"  basis.

We  are  experiencing  an  increase  in  the  use  of our internet site due to a
reluctance  of  our potential and current customers to travel great distances to
trade  shows  and  foreign  countries.

We  continue  to  focus  on  increasing our operational efficiencies in order to
minimize  our  deficit.

                             PART  11  -  OTHER  INFORMATION

ITEM  1.  LEGAL  PROCEEDINGS.

NONE

ITEM  2.  CHANGES  IN  SECURITIES/RECENT  SALES  OF  UNREGISTERED  SECURITIES.

Shares  issued during the period ended June 30, 2002 were for exchangeable share
under  the purchase agreements with the shareholders of China-eMall. For a total
of  3,960,000.

ITEM  3.  DEFAULTS  UPON  SENIOR  MANAGEMENT

NONE

<PAGE>

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

NONE

ITEM  5.  OTHER  INFORMATION

NONE

ITEM  6.  EXHIBITS  AND  REPORTS.

A.  EXHIBITS

2.1*     Agreement  and  Plan  of  Reorganization  between VHS Network, Inc. and
Exodus  Acquisition  Corporation,  dated  May  6,  2000.

3.1*     Articles  of  Incorporation  for  VHS  Network,  Inc.

3.2*     Articles  of  Merger  for  VHS  Network,  Inc.

3.3*     Articles  of  Amendment  for  VHS  Network,  Inc.

3.4*     By-Laws  of  VHS  Network,  Inc.

4.1*     Specimen  Stock  Certificate.

10.1*     Share  Exchange Agreement made April 15, 2000 among VHS Network, Inc.,
China  eMall  Corporation,  Gang Chai, Qin Lu Chai, Uphill Capital Inc., Charles
He,  Qing  Wang,  and  Forte  Management  Corporation.

10.2*     License  Agreement  between Groupmark Canada Limited, and VHS Network,
Inc.  dated  January  1,  2000.

10.3*     Management  Services Agreement between VHS Network, Inc. and Groupmark
Canada  Limited,  dated  April  1997.

10.4*     Agreement  and Plan of Merger dated as of December 26, 1996 made among
Ronden  Vending  Corporation  and Ronden Acquisition, Inc., Video Home Shopping,
Inc.  (A  Tennessee  Corporation),  Progressive  Media  Group,  Inc.  and Pamela
Wilkerson.

10.5*     Agreement  and  Plan  of  Merger dated as of December 30, 1996 between
Ronden  Vending  Corporation  and  Ronden  Acquisition,  Inc.

10.6*     Agreement  and  Plan  of Reorganization dated April 10, 1997 among VHS
Network,  Inc.  and  VHS  Acquisition,  Inc.  and  VHS  Network  (Canada)  Inc.*

10.8**     Form  of  Acquisition  Agreement  between  the  Company  and  TruNet
Enterprise  Inc.

99.1       Certifications Pursuant To 18 U.S.C. Section 1350, As Adopted
Pursuant  To Section 906 Of The Sarbanes-Oxley Act Of 2002


--------------------------------------------------------------------------------
*     Previously  filed as an exhibit to the Company's Registration Statement on
Form  SB2  filed  with  the  Commission  and  incorporated  by reference herein.

**     Filed  as  exhibit  10.8  to  the  Company's  form  10K-SB filed with the
Commission  on  April  16,  2002  and  incorporated  by  reference  herein.


<PAGE>
b.     Reports  on  Form  8-K

On  February  4,  2002,  the Company filed a Current Report on Form 8-K with the
Commission  disclosing  the  Company's  change  of  accountants

                                   SIGNATURES
                                   ----------

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


                    VHS  NETWORK  INC.

                    /s/Elwin  Cathcart
                    ------------------
                    Elwin  Cathcart,  Chief  Executive  Officer
                    (Principle  Accounting  Officer,  and  Principle
                    Executive  officer)



                                   SIGNATURES
In  accordance  with the requirements of the Exchange Act, the registrant caused
this  report  to  be  signed  on  its  behalf by the undersigned, thereunto duly
authorized.
      VHS Network, Inc.
     __________________________________
     (Registrant)
     __________________________________

Date August 15, 2002
     _______________________________      (Signature)* /s/ Elwin Cathcart
                                           ___________________________________
Date  _______________________________     (Signature)*    Elwin Cathcart

*Print  the  name  and  title  of  each  signing  officer  under  his signature.