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

                                   FORM 10-QSB

[  x  ]            QUARTERLY  REPORT  PURSUANT  TO  SECTION  13  OR  15(d)
                          OF THE SECURITIES ACT OF 1934
                  FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2003

                                       OR

[     ]           TRANSITION  REPORT  PURSUANT  TO  SECTION  13  OR  15(d)
                          OF THE SECURITIES ACT OF 1934
            FOR THE TRANSITION PERIOD FROM ___________TO ____________

                         COMMISSION FILE NUMBER: 0-28058


                             VILLAGEWORLD.COM, INC.
             (Exact name of registrant as specified in its charter)
        NEW  YORK                                   11-3137508
 (State or other jurisdiction of                (I.R.S.  Employer
  incorporation or organization)               Identification  No.)

                               620 JOHNSON AVENUE
                            BOHEMIA, NEW YORK  11716

          (Address, including zip code, of principal executive offices)

                                 (631) 218-0700
              (Registrant's telephone number, including area code)

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

(1)Yes     __      No    X
                         -

(2)Yes     X     No    __
           -

                      APPLICABLE ONLY TO CORPORATE ISSUERS:

State  the  number of shares outstanding of each of the issuer's class of common
equity,  as  of  the  latest practicable date: At March 25, 2003, the issuer had
outstanding  77,337,935  shares  of  Common  Stock,  par  value $.001 per share.
Pursuant  to  the  terms  of  the  Company's  Certificate  of Incorporation, the
conversion  of all outstanding Class C Preferred Stock automatically occurred on
December  28,  2002.  As  of  September 18, 2003, the holders of the outstanding
Class  B  Preferred  Stock have elected to convert their Class B Preferred Stock
into  shares of Common Stock.  At September 24, 2003, the issuer had outstanding
147,217,695  shares  of  Common  Stock,  par  value  $.001  per  share.


Transitional  Small  Business  Disclosure  Format  (Check  one):  Yes[  ]  No[X]


<PAGE>


                             VILLAGEWORLD.COM, INC.

                                   FORM 10-QSB

                                 MARCH 31, 2003

                                      INDEX

                         PART I - FINANCIAL INFORMATION

<TABLE>
<CAPTION>



                                                                                                             Page
                                                                                                           ------
<S>                                                            <C>                                                  <C>

Item 1.             Unaudited Consolidated Balance Sheet. . . . . . . . . .                                      3

                    Unaudited Consolidated Statements of Operations . . . .                                      4

                    Unaudited Consolidated Statements of Cash Flows . . . .                                      5

                    Unaudited Consolidated Statements of Stockholder Equity                                      6

                    Unaudited Notes to Consolidated Financial Statements. .                                      7

Item 2. . . . . . . Management's Discussion and Analysis of Financial
                    Condition and Results of Operations . . . . . . . . . .                                     10

Item 3. . . . . . . Controls and Procedures                                                                     13


                         PART II - OTHER INFORMATION

Item 1. . . . . . . Legal Proceedings                                                                           14

Item 2. . . . . . . Changes in Securities                                                                       14

Item 3. . . . . . . Defaults by the Company upon Its Senior Securities                                          14

Item 4. . . . . . . Submission of Matters to a Vote of Security Holders                                         14

Item 5. . . . . . . Other Information                                                                           14

Item 6. . . . . . . Exhibits and Reports on Form 8-K                                                            15

                    Signatures. . . . . . . . . . . . . . . .                                                   16

                    Certification Pursuant to Section 302 of the
                    Sarbanes-Oxley Act of 2002. . . . . . . . . . . . . . .                                17 - 18
</TABLE>


                                        2
<PAGE>
<TABLE>
<CAPTION>

                               VILLAGEWORLD.COM, INC. AND SUBSIDIARIES
                                      CONSOLIDATED BALANCE SHEET



                                                                 March 31, 2003    December 31, 2002
                                                                ----------------  -------------------
<S>                                                             <C>               <C>
ASSETS
Current Assets:
Cash . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $         2,030   $                -
Accounts receivable, net of allowance for doubtful accounts. .          161,053              258,896
Inventory. . . . . . . . . . . . . . . . . . . . . . . . . . .           14,433               14,587
Prepaid expenses and other current assets. . . . . . . . . . .           52,031               74,035
                                                                ----------------  -------------------
  Total Current Assets . . . . . . . . . . . . . . . . . . . .          229,547              347,518


Fixed assets, net of accumulated depreciation. . . . . . . . .          141,752              156,573
Goodwill . . . . . . . . . . . . . . . . . . . . . . . . . . .          300,000              300,000
Other assets . . . . . . . . . . . . . . . . . . . . . . . . .           16,721               17,321
                                                                ----------------  -------------------
  TOTAL. . . . . . . . . . . . . . . . . . . . . . . . . . . .  $       688,020   $          821,412
                                                                ================  ===================


LIABILITIES AND STOCKHOLDERS' DEFICIENCY
Current liabilities:
Cash Overdraft . . . . . . . . . . . . . . . . . . . . . . . .  $             -   $            4,856
Note payable - bank. . . . . . . . . . . . . . . . . . . . . .  $       192,718              192,718
Accounts payable and accrued expenses. . . . . . . . . . . . .          826,153              824,268
Commissions payable. . . . . . . . . . . . . . . . . . . . . .          111,195              111,195
Deferred income. . . . . . . . . . . . . . . . . . . . . . . .           41,460               64,633
Loans payable, related parties . . . . . . . . . . . . . . . .        1,045,133            1,036,065
                                                                ----------------  -------------------
  Total Current Liabilities. . . . . . . . . . . . . . . . . .        2,216,659            2,233,735

  Total Liabilities. . . . . . . . . . . . . . . . . . . . . .        2,216,659            2,233,735
                                                                ----------------  -------------------

Stockholders'  Deficiency:
Convertible Class B preferred stock; $.001 par value;
 1,000,000 shares authorized; 508,152 shares issued
 and outstanding . . . . . . . . . . . . . . . . . . . . . . .              508                  508
Common stock; $.001 par value; 200,000,000 shares authorized;
  77,337,935 and 77,337,935 shares issued, respectively. . . .           77,338               77,338
Additional paid in capital . . . . . . . . . . . . . . . . . .        6,136,299            6,125,907
Accumulated deficit. . . . . . . . . . . . . . . . . . . . . .       (7,675,240)          (7,548,532)
Stock subscription receivable. . . . . . . . . . . . . . . . .           (2,920)              (2,920)
Treasury stock (65,279 shares at cost) . . . . . . . . . . . .          (64,624)             (64,624)
                                                                ----------------  -------------------
  Total stockholders' deficiency . . . . . . . . . . . . . . .       (1,528,639)          (1,412,323)
                                                                ----------------  -------------------

  TOTAL. . . . . . . . . . . . . . . . . . . . . . . . . . . .  $       688,020   $          821,412
                                                                ================  ===================
                                                                              -
</TABLE>


     The accompanying notes are an integral part of the financial statements.



                                        3
<PAGE>

<TABLE>
<CAPTION>

                           VILLAGEWORLD.COM, INC. AND SUBSIDIARIES
                            CONSOLIDATED STATEMENTS OF OPERATIONS


                                                                 Three Months Ended
                                                          March 31, 2003     March 31, 2002
                                                       --------------------  ---------------
<S>                                                    <C>                   <C>
REVENUES:
Subscription services . . . . . . . . . . . . . . . .  $           103,606   $       577,541
Installation, maintenance and consulting. . . . . . .               94,391           390,332
Hardware sales. . . . . . . . . . . . . . . . . . . .               16,883           115,818
Other revenues. . . . . . . . . . . . . . . . . . . .                2,769             1,221
                                                       --------------------  ---------------
          Total revenues. . . . . . . . . . . . . . .              217,649         1,084,912
                                                       --------------------  ---------------

COSTS AND EXPENSES:
Cost of sales . . . . . . . . . . . . . . . . . . . .               98,015           615,792
Selling, general and administrative . . . . . . . . .              219,252           398,737
Interest expense. . . . . . . . . . . . . . . . . . .               27,090            30,159
                                                       --------------------  ---------------
          Total costs and expenses. . . . . . . . . .              344,357         1,044,688
                                                       --------------------  ---------------

Pre-tax income (loss) . . . . . . . . . . . . . . . .             (126,708)           40,224

Provision for income taxes. . . . . . . . . . . . . .                    -             2,000
                                                       --------------------  ---------------

Net income (loss) . . . . . . . . . . . . . . . . . .             (126,708)           38,224

Preferred stock dividends paid in-kind and accrued. .                    -            13,406
                                                       --------------------  ---------------

Net income (loss) applicable to common stockholders .  $          (126,708)  $        24,818
                                                       ====================  ===============

Basic and diluted net income (loss) per common share.  $                 -   $             -
                                                       ====================  ===============

Weighted average common shares outstanding,
 giving effect to the conversion to common stock
 of all Class B Preferred Stock outstanding:
 Basic. . . . . . . . . . . . . . . . . . . . . . . .          147,947,632        93,556,522
                                                       ====================  ===============
 Diluted. . . . . . . . . . . . . . . . . . . . . . .          147,947,632        93,556,982
                                                       ====================  ===============

Pro-forma amounts assuming retroactive
 application of Statement of Financial
 Accounting Standards No. 142:
Net income (loss) . . . . . . . . . . . . . . . . . .  $          (126,708)  $        38,224
                                                       ====================  ===============
Net income (loss) applicable to common stockholders .  $          (126,708)  $        24,818
                                                       ====================  ===============
Basic and diluted net income (loss) per common share.  $                 -   $             -
                                                       ====================  ===============

</TABLE>


     The accompanying notes are an integral part of the financial statements.


                                        4
<PAGE>


<TABLE>
<CAPTION>

                                       VILLAGEWORLD.COM, INC. AND SUBSIDIARIES
                                        CONSOLIDATED STATEMENTS OF CASH FLOWS



                                                                                    Three Months Ended March 31,
                                                                                        2003                  2002
                                                                           ------------------------------  ----------
<S>                                                                        <C>                             <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $                    (126,708)  $  38,224
                                                                           ------------------------------  ----------

Adjustments to reconcile to net cash used by operating activities:
  Depreciation and amortization . . . . . . . . . . . . . . . . . . . . .                         15,421      17,817
  Interest expense accrued and imputed on related party loans . . . . . .                         19,460      18,113
  Decrease (increase) in:
      Accounts receivable . . . . . . . . . . . . . . . . . . . . . . . .                         97,843      51,191
      Inventory . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                            154         182
      Prepaid expenses and other current assets . . . . . . . . . . . . .                         22,004      38,492
  Increase (decrease) in:
      Accounts payable and accrued expenses . . . . . . . . . . . . . . .                          1,885    (161,356)
      Commissions payable . . . . . . . . . . . . . . . . . . . . . . . .                              -      45,353
      Deferred income . . . . . . . . . . . . . . . . . . . . . . . . . .                        (23,173)    (39,374)
      Cash overdraft                                                                              (4,856)          -
                                                                           ------------------------------  ----------
  Total adjustments . . . . . . . . . . . . . . . . . . . . . . . . . . .                        128,738     (29,582)
                                                                           ------------------------------  ----------
Net cash provided (required) by operating activities. . . . . . . . . . .                          2,030       8,642
                                                                           ------------------------------  ----------

  Exercise of stock options . . . . . . . . . . . . . . . . . . . . . . .                              -         600
  Related party loan proceeds (repayments). . . . . . . . . . . . . . . .                              -     (15,567)
                                                                           ------------------------------  ----------
Net cash provided (required) by financing activities. . . . . . . . . . .                              -     (14,967)
                                                                           ------------------------------  ----------

NET DECREASE IN CASH. . . . . . . . . . . . . . . . . . . . . . . . . . .                          2,030      (6,325)
Cash, beginning of period . . . . . . . . . . . . . . . . . . . . . . . .                              -      91,064
                                                                           ------------------------------  ----------
Cash, end of period . . . . . . . . . . . . . . . . . . . . . . . . . . .  $                       2,030   $  84,739
                                                                           ==============================  ==========
                                                                                                       -           -

Supplemental disclosures of cash flow information:
  Cash paid during the period for:
    Interest . . . . . . . . . . . . . . . . . . . .                                               7,630      12,046

Supplemental disclosures of non-cash investing and
 financing activities:
  Cumulative $6 Class C preferred stock dividend
   accrued/paid in-kind. . . . . . . . . . . . . . .                                                   -      13,406
  Capital contribution imputed for interest expense                                               10,392      10,337

</TABLE>

     The accompanying notes are an integral part of the financial statements.



                                        5
<PAGE>


<TABLE>
<CAPTION>

                                  VILLAGEWORLD.COM, INC. AND SUBSIDIARIES
                               CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIENCY
                                 For the Three Months Ended March 31, 2003


                                         Class B
                                      Preferred Stock                  Common Stock
                                      ---------------                  ------------
                                  Shares        Amount              Shares      Amount
                              -----------  ----------------     ----------     -------
<S>                           <C>              <C>              <C>         <C>
Balance, January 1, 2003 . .          508,152  $       508        77,337,935  $   77,338

Capital contribution imputed
 for interest expense

Net loss . . . . . . . . . .                -            -                 -           -
                               ---------------  -----------      -----------  ----------

Balance, March 31, 2003. . .          508,152  $       508        77,337,935  $   77,338
                               =============== ============      ===========  ==========
</TABLE>



<TABLE>
<CAPTION>



                              Additional                      Stock                                          Total
                                Paid-In     Accumulated    Subscription         Treasury Stock           Stockholder's
                                                                            ---------------            ---------------
                                Capital       Deficit       Receivable        Shares         Amount      Deficiency
                              -----------  -------------  --------------  ---------------  ------------  ----------
<S>                           <C>          <C>            <C>             <C>              <C>              <C>
Balance, January 1, 2003 . .  $ 6,125,907  $ (7,548,532)  $      (2,920)        (65,279)  $      (64,624)  $(1,412,323)

Capital contribution imputed
 for interest expense. . . .       10,392                                                                  $    10,392

Net loss . . . . . . . . . .            -      (126,708)              -               -                -      (126,708)
                              -----------  -------------  --------------  --------------  ---------------  ------------

Balance, March 31, 2003. . .  $ 6,136,299  $ (7,675,240)  $      (2,920)        (65,279)  $      (64,624)  $(1,528,639)
                              ===========  =============  ==============  ==============  ===============  ============

</TABLE>

     The accompanying notes are an integral part of the financial statements.


                                        6
<PAGE>


                VILLAGEWORLD.COM,  INC.  AND  SUBSIDIARIES
     NOTES  TO  UNAUDITED  CONSOLIDATED  FINANCIAL  STATEMENTS
               FOR THE THREE MONTHS ENDED MARCH 31, 2003 AND 2002

 (Note  1)     The  Company  and  Basis  of  Presentation
               ------------------------------------------

VillageWorld.Com,  Inc.,  provides  community-oriented  Internet  access  under
private  labels  and  installs,  maintains and services computer network systems
consisting  of  comprehensive  hardware and proprietary software solutions.  The
Company  has  two  principal  subsidiaries,  VillageNet, Inc. ("VillageNet") and
Intelligent  Computer  Solutions,  Inc.  ("ICS").  VillageNet  provides Internet
on-line  services,  offering  its  subscribers  a  variety of services including
electronic  mail,  software, computing support, and easy access of the Internet.
VillageNet  provides  small  businesses with fully managed services that include
Internet  connections,  remote dial access and Web hosting services.  ICS offers
full  service  system  integration, specializing in high-end computer networking
infrastructures,   Internet  solutions,   and  Local  and   Wide  Area   Network
installations.  All  intercompany  balances  and  transactions are eliminated in
consolidation.  The Company considers itself to operate in one business segment.

The  information  herein  is  unaudited.  However, in the opinion of management,
such  information  reflects all adjustments (consisting only of normal recurring
adjustments)   necessary  to  make  the  financial  statements  not  misleading.
Additionally, in accordance with applicable standards for interim reporting, the
accompanying  financial  statements do not include all disclosures in conformity
with  generally  accepted  accounting  principles.

The  results  of  operations  for  the three months ended March 31, 2003 are not
necessarily  indicative  of  the  results of operations for the full year ending
December  31,  2003.  The  accompanying  financial  statements should be read in
conjunction  with the Company's financial statements for the year ended December
31,  2002  appearing  in  the  Company's  Annual  Report  on  Form  10-KSB.

(Note  2)          Going  Concern  and  International  Expansion  of  Networking
                   -------------------------------------------------------------
                   Operations
                   ----------

The  accompanying condensed consolidated financial statements have been prepared
in conformity with accounting principles generally accepted in the United States
of  America applicable to a going concern, which contemplates the realization of
assets and the satisfaction of liabilities in the normal course of business. The
Company's losses from operations in fiscal 2002 and 2001 and related use of cash
for operating activities have resulted in an extremely tight cash position and a
deficit  in  working capital of $1,987,112 at March 31, 2003 and a current ratio
at  such date of 0.10 to 1.  The Company's current financial position raises the
question  as to its ability to continue as a going concern.  In October 2001 the
Company  announced  the  final approval by the U.S. Air Force of a multi-million
dollar  contract  to  implement  a  local and wide area network solution for the
Royal  Saudi Air Force ("RSAF") awarded to a related company, ATTI International
Development, Inc. ("AID"), which sub-contracted a portion thereof to the Company
pursuant  to a verbal agreement.  In December 2001 the Company commenced work on
its  portion  of  the  initial contract.  As of August 15, 2002, the Company has
substantially  completed  its  work  on  the  initial  contract and has received
$600,000  and  had  also completed work on a second verbally agreed-to contract,
for  which  it  received  $300,000. AID has advised the Company it is hopeful of
being  awarded  additional  contracts on similar projects with the Saudi Arabian
government,  which  would likely require the Company's work as a sub-contractor.
Presently  two  such projects are being pursued for low and medium to high eight
figure  amounts,  respectively.  It  is  not  yet  known  what  portion of these
contracts,  if eventually awarded to AID, would be subcontracted to the Company;
the  Company's  portion  of the first completed contract comprised approximately
10%.  The  Company  is  also independently seeking additional contracts with the
Saudi  government.  At  present  there  are two projects being pursued, for high
seven  and  low  to  moderate  eight  figure  amounts, respectively. There is no
assurance  that  AID  or  the Company will be awarded any of these projects. The
condensed  financial statements do not include any adjustments that might result
from  the  outcome  of  this  uncertainty..
                                        7
<PAGE>

(Note  3)          Bank  Loan
                   ----------

The  Company's  bank  debt  of $192,718 is due on October 31, 2003.  The related
credit  facility  presently  provides  for  a  $200,000  credit  line.

(Note  4)          Loans  Payable,  Related  Parties
                   ---------------------------------

None  of  the  Company's  related party indebtedness was repaid during the first
quarter  of 2003.  At March 31, 2003, $1,045,133, including accrued interest, is
outstanding,  repayment  of  which  is  due  December  31,  2003.

 (Note  5)     Common  Stock  Options
               ----------------------

Pursuant  to  the  Company's 1996 Performance Equity Plan, on March 31st of each
calendar year during the term of the 1996 Plan, assuming there are enough shares
and/or  options then available for grant under the 1996 Plan, each person who is
then a director of the Company is awarded stock options to purchase 2,000 shares
of  common  stock  at  the  fair  market value thereof, all of which options are
immediately  exercisable  as  of the date of grant and have a term of ten years.
These are the only awards that may be granted to a director of the Company under
the  1996  Plan.  At  March  31,  2003  there were 60,012 shares exercisable and
outstanding  under  the  plan  and  no  options  available  for  future  grants.

The  Company's  1998  Performance Equity Plan provides for the issuance of up to
400,000   shares  of  common   stock  to  employees,  officers,  directors   and
consultants.  The  awards  may  consist of incentive stock options, nonqualified
options,  restricted  stock  awards,  deferred  stock awards, stock appreciation
rights  and  other awards as described in the 1998 Plan.  The board of directors
determines  vesting  periods.  In  September  2001,  an outright grant of 75,000
common  shares  was  made  under  the  Plan.  In  May 2002, an outright grant of
100,000  common  shares  was made under the Plan.  At March 31, 2003, there were
100,000  options outstanding, exercisable at $1.00 per share and 100,000 options
outstanding,  exercisable at $.01 per share.  There are no options available for
future  grants  under  the  1998  Plan.

The  Company's  2002  Stock Award and Incentive Plan was adopted and ratified in
June  2002.  The  2002  Plan  provides  for  a  broad range of awards, including
incentive  and non-qualified options, restricted and deferred stock, performance
awards,  stock  appreciation rights and other types of equity awards. A total of
2,000,000  of  shares of Common Stock are reserved and available for grant under
the  2002 Plan. The 2002 Plan carries forward the automatic annual grant of 2000
options  to  each  director  provided  by  the  1996  Plan.

At  March  31, 2003, a total of 556,780 options were outstanding under the above
plans  and  the  freestanding grant.  Options to purchase 292,000 shares at $.01
per  share  are excluded from the above totals, as such shares are deemed issued
and  outstanding  due  to  the  nominal  exercise  price  of  such  options.

At  March  31,  2003,  the  following  warrants  were  outstanding:

                              Shares Reserved  Exercise Price   Expiration Date
                             ----------------  --------------   ---------------

Private Placement Unit Warrants     666,667        1.00        April  16,  2005
Placement  Agent Warrants             5,000        1.00        April  16,  2005
Other  Warrants                       4,000     $5.00  -$8.75  April  30,  2003
                                   --------
     Total                          675,667
                                    =======

                                        8
<PAGE>

(Note  6)     Litigation
              ----------

In  April 2002, ICS was named as the defendant in a breach of contract complaint
brought  by  a  customer  who had ordered computer equipment pursuant to a fixed
bid.  The  complaint  specifies  damages of $91,052 plus costs.  Management does
not  believe  that  any  significant  loss  to  the  Company  will  result.

VillageWorld.com is the defendant in a breach of contract complaint brought by a
former  customer. The claim is in the amount of $220,000. The company has denied
the  elements  of  the  complaint  and  intends  to  contest  the  claims.


(Note  7)     Subsequent  Events-Proposed  Reverse  Merger
              --------------------------------------------

The  Company,  on  August  8th,  2003, signed a letter of intent to enter into a
reverse merger with a company pursuant to which the Company will exchange 55% of
its  outstanding  shares  for  100%  of  the  outstanding  shares of the merging
company.  The  merging  company  will  become  the  controlling  entity  of  the
surviving  company.  It  is  anticipated that all of Villageworld's subsidiaries
will become independent entities upon completion of the merger.  If the proposed
merger is effected, the merged companies will seek to expand their business with
the  goal  of  returning  to profitability.  Failure of the merger to take place
would  leave  in  question the Company's ability to continue as a going concern.
(See  Note  2).


                                        9
<PAGE>
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         -----------------------------------------------------------------------
         OF  OPERATIONS
         --------------

The  following  discussion  and  analysis should be read in conjunction with our
condensed financial statements and the notes thereto. The discussion of results,
causes  and  trends  should  not  be construed to imply any conclusion that such
results  or  trends  will  necessarily  continue  in  the  future.

FORWARD-LOOKING STATEMENTS

When  used  in  this  form  10-QSB and in future filings by the Company with the
Securities  and  Exchange Commission, the words or phrases "will likely result,"
"management  expects"   or  "the   Company   expects,"   "will  continue,"   "is
anticipated,"  "estimated,"  or  similar  expressions  are  intended to identify
"forward-looking statements" within the meaning of Section 21E of the Securities
Exchange  Act  of  1934,  as  amended.  Readers are cautioned not to place undue
reliance  on any such forward-looking statements, each of which speak only as of
the  date  made.  Such statements are subject to certain risks and uncertainties
that could cause actual results to differ materially from historical results and
those  presently  anticipated  or  projected.  The  Company has no obligation to
publicly  release  the  result  of  any  revisions,  which  may  be  made to any
forward-looking  statements  to  reflect  anticipated or unanticipated events or
circumstances  occurring  after  the  date  of  such  statements.

RECENT  ACCOUNTING  PRONOUNCEMENTS:

In  August  2001,  the Financial Accounting Standards Board issued SFAS No. 144,
"Accounting  for  the  Impairment  or  Disposal  of  Long-Lived Assets," that is
applicable  to  financial  statements  issued  for  fiscal years beginning after
December  15, 2001.  The FASB's new rules on asset impairment supersede SFAS No.
121,  "Accounting  for  the  Impairment  of Long-Lived Assets and for Long-Lived
Assets  to  Be  Disposed  Of,"  and  portions  of Accounting Principles Bulletin
Opinion  30,  "Reporting  the  Results of Operations."  This Standard provides a
single   accounting  model  for   long-lived  assets  to  be   disposed  of  and
significantly  changes  the  criteria  that  would have to be met to classify an
asset  as  held-for-sale.   Classification  as  held-for-sale  is  an  important
distinction since such assets are not depreciated and are stated at the lower of
fair  value  or  carrying  amount.  This  Standard also requires expected future
operating  losses  from discontinued operations to be displayed in the period(s)
in  which  the  losses  are  incurred, rather than as of the measurement date as
previously required.  The provisions of this Standard are not expected to have a
significant  effect  on  the  Company's financial position or operating results.

RESULTS  OF  OPERATIONS:
Total revenues decreased $867,263, or 79.9%, to $217,649 in the first quarter of
2003  from  $1,084,912  one year ago, as decreases were felt in all areas of the
Company's  sales.  Subscription  services  decreased  by  $473,935  or  82.1% to
$103,606  in  the first quarter 2003 from $577,541 one year ago, principally due
to the contract termination of the Company's largest customer for such services,
Ultrastar in June 2002.  Sales to Ultrstar last year for the quarter ended March
31,  2002 were $370,817 or 34.2%, of the total revenue.  The Company's costs for
providing  subscription  services  was  reduced  greatly  because  of  the  high
connectivity  costs  and  fees  (see  cost  of sales).  The Company is trying to
restructure  and  concentrate  on  its labor based installation, maintenance and
consulting  services,  which  has  a  significantly  greater  mark-up  than  its
subscriptions  sales.

Sales  of  hardware  fell  by  $98,935 or 85.4%, to $16,883 from $115,818 in the
first  quarter of 2002.  There has been a steady decline in this area reflecting
a  slowdown  of capital expenditures by the Company's customers, consistent with
the  economy  as  a  whole.  The  Company  has seen recent indications of a slow
recovery  in  its  domestic  networking  business, which is primarily with local
school  districts.

Installation,  maintenance and consulting service revenues decreased by $295,941
or 75.8%, to $94,381 in the 2003 first quarter from $390,332 one year ago.  This
decrease was entirely due to completion of the Company's sub-contracting work on
the  RSAF Prince Sultan Air Force Base computer network upgrade project in Saudi
Arabia.  Three  monthly contract-related payments of $100,000 each were received
in  the  first quarter of 2002 on this project, which commenced in December 2001
and  ended  in August  2002.  Both  the  Company  and AID are seeking additional
projects,  for  which  various  bids are outstanding, but for which no contracts
have  been  awarded.
Other  revenues  increased  by  $1,548  to  $2,769  from  $1,221  last  year.




                                       10
<PAGE>

Cost  of  sales  was  $98,015,  representing  45% of total revenue for the three
months  ended  March 31, 2003, compared to $615,792, constituting 56.8% of total
revenues  for  the  three  months  ended  March  31,  2002.   Cost  of sales  of
ICS  was  $25,848  or  22.6%  of  hardware  sales,   installation  services  and
maintenance/consulting  for  the  three months ended March 31, 2003, compared to
$133,579  or 26.4%, one year ago.  Cost of sales of VillageWorld was $72,167, or
69.3%  of  revenues  for  the  three  months  ended  March 31, 2003, compared to
$482,213,  or  83.5%  one  year  ago.  This  increase in margin reflects a 62.8%
decrease  in  connectivity  and  telephone  costs  to  $67,393 in the 2003 first
quarter  compared to $181,050 in the 2002 first quarter associated with the loss
of  Ultastar.  In the first quarter of 2002 the Company had expenses of $297,075
for  Ultrastar  fees it was it had to pay.  There were no fees paid to Ultrastar
in  the  2003  first  quarter.

Total  gross margin decreased by $349,486 or 7.4% to $119,634 in the first three
months  of  2003  from  $469,120  one  year ago.  As a percentage of sales, this
measure  increased  by  11.8%  to  55%  from  43.2%.

Selling,  general  and  administrative  expenses  (SG&A)  were  $219,252 for the
quarter  ended March 31, 2003, a decrease of $179,485, or 45%, from $398,737 one
year  ago.  Payroll and related benefits, which comprise the largest single item
in  this  expense  classification,  mirrored  the decrease in this category as a
whole  by  declining  45%  to  $135,181  in  2003  from  $245,699 in 2002.  As a
percentage of sales, these costs increased by 63.9% to 100.7% in 2003 from 36.8%
in  2002.  Of  the total SG&A expenses in 2003, $169,279 was for ICS and $49,973
was  for  VillageWorld,  as  compared to $302,989 and $95,748, respectively, one
year  ago.  As  a percentage of sales these costs increased by 89.1% to 149% for
ICS  and by 31.4% to 48% for VillageWorld, reflecting the large decline in total
revenues  for  the  Company.

Interest expense decreased by $3,069, or 10.2%, to $27,090 for the quarter ended
March 31, 2003 from $30,159 one year ago.  Included in this expense category are
certain  vendor  late  charges,  incurred  by  the  Company  as  an  unavoidable
consequence  of  its tight cash  position.  The Company has been working closely
with  its  vendors  to  keep  such  late charges to a minimum.  Interest is also
incurred  on  the Company's related party debt.  Although a portion of such debt
bears no or below market interest rates, the Company imputes interest expense up
to  a  fair  market  value  therefor, 7.5% per annum for the applicable periods.

Pre-tax  loss  for  the  2003  first quarter was $126,708, representing 58.2% of
sales,  compared  to a pre-tax income of $40,224, constituting 3.7% of sales one
year ago.  The 11.8% increase in gross margin, was offset by the increase in the
ratio  of  SG&A  expenses  to  gross  profit from 85% in 2002 to 183.3% in 2003.

There were no preferred stock dividends in the first quarter of 2003 as compared
to  $13,406  in  the  first  quarter  2002.  Net  loss  attributable  to  common
stockholders  was $126,708 in the first quarter of 2003 compared to a net income
applicable  to  common  stockholders  of  $24,818  in 2002.  Earnings (loss) per
share,  which  gives  effect  to  the conversion of all Series B Preferred Stock
outstanding  were  nil  in  each  period.

LIQUIDITY  AND  CAPITAL  RESOURCES:

Cash   at  March  31,  2003,  all  of which  is maintained  at  the  same   bank
was $2,030 compared to an overdraft of $4,856  at  December  31,  2002.  However
in   the  first   seven   months   of   2003   the   Company's   cash   position
deteriorated.   ICS  had   overdrafts   in   both  its   checking   accounts  on

                                       11
<PAGE>
various  dates  during  the  period  of  January through July 2003.  The highest
amount  overdrawn  was  $36,243, which occurred in June.  June 2003 had the most
number  of days, a total of 26, that the account was overdrawn.  During the same
seven  month  period, VillageNet account was overdrawn one day in July for $723.
Village  World checking account was overdrawn for two days in March 2003, $1,999
being  the high overdraft amount.  In May 2003 there was a $4,247 judgment filed
against  Village  World/  Big  City  Bagels by Kemper Insurance Companies for an
outstanding  balance  plus  interest on a Worker's Compensation Insurance policy
that  was  in  effect  from  November  29,  1999 through November 29, 2000.  The
Village  World checking account has been frozen until the judgment is satisfied.
In  July  2003,  Graybar  Electric  Company filed a $5,101 judgment against ICS.
Graybar  is  one  of ICS's vendors and the amount of the judgment is for various
materials  needed  to  complete  sales  jobs  purchased by ICS plus interest and
penalties.  (See  additional  litigations  pending  in  note  6)

Accounts  receivable  decreased  by  $97,843  to $161,053 at March 31, 2003 from
$258,896  at  December  31, 2002.  The decrease reflects an overall reduction of
sales  and  allowance  for  bad  debt.

Inventory decreased by $182 to $24,884 at March 31, 2003 from December 31, 2002.
The relatively small balance in this account reflects the reductions in hardware
sales.

Prepaid  expenses  and  other  current assets decreased by $22,004 to $52,031 at
March  31,  2003  from  $74,035 at December 31, 2002, reflecting amortization of
prepaid  insurance  and  other  routine  reductions  in  the  accounts  therein.

Accounts  payable  and accrued expenses slightly increased by $1,885 to $826,153
at  March  31,  2003  from  $824,268  at  December  31,  2002.

Notes and loans payable increased by $9,068 to $1,237,851 at March 31, 2003 from
$1,228,783  at  December  31,  2002.  The increase reflects interest accrued and
imputed  on related party loans.  Interest is imputed to reflect a fair interest
rate  on  certain non-interest bearing and below market rate loans.  As of March
31,  2003 loans payable to related parties totaled $1,045,133, all of which were
due August 1, 2003.  Notes payable to the bank remained unchanged at $192,718 at
March  31,  2003.  Borrowings under the line, which may not exceed $200,000, are
due  October  31,  2003.

Operating  activities  provided  cash  of $6,886 for the quarter ended March 31,
2003  compared  to  $8,642  provided  by  the corresponding period one year ago.

The  were  no  cash  required for financing activities in the current quarter as
compared to investing activities compared to $14,967 required one year ago which
was  principally  for  related  party  debt  repayments.

At March 31, 2003, the Company increased its working capital deficit by $100,895
to  $1,987,112  from $1,886,217 at December 31, 2002.  The large working capital
deficit  raises  the  question of the Company's continuation as a going concern.
Included  in  such  working capital deficit is $1,045,133 of related party debt,
due  August  1,  2003,  which  the Company will has not been able to restructure
given  its  extremely  tight  cash  position  and inability to secure additional
funding.

                                       12
<PAGE>

ITEM  3.   CONTROLS  AND  PROCEDURES
           -------------------------

Within  90  days  prior  to  the date of this report, the Company carried out an
evaluation,  under  the  supervision and with the participation of its principal
executive  officer  and principal financial officer, of the effectiveness of the
design  and operation of the Company's disclosure controls and procedures. Based
on  this  evaluation,  the  Company's  principal executive officer and principal
financial  officer   concluded  that  the  Company's  disclosure   controls  and
procedures  are  effective  in  timely  alerting  them  to  material information
required  to  be  included in this quarterly report. It should be noted that the
design of any system of controls is based in part upon certain assumptions about
the  likelihood  of future events, and there can be no assurance that any design
will  succeed   in  achieving  its  stated  goals  under  all  potential  future
conditions,  regardless  of  how  remote.

In  addition, the Company reviewed its internal controls, and there have been no
significant  changes  in  those internal controls or in other factors that could
significantly  affect  those  controls  subsequent  to  the  date  of their last
evaluation.

                                       13
<PAGE>
                                    PART II.
                                OTHER INFORMATION

ITEM  1.   LEGAL  PROCEEDINGS
           ------------------

On  September  20,  2002, VillageWorld was named as the defendant in a breach of
contract  complaint  brought  by  UltraStar  Entertainment,  LLC. The complaint,
presently  pending in New York County Supreme Court, asserts damages of not less
than  $220,000,  plus  costs  and  interest,  arising from the Company's alleged
failure  to  deliver  a  certain  software  package  as specified in the related
agreement  between  the  parties as well as the Company's alleged failure to pay
over  certain  monies  to  the  plaintiff.  Management does not believe that any
significant  loss  to  the  Company  will  result. No trial date has as yet been
scheduled.

In  April  2002,  the Company's subsidiary, ICS, was named as the defendant in a
breach of contract complaint brought by Metro-North Commuter Railroad, which had
ordered  computer  equipment  pursuant  to a fixed bid.  The complaint specified
damages  of $91,052 plus costs. Management does not believe that any significant
loss  to  the  Company will result. Neither depositions nor a trial date have as
yet  been  scheduled.

The  landlord  of  the  office  facilities  leased by the Company has obtained a
judgement  on  the  Company for past due rent, interest and legal costs and fees
amounting  to  $38,100.

The  Company  is involved in other various legal proceedings and claims incident
to  the  normal  conduct  of  its business. The Company believes that such legal
proceedings  and  claims,  individually  and in the aggregate, are not likely to
have  a  material  adverse  effect  on  its  financial  position  or  results of
operations.

ITEM  2.  CHANGES  IN  SECURITIES  AND  USE  OF  PROCEEDS
          -----------------------------------------------

None.

ITEM  3.  DEFAULTS  BY  THE  COMPANY  UPON  ITS  SENIOR  SECURITIES
          ---------------------------------------------------------

None.

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

None.

ITEM  5.  OTHER  INFORMATION
          ------------------

Subsequent  Events

On  September  18,  2003,  pursuant  to the written election of the holders, the
Company  issued  44,252,344  shares  of  Common  Stock to the holders of Class B
Preferred  Stock  in  conversion  of  all  of the issued and outstanding Class B
Preferred  Stock.   Pursuant   to  the  Amended  and  Restated  Certificate   of
Incorporation  of  the Company, the Class B Preferred Stock converts into shares
of  Common  Stock of the Company upon the election of the holders of the Class B
Preferred  Stock.

On  September  8,  2003, the Company executed a letter of intent with Biometrics
2000  Corporation  to merge Biometrics 2000 Corporation with a subsidiary of the
Company.

                                       14
<PAGE>

Pursuant  to  the  letter  of intent, if the proposed merger is consummated, the
shareholders  of  Biometrics  2000  Corporation  will be issued shares of common
stock  of  the  Company  in  such an amount as to equal approximately fifty-five
percent  (55%) of the issued and outstanding common stock of the Company at such
time.  The closing of the transaction is subject to certain conditions including
but  not  limited  to  the  negotiation  and  execution  of  a definitive merger
agreement  by the Company and Biometrics 2000 Corporation. There is no guarantee
that  the  proposed  transaction  will  be  consummated.

On September 1, 2003, Dr. Steven Levi and David A. Levi, members of the Board of
Directors  of  the  Company,  resigned  from their positions on the Board of the
Company.

In  May  2003  there was a $4,247 judgment filed against Village World/ Big City
Bagels by Kemper Insurance Companies for an outstanding balance plus interest on
a  Worker's  Compensation  Insurance policy that was in effect from November 29,
1999  through  November  29,  2000.  The Village World checking account has been
frozen  until  the  judgment  is  satisfied.

In  July  2003,  Graybar  Electric  Company filed a $5,101 judgment against ICS.
Graybar  is  one  of ICS's vendors and the amount of the judgment is for various
materials  needed  to  complete  sales  jobs  purchased by ICS plus interest and
penalties.

On  February 5, 2003, the Company made a stock grant not pursuant to any Company
plan  of  550,000  shares  of  Common Stock to an employee and consultant of the
Company.

The  landlord  of  the  office  facilities  leased by the Company has obtained a
judgement  on  the  Company for past due rent, interest and legal costs and fees
amounting  to  $38,100.

The  Company has entered into a verbal sub-lease agreement for one of its leased
office suites with one of its customers.  The sub-lease period is from September
1,  2003  to  January  31,  2005,  at  an  annual  rent  equal  to the Company's
obligations with respect to such suite pursuant to the Company's lease agreement
including  rent (together with annual 4% increases), real estate tax escalations
and  utilities.

ITEM  6.    EXHIBITS  AND  REPORTS  ON  FORM  8-K
            -------------------------------------

a)  Exhibits

     Exhibit  99.1     Certification  of  Chief  Executive  Officer  pursuant to
Exchange  Act  Rules  13A-14  and  15D-14
     Exhibit  99.2     Certification  of Chief Financial Officer pursuant to
Exchange  Act  Rules  13A-14  and  15D-14

b)  Reports  on  Form  8-K

     On January 31, 2003, the Company filed a Form 8-K reporting that all of the
Class   C  Preferred   Stock  together   with  dividends  accrued  thereon   was
automatically  converted  pursuant  to  the  Certificate of Incorporation of the
Company,  as  amended, on December 28, 2003. This report was amended on February
6,  2003.

                                       15
<PAGE>

                                   SIGNATURES

Pursuant  to  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  authorized.


                                             VILLAGEWORLD.COM,  INC.
                                             -----------------------
                                                      (Registrant)


Dated:  October 3,  2003                   By  /s/  Peter  J.  Keenan
                                               ----------------------
                                                  Peter  J.  Keenan
                                         Chairman of the Board, President
                                        and Principal  Executive  Officer


Dated:  October 3,  2003                   By  /s/  Celia  I.  Schiffner
                                               -------------------------
                                                  Celia  I.  Schiffner
                                                    Treasurer  and
                                                Chief Executive Officer


                                       16
<PAGE>
                      CERTIFICATION PURSUANT TO SECTION 302
                        OF THE SARBANES-OXLEY ACT OF 2002

I,  Peter  J.  Keenan,  certify  that:

1.  I  have  reviewed  this quarterly report on Form 10-QSB of VILLAGEWORLD.COM,
INC.;

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

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

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

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

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

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

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

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

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

6.  The  Company's  other  certifying  officers  and  I  have  indicated in this
quarterly  report whether there were significant changes in internal controls or
in other factors that could significantly affect internal controls subsequent to
the  date  of  our most recent evaluation, including any corrective actions with
regard  to  significant  deficiencies  and  material  weaknesses.

Date:  October 3,  2003
/s/  Peter  J.  Keenan
----------------------
Chairman  of  the  Board of Directors, President and Principal Executive Officer

                                       17
<PAGE>
                      CERTIFICATION PURSUANT TO SECTION 302
                        OF THE SARBANES-OXLEY ACT OF 2002

I,  Celia  I.  Schiffner,  certify  that:

1.  I  have  reviewed  this quarterly report on Form 10-QSB of VILLAGEWORLD.COM,
INC.;

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

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

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

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

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

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

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

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

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

6.  The  Company's  other  certifying  officers  and  I  have  indicated in this
quarterly  report whether there were significant changes in internal controls or
in other factors that could significantly affect internal controls subsequent to
the  date  of  our most recent evaluation, including any corrective actions with
regard  to  significant  deficiencies  and  material  weaknesses.

Date:  October 3,  2003
/s/  Celia  I.  Schiffner
-------------------------
Treasurer  and  Principal  Financial  Officer

                                       18
<PAGE>