UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM 10-Q


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

                  For the Quarterly Period Ended March 31, 2003

                        Commission File Number 001-15977

                             TIGER TELEMATICS, INC.
             (Exact name of registrant as specified in its charter)

                Delaware                                     13-4051167
     (State or other jurisdiction of                       (IRS Employer
     Incorporation or organization)                    Identification Number)

10201 Centurion Parkway North Ste. 600 Jacksonville, FL        32255
       (Address of principal executive offices)              (Zip Code)

                                  904) 279-9240
              (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.

                              Yes  x           No
                                  ---             ---

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date.

                                              Outstanding as of
Class                                         March 31, 2004
-------------------------                     -------------------------
Common Stock, Par                             316,216,415
Value $0.001 per share

<PAGE>

                                    CONTENTS

                                                                        Page
                                                                        ----


Financial Statements
     Condensed Consolidated Balance Sheets                               F-1
     Condensed Consolidated Statements of Operations                     F-2
     Condensed Consolidated Statement of Stockholders' Deficit           F-3
     Condensed Consolidated Statements of Cash Flow                   F-4 - F-5

     Notes to Condensed Consolidated Financial Statements             F-6 - F-18








<PAGE>
<TABLE>
<CAPTION>

                     TIGER TELEMATICS, INC. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS

                                                               March 31,
                                                                 2003           December 31,
                                                             (unaudited)            2002
                                                           ---------------    ---------------
<S>                                                        <C>                <C>
Assets
Current Assets
        Cash                                               $         4,264    $        (1,672)
        Accounts receivable, less allowance for doubtful
            Accounts, Mar 31, 2003 $0; December
            31, 2002 $0                                             30,810            116,648
        Advances to officers and employees                            --                 --
        Inventories                                                 62,996            195,576
        Prepaid expenses and deferred income                          (724)            83,545
        Assets of discontinued operations                          250,000            517,210
                                                           ---------------    ---------------
        Total Current Assets                                       347,346            911,308
Property and Equipment, net                                        239,009            237,196

Deposits and Other Assets                                             --                 --
                                                           ---------------    ---------------
        Total Assets                                       $       586,355    $     1,148,504
                                                           ===============    ===============

Liabilities and Stockholders' Deficit
Current Liabilities
       Accounts payable                                    $     1,843,487    $     1,449,326
       Amounts due stockholders                                  1,008,372          1,210,785
       Notes payable                                                77,597             86,262
       Accrued expenses                                          2,732,473          1,961,085
       Customer deposits                                              --                 --
       Liabilities of discontinued operations                      668,475          1,572,855
                                                           ---------------    ---------------
                       Total current liabilities                 6,330,404          6,280,313
                                                           ---------------    ---------------

Long term debt                                                     165,755            175,736

Stockholders' Deficit
      Common stock, at par value                                    77,767             73,813
      Authorized 100,000,000 shares, issued
      83,676,426 March 31, 2003 ; 80,186,426 December
      31, 2002 shares

      Additional paid in capital                                10,370,063         10,279,953
      Subscription receivable                                         --                  (36)
      Accumulated deficit                                      (16,777,530)       (15,661,275)
                                                           ---------------    ---------------
                                                                (5,909,804)        (5,307,545)
                                                           ---------------    ---------------
                                                           $       586,355    $     1,148,504
                                                           ===============    ===============

</TABLE>

                                       F-1
<PAGE>
<TABLE>
<CAPTION>

                     TIGER TELEMATICS, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (unaudited)


                                                       Three Months ended March 31,
                                                     --------------------------------
                                                               2003              2002
                                                     --------------    --------------
<S>                                                  <C>               <C>

Net sales                                            $        1,050    $       28,500
Cost of goods sold                                           (3,288)          (31,016)
                                                     --------------    --------------
               Gross Profit                                  (2,238)           (2,496)
                                                     --------------    --------------

Operating expenses
      Selling expense                                        40,102           124,403
      General and administrative expense                    504,989           828,586
                                                     --------------    --------------
               Total Operating Expenses                     545,091           952,989
                                                     --------------    --------------

               Operating loss                              (547,489)         (955,485)
                                                     --------------    --------------

Other income (expense)
      Impairment of goodwill                                   --                --
      Currency Translation Adjustment                       (20,856)          (22,357)
      Interest expense                                      (10,760)           (5,963)
                                                     --------------    --------------
                                                            (31,616)          (28,320)

Loss from continuing operations                            (579,105)         (983,805)
Loss from discontinued operations                              --            (189,390)
                                                     --------------    --------------
               Net loss                              $     (579,105)   $   (1,173,195)
                                                     ==============    ==============

               Basic and diluted net loss per
                 common share                        $     (0.00545)   $     (0.00156)
                                                     ==============    ==============
               Basic and diluted net loss from
                 Continuing operations per share     $     (0.00545)   $      (0.0156)
                                                     ==============    ==============

               Weighted average shares outstanding
                  (Basic and diluted)                    83,676,426        63,062,131
                                                     ==============    ==============

</TABLE>

See Notes to Consolidated Financial Statements.

                                       F-2
<PAGE>
<TABLE>
<CAPTION>

                     TIGER TELEMATICS, INC. AND SUBSIDIARIES
            CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIT
                                   (unaudited)


                                                 Common Stock           Additional
                                                 ------------             Paid in     Subscriptions    Accumulated        Total
                                            Shares         Amount         Capital      Receivable        Deficit         Deficit
                                         ------------   ------------   ------------   ------------    ------------    ------------
<S>                                      <C>            <C>            <C>            <C>             <C>             <C>

Balance (deficit) at December 31, 2002     80,186,426   $     73,813   $ 10,279,953   $        (36)   $(15,661,275)   $ (5,307,545)

Issuance of common stock and warrants            --             --             --             --              --              --

Common Stock issued in satisfaction of
       Obligations                          2,990,000          2,990         90,110           --              --            93,100


Net Loss                                         --             --             --             --          (579,105)       (579,105)
                                         ------------   ------------   ------------   ------------    ------------    ------------
Balance (deficit) at March 31, 2003        83,176,426         76,803   $ 10,370,063   $        (36)   $(15,777,530)   $ (5,909,805)
                                         ============   ============   ============   ============    ============    ============

</TABLE>




See Notes to Consolidated Financial Statements.

                                      F-3
<PAGE>
<TABLE>
<CAPTION>

                     TIGER TELEMATICS, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (unaudited)

                                                                         Three Months ended March 31,
                                                                        ------------------------------
                                                                             2003             2002
                                                                        -------------    -------------
<S>                                                                     <C>              <C>
Cash Flows From Operating Activities
    Net loss                                                            $    (579,105)   $  (1,173,195)
    Adjustments to reconcile net loss to net cash used in
    Operating activities:
        Depreciation and Amortization                                          16,973           39,701
        Currency translation adjustments                                       20,856           12,977
        Changes in assets and liabilities                                   1,300,608         (153,925)
        interest on notes payable and stockholder loans
           Capitalized to principal balances                                     --               --
        Write down of deposit                                                    --            100,000
        Impairment of goodwill on asset acquisition                              --               --
        Obligations paid with common stock                                     93,100          120,000
                                                                        -------------    -------------
                  Net cash used in operating activities                       852,432       (1,054,442)

Cash Flows From Investing Activities
    Cash received from acquisition of Tiger Telematics                           --                787
    Advances to Comworxx                                                         --               --

    Proceeds from sale of property and equipment                                 --               --
    Purchase of property and equipment                                           --            (54,094)
    Collection of advances to officers and employees                             --              4,758
    (Increase) decrease in deposits and other assets                             --             (5,000)
                                                                        -------------    -------------
Net cash (used in) provided by investing activities                              --             53,549
                                                                        -------------    -------------
Cash Flows From Financing Activities from continuing
operations

    Issuance of common stock and warrants                                      93,100          858,678
    Interest on Notes payable                                                    --               --
    Advances to employees                                                        --               --
    Loans and advances from stockholders                                         --            291,289
    Increase in excess of outstanding checks and bank balances                  5,936          199,474
    Repayments to stockholders                                               (202,413)        (261,776)
                                                                        -------------    -------------
                  Net cash provided by used in financing activities          (103,367)       1,087,660
                                                                        -------------    -------------
                  Net change in cash                                             --               --




                                       F-4
<PAGE>

                     TIGER TELEMATICS, INC. AND SUBSIDIARIES
            CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS CONTINUED
                                   (unaudited)

                                                                         Three Months ended March 31,
                                                                        ------------------------------
                                                                             2003             2002
                                                                        -------------    -------------
Cash:
    Beginning                                                                  (1,672)          20,331
                                                                        =============    =============
    Ending                                                              $       4,265    $        --
                                                                        =============    =============

Supplemental Disclosure of Cash Flow Information
    Cash paid for interest                                              $      10,760    $       9,380
                                                                        =============    =============
Supplemental Disclosure of Non-cash Investing and Financing
       Activities
        Common Stock issued in payment of obligations                   $      93,100    $     120,000
                                                                        =============    =============
        Common Stock issued in exchange for subscriptions receivable    $        --      $      18,000
                                                                        =============    =============
        Conversion of Notes Payable and Amounts Due
        Stockholders into Common Stock                                  $        --      $     922,723
                                                                        =============    =============

Acquisition of Tiger Telematics:
    Working capital acquired, net of cash $787                          $        --            144,917
     Distribution Agreement                                                      --          2,800,000
     Order Book                                                                  --            463,050
     Property and Equipment                                                      --              1,463
    Amounts due to stockholders                                                  --           (610,190)
    Common Stock issued                                                          --         (2,800,000)
                                                                        -------------    -------------
    Cash received                                                       $        --                787
                                                                        =============    =============

</TABLE>




                                       F-5
<PAGE>

                     TIGER TELEMATICS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE A - BASIS OF PRESENTATION

The  condensed  consolidated  financial  statements as of March 31, 2003 and the
three months ended March 31, 2003 and 2002 included herein have been prepared by
the  Company,  without  audit,  pursuant  to the  rules and  regulations  of the
Securities and Exchange Commission. Certain information and footnote disclosures
normally included in financial statements prepared in accordance with accounting
principles  generally  accepted  in the  United  States  of  America  have  been
condensed or omitted pursuant to such rules and  regulations.  In the opinion of
management,  all adjustments,  consisting only of normal recurring  adjustments,
necessary for a fair  presentation of the financial  information for the periods
indicated have been included.  For further  information  regarding the company's
accounting policies,  refer to the consolidated financial statements and related
notes  included in the  company's  Annual Report on form 10-K for the year ended
December 31, 2002 and 2001. The condensed  consolidated financial statements for
the  quarter  ended  March 31,  2003 were  reviewed  by UK  outside  independent
accountants  and  not  fully  reviewed  in  consolidation  .Upon  completion  by
accountants  the  statements  will be  amended  to this Form 10Q will be made as
appropriate.

The balance sheet at December 31, 2002 is derived from the financial  statements
in Annual Report on Form 10-K for the year ended  December 31, 2002. The Company
decided to file that Form 10K report  without  those  audit  opinions  and amend
subsequently  with those  opinions  in order to provide  the most up to date and
current information to its shareholders and investors. The Company believes that
based on the extent of work completed to date, that the financial statements and
associated  balance sheet contained herein will not be materially altered in the
amended Annual Report on Form 10K. The consolidated financial statements include
the accounts of Tiger  Telematics,  Inc, the public held parent  company,  Tiger
Telematics,  USA, Inc.( a near dormant  subsidiary,  Tiger  Telematics,  Europe,
Ltd.,  beginning  December  2002 and the  operations of Tiger  Telematics,  Ltd.
through the  December 17, 2002 date of its  divesture  when sold to an unrelated
third party  corporation  based in Sweden and the  discontinued  operations  of,
Floor Decor LLC, and Media Flooring, Inc. through the date of their divesture on
August 8, 2003.  The Company  started Tiger  Telematics  Europe Ltd. in December
2002 and a related entity  Childtracker Ltd. that was a development  entity that
existed  as a part  of  Tiger  Telematics,  Ltd.  to  focus  on  developing  new
Telematics  products  including next generation  fleet telematic  products,  the
child tracker products,  the gaming products now called Gizmondo and to focus on
marketing  principally  in the UK. At Tiger Europe Ltd.  transactions  have been
included for the  Childtracker  Ltd.  subsidiary  that were considered a part of
Tiger Europe Ltd. since the transactions were principally  entered into and done
for the use and benefit of Tiger Europe Ltd. for  financial  reporting  purposes
but  for  which  the  UK  company  based  on  advise  of  outside  indepenendent
accountants will need to prepare annual statutory statements for each entity and
Childtracker  Ltd.  will  be  dissolved  as  a  separate  entity.  All  material
intercompany accounts and transactions are eliminated in consolidation.

NOTE B - REVERSE ACQUISITION AND EQUITY TRANSACTIONS

As of December 31, 2000 Floor Decor ( the Company's name prior to June 2003) had
1,000 shares of common stock  authorized and 378 shares issued and  outstanding.
The Company  issued an additional  622 shares of common stock on January 1, 2001
at a cost of $1 per share. As a result of these additional  shares being issued,
the Company had 1,000 shares of common stock  authorized and 1,000 shares issued
and  outstanding  as of March 31,  2001  prior to the  reverse  acquisition  (as
described below) on May 22, 2001.

                                       F-6
<PAGE>

                     TIGER TELEMATICS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

On May 22, 2001,  a  purchasing  group led by A.J.  Nassar  acquired  21,900,000
shares of the common  stock of Media  Communications  Group,  Inc.  ("MCGI")  in
exchange for all of the outstanding common shares of Floor Decor, Inc. to become
the owner of  approximately  40% of the issued and  outstanding  common stock of
MCGI  pursuant to an agreement  including the merger of Floor Decor into a newly
formed wholly owned subsidiary of the Company. Prior to the acquisition of Floor
Decor,  MCGI was a "public shell"  company,  with no  significant  operations or
assets.  The  acquisition  of  Floor  Decor  was  accounted  for  as  a  reverse
acquisition.  Under a reverse acquisition, Floor Decor is treated for accounting
purposes as having  acquired  MCGI and the  historical  financial  statements of
Floor Decor become the  historical  financial  statements of MCGI. In accounting
for the reverse acquisition, the equity of Floor Decor, as the surviving company
is  recapitalized.  Also,  upon  the  closing  of  the  reverse  acquisition  an
obligation to an original MCGI vendor for $4,931 was assumed.

To compute the loss per share for the three  months and nine  months  ended June
30,  20001,  the  54,236,664  shares  outstanding  at the  date  of the  reverse
acquisition  was  assumed to be  outstanding  since  July 3,  2000,  the date of
inception of the Company.

Since the Company had a loss for all periods  presented,  basic and diluted loss
per common  share are equal.  The Company has not included  7,218,592  potential
common shares  relating to outstanding  common  warrants as of March 31, 2003 in
the calculation of the diluted earnings per share for the first quarter of 2003,
because their effect would be antidilutive.

During the 1st quarter of 2002 the Company sold  2,512,450  shares of its Common
Stock as part of the private placement  transaction  initiated in December 2001.
These  shares  were sold at $ 0.40 per  share.  For each  share of Common  Stock
purchased,  the  investor  also  received  a warrant  representing  the right to
purchase  one  additional  share of  Common  Stock at a price of $0.75 per share
exercisable  through  December  31,  2003.  Proceeds  from these  sales,  net of
advisory  fees  totaling  $128,307,  amounted  to  $876,673.  The  Company has a
disputed  agreement  with an advisor  for  consulting  services.  For  financial
reporting  purposes  this was treated as earned but not issued.  In May 2003 the
dispute was resolved and the shares issued. See page F-3 Consolidated Statements
of Stockholder's Deficit.

                                       F-7
<PAGE>

                     TIGER TELEMATICS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

During the 1st quarter of 2002, the company sold 2,512,450  shares of its Common
Stock as part of the private placement  transaction  initiated in December 2001.
These  shares  were  sold at $0.40 per  share.  For each  share of Common  Stock
purchased,  the  investor  also  received  a warrant  representing  the right to
purchase  one  additional  share of  Common  Stock at a price of $0.75 per share
exercisable through December 21,2003. Proceeds form these sales, net of advisory
fees  totaling  $128,307,  amounted to  $876,673.  The  aforementioned  warrants
expired as the end of December 2003.

The Company had an agreement with an advisor for consulting services.  Under the
agreement, the Company was to issue 2,400,000 shares of stock, which were valued
at $810,000. For financial reporting purposes this was treated as earned but not
issued.  In May 2003, the shares were issued  pursuant to a settlement  with the
advisor. See page F-3 Consolidated Statements of Stockholder's  Deficit.and Note
K. Subsequent Events.

During  the 1st  quarter of 2002,  certain  stockholders  and  others  converted
$922,733 of notes payable and amounts due to stockholders  into 2,306,809 shares
of Common Stock. For each share of Common Stock purchased,  they also received a
warrant  representing the right to purchase one additional share of Common Stock
at a price of $.075 per share exercisable through December 31,2003.  The company
also agreed to issue  warrants to purchase  416,000  shares of Common Stock at a
price of $0.75 per share  exercisable  through December 2003 as advisory fees in
connection  with these stock sales.  These warrants were not yet been issued due
to unresolved issues with the advisor. In May 2003 the dispute was resolved in a
settlement where the company did not have to issue the warrants. See also Note K
Subsequent Events.
In October 2002,  certain  stockholders  converted $455,761 of debt to equity at
$.010 per share. See Note C- Related Party Transactions.

During first  quarter  2003,  the Company  issued  2,990,000  common  shares for
various goods  services  rendered by advisors and  consultants.  The shares were
recorded at the market  price of the shares in the public  market as of the date
of the individual  issuances.  The stock was issued in amounts of either $.03 or
$.04 per share to  reflect  the  market  price  for  shares at the time for each
transaction.  In aggregate the Company  recorded an expense of $93,100 to record
these transactions in first quarter ended March 31, 2003. No commission was paid
or reimbursement of expenses in regards to any share  transaction in 1st quarter
2003.  Subsequent equity  transactions were entered into the following  quarters
which are discussed in the Footnote K Subsequent Events.

NOTE C - RELATED PARTY TRANSACTIONS

As of March 31, 2003, the Company had 15% demand notes totaling $77,597, payable
to certain current or previous stockholders (combined ownership less than 1%).

The  Company  also has  non-interest  bearing  notes  and non  interest  bearing
advances  of  $1,008,372  payable  to  the  two  former  Tiger  Telematics  Ltd.
stockholders (combined ownership over 10% of the Company as discussed in note F,
$610,190 of the advances owed prior to October 2002 were  converted  into Common
Stock and warrants in October 2002. The warrants expired in December 31, 2003.

A  shareholder  borrowed  some of the funds  advanced to the Company (with funds
going to the Tiger Telematics,  Ltd.  subsidiary) from a private investment bank
London  International  Mercantile Bank, based in London. The shareholders failed
to repay the note when due. The  investment  firm made demand on the  subsidiary
Tiger Ltd. to repay the funds since Tiger Ltd. was the beneficiary of the funds.
The Company  maintained  that it was not  responsible  for that  obligation  and
responded to the demand  accordingly.  The Company showed the obligations to its
shareholder on the financial statement. The Tiger Telematics,  Ltd. entered into
a settlement  agreement  Court approved as a Tomblin Order where the demand note
to the  shareholder  was forgiven by the shareholder in exchange for the company
entering into an installment note to be paid over time directly with the private
investment  bank in the same amount as forgiven  by the  shareholder  of 290,000
sterling.  The shareholder remained contingently obligated for the sum owed plus
interest in event that the payment was not made timely by tiger Telematics, Ltd.
The Company  issued a limited  conditional  guaranty for the  obligation  to the

                                      F-8
<PAGE>

                     TIGER TELEMATICS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

private bank. The settlement agreement called for monthly payments at a variable
interest rate. Tiger Ltd. repaid approximately  $80,000 prior to the sale of the
business  on  December  17,  2002.  See  Note K.  Following  the  sale of  Tiger
Telematics,  Ltd.  the Company was apprised  that the Tiger Ltd.  renamed by the
acquirer to Eagle Eye was placed in liquidation insolvency under the laws of the
United  Kingdom by LIM for  failure  to make the  payments  required  under this
arrangement.  The private  investment firm made demand on the Company as respect
to the  guarantee  but has made no  attempt to  collect  on the  guaranty  as it
pursues its direct remedies  against the sold Tiger Ltd. company and against the
original borrower of the funds. The private  investment bank also has collateral
provided  by the  original  borrower  of  common  stock  of the  Company  in the
aggregate sum of 3,500,000  proved by the original  borrower to secure the funds
as well as certain  real estate  owned by the  original  borrower.  Therefore no
additional  provision  has  been  made  in  the  financial  statements  for  any
contingent liability as respect to the guarantee since the Company believes that
the private  investment firm will be able to recover such amounts  guaranteed by
the company from the exercise of its rights against the respective collateral.

The Company has received inquiries from persons who maintain that they have made
an  investment  in the  Company  for which the  Company has no records and which
appear to be private transactions among various shareholders.  Legal counsel has
looked  into the  circumstances  surrounding  each  inquiry in late 2002.  Legal
counsel  has  advised  that some  transactions  may have  taken  place in the UK
related the Tiger Telematics,  Ltd. prior to its acquisition by the company.  It
is possible that fund raisers reportedly associated with Tiger Ltd. prior to its
acquisition  by the Company on February  4, 2002 may have raised  funds  through
various private ventures. These transactions did not involve the Company and its
officers or directors the company believes that such transactions  should not be
reflected on the financial  statements of the Company and therefore no provision
has been made for these alleged investments.

At a special meeting of  stockholders on July 31, 2001, the  stockholders of the
Company  voted in favor of the adoption of the  Company's  2001  Employee  Stock
Option Plan ("The Plan").  The total number of shares of common stock  available
for grant under the Plan is  8,000,000  shares.  As of  December  31,  2001,  no
employees  had been  granted  options  under the Plan.  As of December  31, 2002
3,600,000 of options have been granted  under the plan.  All of the options were
issued  pursuant to the plan at the  prevailing  market prices as of the date of
issue of $.06.  As of quarter  ended  March 31,  20023  2,700,000  shares of the
options  had  vested  with a further  vesting  of 900,000  shares  occurring  on
February 2004(occurred) and 900,000 in February 2005.

As of December 31, 2002 the company  owed an  executive  officer and director of
the company  approximately $50,000 comprised of $38,000 of salary and $12,000 of
reimbursable  expenses  incurred on behalf of the Company.  As of March 31, 2003
the  Company  owed that same  executive  officer  and a director  of the company
approximately   $79,000  comprised  of  approximately   $72,000  of  salary  and
approximately $7,000 of reimbursable expenses incurred on behalf of the Company.

Total  interest  expense on  stockholder  debt  amounted to $3,000 for the three
months  ended March  31,2003.  Certain  additional  related  party  transactions
occurred in  following  quarters  that are  reported  in  Footnote K  Subsequent
events.

NOTE D - INCOME TAX MATTERS

The Company has net operating loss  carryforwards for United States Tax purposes
as of March 31,  2003 for  federal  income tax  purposes  of  approximately  $13
million  expiring  in 2021.  Any future  benefit to be  realized  from these net
operating  loss and  contribution  carry  forwards is dependent upon the Company
earning sufficient future income taxable in the United States during the periods
that the carry  forwards are  available.  The loss carry  forwards  also contain
restrictions on the type of taxable income that they can be used to offset.  Due
to these  uncertainties,  the Company has fully offset any deferred tax benefits
otherwise  relating to the net  operating  loss carry  forward  with a valuation
allowance in the amount of approximately $4 million . The Company has losses off
settable  against future income in the UK of $3.5 million  expiring in 2021. Any
future  benefits to be realized  from the losses is  dependant  upon the company
earnings  sufficient future taxable income in the UK during the periods that the
losses off settable are available.  Due to these  uncertainties  the Company has
fully  offset any deferred  tax  benefits  otherwise  relating to the losses off
settable  against  future  income  with a valuation  allowance  in the amount of
approximately $800,000.

                                      F-9
<PAGE>

                     TIGER TELEMATICS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE E - NOTES PAYABLE

As of March 31,  2003,  the  Company  had a 10% note  payable  in the  amount of
$77,597.

NOTE F - ACQUISITIONS.

TIGER TELEMATICS, LTD.

On February 4, 2002,  pursuant to a Stock Purchase Agreement between the Company
and Eagle Eye  Scandinavian  Distribution  Limited,  an English  private limited
company,  which  name the  Company  has  changed to Tiger  Telematics  (UK) Ltd.
("Tiger  Telematics"),  the Company  purchased all of the  outstanding  stock of
Tiger  Telematics in exchange for 7,000,000  shares of Floor Decor,  Inc. common
stock. Tiger Telematics is an early stage company engaged in the distribution of
telematics product.

The 7,000,000 shares of stock issued were valued at $0.40 per share.  This price
is the same price as the private placement transactions with investors that were
entered into from December 2001 through March 2002. This valued the stock issued
at $2,800,000. The negative equity of Tiger

Telematics  of  $463,050  as of the  acquisition  date  resulted in an excess of
acquisition cost over tangible asset value of $3,263,050.

The  excess of the  acquisition  price over the  tangible  asset  valuation  was
assigned to two intangible  assets.  $2,800,000 was ascribed to an order backlog
of open pending  orders for products for future  shipments over the next several
years.  This  amount  will be  amortized  as the orders are shipped on a prorata
basis.  The  remaining  amount of $463,050 was assigned to  distribution  rights
under a Distribution Agreement with Eagle Eye Telmatics, plc, which was executed
on October 19,  2001(see Form 10-K dated March 31, 2002,  exhibit  #21.1).  This
amount  will be  amortized  quarterly  over the 32 month  remaining  life of the
distribution agreement at the time of acquisition.

In third quarter 2002, the Company determined that the good will relative to the
order book was  impaired  due to the  failure  to ship the orders as  originally
projected to the customers and due to the change in Tiger Ltd.'s  business model
to derive its income from monthly  revenue  generated  by its  wireless  telecom
providers  partnership  arrangements as opposed to generating  revenue primarily
from the sale of hardwire.  The Company  wrote-off  $1,000,000  of impaired good
will in the quarter ended September 30, 2002.

In connection with this  acquisition,  the former Tiger Telematics  shareholders
agreed to convert  $610,190  of their  shareholder  debt into  Common  Stock and
warrants  to  purchase  common  stock at a price of $0.75 per share  exercisable
through December 31, 2003. The conversion rate was one share of common stock and
one warrant for every $0.40 of debt.  Although  initiated in August, the debt of
$610, 190 was actually converted in October 2002 into 1,525,475 shares of Common
Stock and 1,525,475 Warrants. The warrants expired in December 2003 and were not
exercised.  In December 2003 the Company sold the common stock of the Tiger Ltd.
Company to an  unrelated  third party based in Sweden that is in the business of
selling and installing telephone equipment in vehicle fleets. See Report of Form
8K dated January 2003.  The agreement  called for the transfer of certain assets
and debt from Tiger Ltd. to Tiger Europe prior to closing.  The  transaction was
done in exchange for a Royalty  Agreement from the buyer and Tiger Ltd. to pay a
percentage of sales over the next 10 years. Due to the uncertainty of the future
payments the Company placed a zero value on the agreement and did not record the
future stream of payments on the balance  sheet.  In order to record the sale of
Tiger Ltd.  transaction  the company wrote off its books the remainder  value of
the  intangible  assets  of  $2,103,830  comprised  of the  sold  order  book of
$1,800,000 and the sold distribution agreement of $303,830.

                                      F-10
<PAGE>

                     TIGER TELEMATICS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The  Company  was  advised  that Eagle Eye  Scandinavian  Distribution  Ltd.)the
renamed Tiger Telematics,  Ltd.) was placed in insolvency liquidation during 1st
quarter of 2003 by a certain  creditor of the Ltd.  company.  See note C Related
Party Transactions.  No provisions have been made to the financial statements as
a result of this action since the company did not record the  receivable  on the
balance sheet as noted above.

COMWORXX, INC.

On June 25, 2002,  pursuant to a Purchase Agreement between the Company's wholly
owned  subsidiary  Tiger  USA,  Inc  and  Comworxx,   Inc.,  a  private  Florida
incorporated  company, the Company formed a new wholly owned subsidiary Comworxx
Acquisition Corporation which name the Company has changed post closing to Tiger
Telematics USA. ("Tiger USA").  Tiger USA purchased all of the assets of Comworx
in exchange for 4,263,266 shares of Tiger Telematics,  Inc. common stock.  Tiger
USA is now an early stage  company  engaged in  beginning  the  distribution  of
telematics  product  to the  United  States  consumer  market.  Comworxx  assets
included license agreements and intellectual properties.

Pursuant to the terms of the purchase  agreement the  4,263,266  shares of stock
issued were valued at $1.00 per share;  provided  however  that if the price per
share of Tiger  Common  Stock sold in the next equity  financing in Tiger Raises
gross  proceeds  of at least $3 million is less than $1.00 per share the assumed
purchase  price  shall be  reduced  to the price  per  share in the next  equity
financing and provided  further however that is the new equity  financing is not
consummated by September 1, 2002 the assumed price shall be reduced to $.035. If
the purchase price is reduced to less than $1.00 per share of Tiger Inc.  common
stock.  Tiger will have to issue such additional shares as necessary so that the
total number of shares of Tiger Common Stock issued  pursuant to this provision,
is equal to the quotient,  rounded to the nearest  whole  number,  of $4,263,266
divided by the final assumed  purchase price.  The maximum number of shares that
would be issued under this formula  would be  12,180,760.  The Company  recorded
this transaction as if the maximum number of shares will be issued, resulting in
the recording of 7,917,494  contingent  shares. The Company valued the shares at
$.25 per share,  which was the trading  price at the date if purchase,  giving a
purchase  price of  $3,045,190.  Based on a post  acquisition  review  of assets
reserves were made to inventory, receivables and property plant and equipment to
equal the current  estimated  value as of the  acquisition  date.  The  reserves
created an additional  excess of  liabilities  over tangible  assets.  The total
excess of liabilities over tangible assets of Comworxx  acquired  resulted in an
additional good will of $669,628.

The  excess of the  acquisition  price over the  tangible  asset  valuation  was
assigned  to  three  intangible  assets.   Although  the  acquisition   included
intellectual  property  and  license  agreements  due  to  the  position  in the
marketplace and funding issues  associated with the acquisition,  agreements the
Company believes that the good will is impaired as of June 30, 2002. The company
wrote off all of the goodwill of  $3,714,818 in the quarter ended June 30, 2002.
The Company believes that the seller of the assets may have  misrepresented  the
nature of the assets and the viability of the associated business at the time of
the transaction.  As a result the Company has retained independent legal counsel
to advice it of its rights  against  the  shareholders  of the seller to recover
certain sums or to rescind the entire  transaction.  The Company does not intend
to issue the contingent shares referred to above until a final determination has
been made as to the potential  causes of action against the seller.  The company
has entered  into  substantial  discussions  with  ComRoad  from time to time as
respect to a settlement of all outstanding obligations claims and counter claims
as noted in Note K Subsequent Events.

                                      F-11
<PAGE>

                     TIGER TELEMATICS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE G.    LEASE IN THE UK

On April 26, 2002 the company  entered into a Lease Agreement with Christian and
Timbers UK Ltd. for office premises for its subsidiary  Tiger Telematics Ltd. in
London,  United  Kingdom.  The lease has a term of five years.  The Company will
satisfy its  obligation  to pay rent for the first year of the term of the lease
by  issuing  500,000  shares of Floor  Decor's  Common  Stock.  If the  Landlord
liquidates  the  Shares  in the  first  year of the  term of the  Lease  and the
aggregate  net  proceeds  of sale  arising  from such sale or sales is less than
(pound)126,018.75 (or the US Dollar equivalent using the mid range exchange rate
prevailing  on the date of actual  receipt of the said  proceeds  of sale by the
Landlord) the Tenant shall forthwith pay to the Landlord the difference  between
(pound)126,018.75 and the said proceeds in cash. The second and subsequent years
of the term of the lease shall be paid in cash.  The company  has  recorded  the
full amount due for the first year of the lease as a liability of $182,636 based
on the conversion  rate the date the lease was  consummated.  The 500,000 shares
issued to them are not considered issued for financial  reporting purposes until
such time as they are actually sold into the market by the landlord or until the
liquidation  guarantee is expired.  These shares of commons  stock have not been
sold as of the date of this  report  have not been sold.  In  December  2002 the
Company sold the Tiger Ltd.  company.  The sold company Tiger Ltd.  subsequently
defaulted  on the lease  arrangement  with  Christian  and  Timbers who sued the
Company  pursuant to the guarantee in the summer of 2003. The Company retained a
provision on the balance  sheet as of March 31, 2003 for $300,000 to reflect its
best estimate of the obligation.
In October 2003 the company entered into a judgment  stipulation for $300,000 to
settle all obligations under the guarantee.  The Company has made payments under
the obligation in 2004

NOTE H - SEGMENT INFORMATION

During  the first  nine  months of 2002 the  Company  operated  in the  flooring
business  in  Florida,  (including  the  period of first  quarter  2002),  now a
discontinued   operation  and  in  the  telematics   product   development   and
distribution business in Europe.

     o    Flooring Retail and Installation- now a discontinued operation
     o    Telematic product development and distribution

The  accounting  policies  of the  reportable  segments  are the  same as  those
referred  to  in  Notes  A.  In  June  6,  2002,   the  company   announced  the
discontinuation  of the  flooring  segment  and sold the assets of the  flooring
business on August 9, 2002.  As a result the company is not  disclosing  segment
information  as it has only one segment in Telematics  product  development  and
distribution.

NOTE I - DISCONTINUED OPERATIONS:

In June  2002  the  Company  entered  into a plan  to  dispose  of its  flooring
business.  The flooring  business was subsequently sold on August 9, 2002. As of
June 30, 2002, the Company  accounted for the flooring segment as a discontinued
segment. Assets of $250,000 and liabilities of $668,475 relating to the flooring
business as of March 31, 2003 have been aggregated on the condensed consolidated
balance sheet.

                                      F-12
<PAGE>

                     TIGER TELEMATICS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

A summary of the assets and liabilities as of December 31, 2002 is as follows:

                                March 31, 2003        December 31, 2002
Assets:                       -----------------      -----------------
  Accounts receivable         $         250,000      $         517,210
                              -----------------      -----------------
    Total assets              $         250,000      $         517,210
                              =================      =================

Liabilities:
  Notes payable               $         273,763      $         273,763
  Accounts payable                         --                  575,000
  Other accruals                        394,712                724,092
                              -----------------      -----------------
                              $         668,475      $       1,572,855
                              =================      =================

Revenue included in loss from discontinued operations amounted to $2,163,158 and
$3,777,000 and $298,000 for the twelve months ended December 31, 2002,  2001 and
2000 respectively.

On August 9, 2002, the Company sold its flooring  business to a purchasing group
headed  up  by a  former  officer  of  the  Company.  The  Company  sold  assets
aggregating   $1,152,698,   and  had  the  buyer  assume  liabilities   totaling
$1,243,135.  The Company will remain  theoretically  contingently  liable on the
liabilities  until such time as the  acquirers  pay them off. In  addition,  the
purchaser has assumed two non balance sheet operating  leases for buildings with
annual rents of approximately $459,480 a year that were assumed without landlord
consents.   These  leases   expire  August  31,  2005  and  September  30,  2005
respectively.  Should the purchaser not meet these obligations they might become
the obligations of the company. A shareholder of the company who has since filed
a personal  Chapter 11 bankruptcy  personally  guarantees  these  leases.  As of
December 31, 2003 the accounts  receivable $633,475 represents the obligation of
the acquirer to pay the remaining  liabilities of discontinued  obligations that
were  assumed  and for which the  company  is  contingently  liable.  Due to the
bankruptcy of the buyer of the assets, the Company made a provision for $383,475
for the write-down of the receivable  from MINIME that  represented  payments to
creditors  for which the Company may be  contingently  liable.  The company also
made a provision  for  $376,292  and for  $295,879  for the two leases that were
assumed  by  MINIME.  The total  provision  was for  $1,055,745  The  Company is
uncertain  as to  its  liability  since  one  of  the  leases  and  most  of the
outstanding  obligations for payables are to a subsidiary of a subsidiary of the
Company.  In June 2002 the bankruptcy  court dismissed the proceeding of MINIME.
The Company is carrying the contingencies until such time it can settle with the
parties or pass the time for which it obligations remain owed  contingently.  In
See note K Subsequent Events.

Revenue  included  in  loss  from  discontinued  operations  amounted  to $0 and
$1,144,695 for the three months ended March 31, 2003 and 2002 respectively.

NOTE J - BUSINESS CONSIDERATIONS

For the year ended  December 31, 2002,  the Company  incurred net losses of over
$13  million . For the first  three  months of 200,  the losses  were  $579,105.
Although  approximately  $7  million  of the loss in 2002 was from the  non-cash
write-down  of impaired  good will,  the Company  had  negative  cash flows from
operating  activities of  approximately  $x for the year ended December 31, 2002
and  negative  cash  flows  from the  operations  although  the cash  flow  from
operating  activities  for the first three  months of 2003 was positive due to a
reduction in assets and an increase in liabilities..

The negative cash flows from  operations,  as well as the costs  associated with
the Tiger Telematics Ltd.  acquisition and the acquisition of assets of Comworxx
has further  strained the Company's cash flow in 2002. Since the Company was not
able to generate positive net cash flows from operations, additional capital was
needed. During 2002 the Company entered into private placement transactions with
individual investors. In these private placement transactions,  the Company sold
shares of its common  stock and  warrants  to raise  approximately  $876,000  of
equity, as disclosed in note C. During the same period,  stockholders  converted
approximately  $923,000 of debt into equity of the Company.  Stockholders of the
company  continued to support the operation  with  substantial  loans to sustain
operations as reported and note C.

                                      F-13
<PAGE>

                     TIGER TELEMATICS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Additional shares were issued in first quarter of 2003 to sustain operations and
in the remaining  quarters since, see Note K Subsequent  Events. The issuance of
the shares permitted raised funds and obtained goods and services that continued
the operations of the Company.  The Company continually monitors operating costs
and will take steps to reduce these costs to improve  cash flow from  operations
if necessary.  The Company is continually  seeking sources of new capital to aid
the  implementation  of its business  plan. The fund raising of $10 million that
the  company  was seeking via  Jefferies  in late 2002 was not  successful.  The
Company has raised  funds in 2003 from the  issuance of common  stock shares see
not K Subsequent Events. The Company continues to seek equity and bank financing
from  various  sources.  However,  there  can be no  assurance  that  additional
financing,  capital or other form of debt  financing  will be  available,  or if
available on terms reasonably  acceptable to the Company.  The company continued
to issue shares of Common Stock in first quarter 2003 to settle  obligations due
for payment and to secure necessary services.

The Company plans to continue the product development and distribution  business
in the UK. This is going forward as planned but slower than anticipated due to a
lack of funding.  The Company is concluding  development of its next  generation
fleet  product and its new GPS  products  including  Gametrac  recently  renamed
Gizmondo.  The  company  has  mothballed  and then  disposed  of the  assets and
business of its  acquired  assets of Comworxx  (acquired on June 25, 2002 by the
wholly owned  subsidiary  Tiger USA. It no longer plans to launch these products
due to the high  related  cost of the product  relative to the  projected  sales
price available for such products in the U.S. consumer retail  marketplace.  The
Company wrote off its entire  investment in the purchase  agreement in 2002. The
Company  hired legal  counsel to advise its rights and causes of action  against
the seller of the assets and its shareholders possible misrepresentations in the
purchase agreement that a viable business existed.  The Company has entered into
substantial  negotiations  with  the  sellers  and  continues  actively  in such
discussions.

The Company's  ability to continue as a going concern is totally  dependent upon
its  ability to raise  sufficient  equity or debt  capital to  accomplish  these
objectives and to offset any future  operating losses that may be incurred until
positive cash flows can be generated from  operations.  In the current  economic
environment this has not been easy task.  Management intends to raise capital by
issuing  shares as required to fund working  capital needs although there are no
assurances of success.

NOTE K. -  SUBSEQUENT EVENTS.

1. Bankruptcy of acquirer of Flooring Floor Decor LLC.

On April 9, 2003 the buyer of the flooring assets MINIME doing business as Floor
Decor LLC.  Filed a Chapter 11  bankruptcy.  On April 17, 2003 they  conducted a
Bankruptcy Court authorized  liquidation sale of the assets of the business.  As
of April 30, 2003 they ceased  operation and are no longer in business.  In June
2003 the bankruptcy  court dismissed the case since all assets of the entity had
been  disposed  of pursuant  to  bankruptcy  court  order.  The  Company  made a
provision  as of  December  31,  2002 for  $383,475  for the  write-down  of the
receivable  from MINIME that  represented  payments to  creditors  for which the
Company  may be  contingently  liable.  The company  also made a  provision  for
$376,292 and for $295,879 for contingent  liability for the two leases that were
assumed  by  MINIME.  The total  provision  was for  $1,055,745.  The  provision
represents  the remaining  amounts due under the lease  agreements for which the
company may be  contingently  liable  despite  the  protections  from  liability
provided in the Asset  Purchase  Agreement.  As a result of the dismissal of the
bankruptcy  case the company  believes that it has no further  liability for the
accrued  leases but  continues to maintain the reserve until such time as it can
obtain a legal opinion as to the same.

                                      F-14
<PAGE>

                     TIGER TELEMATICS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

2. Equity  transactions.  Common  shares  issued for goods and  services and for
financing the company's working capital needs.

In second quarter 2003, in order to obtain various goods and services  including
consulting  services,  the Company issued 450,000 shares for services  valued at
the then market rate of $.03 per share and expensed  $15,000.  All of the shares
issued were  restricted  stock  subject to Rule 144 of the  Securities  Act. The
Company  settled its dispute  with an equity  advisor  and issued  2,400,000  as
discussed in Note C Equity  Transactions.  The transaction included a release of
all indebtedness actual or alleged by the advisor as respect to the Company. The
Company issued 8,046,221 in shares to raise (pound)175,000 converted at $290,309
for  use in its UK  subsidiary  for  working  capital  and  product  development
expenses.  The shares were issued in private placement transactions to qualified
investors  or  strategic  partners or  providers  of  services  and goods to the
Company.  pursuant to subscription  agreements to sophisticated or accredited or
foreign  investors or corporations at per share prices ranging from $.02 to $.04
per  share  recorded  as the  market  price  of the  stock  at the  time  of the
transaction  or  at  the  rate  agreed  to  in  the  respective   agreements  if
appropriate.

In third  quarter,  2003,  the  Company  issued  1,700,000  shares for goods and
services at the market  rate of $.02 per share at the time  issued and  expensed
$34,000 for the  services.  The Company  issued  22,940,327  in common shares in
private placement  transactions to qualified  investors of strategic partners or
providers of services and goods to the Company to rise as converted into dollars
from  sterling  $600,889  for use  primarily  in its UK  subsidiary  for working
capital and product  development  expenses.  The shares were issued  pursuant to
subscription  agreements to sophisticated or accredited or foreign  investors or
foreign  corporations  at per share prices  ranging from $.01 to $.04 per share.
The shares  were  recorded  as the market  price of the stock at the time of the
transaction or at the rate agreed to in the respective agreement if appropriate.
In some  instances due to the timing of the receipt of funds and the  associated
bank confirmations required from the subsidiary prior to issuing the shares, the
shares may be issued in a quarter following the actual receipt of funds as shown
on the financial statements.

In fourth  quarter,  2003,  the Company  issued  4,537,500  shares for goods and
services  at the  market  rate of $.02 to $.05 per share at the time  issued and
expensed $142,875 for the services. $100,000 of the services related to advisory
services in the UK related to some of the share  subscription  agreements issued
below.  The Company  issued  29,514,300  in common  shares in private  placement
transactions  to  qualified  investors  of  strategic  partners or  providers of
services and goods to the Company to raise cash as  converted  into dollars from
sterling  $1,503,997 for use primarily in its UK subsidiary for working  capital
and product  development  expenses.  In some  instances due to the timing of the
receipt  of  funds  and the  associated  bank  confirmations  required  from the
subsidiary  prior to issuing the  shares,  the shares may be issued in a quarter
following the actual receipt of funds as shown on the financial statements.  The
Company  raised an  additional  $1,600,000  in late 4th quarter for which shares
were not issued  until after year end 2003.  The shares were issued  pursuant to
subscription  agreements to sophisticated or accredited or foreign  investors or
foreign  corporations  at per share prices  ranging from $.01 to $.05 per share.
The shares  were  recorded  as the market  price of the stock at the time of the
transaction or at the rate agreed to in the respective agreement if appropriate.

The company  converted  debt to holders  unrelated  to the Company in any way in
separate agreements with the respective parties for 851,300 shares or $36,027 of
debt at a rate  ranging  from$.02  to $.05 as  negotiated  with  the  respective
parties who were represented by independent counsel.

                                      F-15
<PAGE>

                     TIGER TELEMATICS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

In 1st quarter, 2004, the Company issued 10,585,000shares for goods and services
at the market  rate of $.02 to $.05 per share at the time  issued  and  expensed
$305.383 for the services. Five million of the shares were issued to an employee
of the  Gametrac  subsidiary.  $125,000  of the  services  related  to  advisory
services in the UK related to some of the share  subscription  agreements issued
below and were issued to a  stockholder  who is  currently a  consultant  to the
Gametrac Europe Ltd subsidiary.  The Company issued  58,053,778 in common shares
in private placement  transactions to qualified  investors of strategic partners
or  providers  of services  and goods to the Company to raise cash as  converted
into dollars from sterling $2,977,833 for use primarily in its UK subsidiary for
working  capital  and  product  development  expenses.  The shares  were  issued
pursuant to subscription  agreements to  sophisticated  or accredited or foreign
investors or foreign  corporations at per share prices ranging from $.03 to $.20
per share. The shares were recorded as the market price of the stock at the time
of the  transaction  or at the rate  agreed to in the  respective  agreement  if
appropriate. There was also a debt conversion of $45,000 greed to in 4th quarter
2003 and  completed in January  2004 for the  issuance of 1,125,000  shares at a
negotiated sum of $.04 per share. The Company raised an additional $1,500,000 in
first  quarter  2004  which  was   contributed  to  the  Company  by  two  large
shareholders who sold their share position in private transactions for which the
Company  entered  into an to replace the shares at the same per share price that
the firms  sold  their  shares  of the  Company  to  various  unrelated  private
investors.

As to all recent sales of unregistered  securities at the time of each issuance,
each investor or recipient of  unregistered  securities was either an accredited
investor  or a  sophisticated  investor  or a foreign  investor  exempt from the
Securities Acts requirements. Each had access to financial information available
in public  markets and was offered the  opportunity to review any documents that
they requested prior to making said investment.

3. Conversion of debt to equity

No debt was converted to equity in first  quarter  ended March 31, 2003.  See #4
below and #2 above for further conversions of debt.

4. Tiger Telematics - Loans from stockholders.

The Company  borrowed  approximately  $187,000 from a shareholder of the Company
who is associated with Tiger Telematics,  Europe,  Ltd. The loan is evidenced by
non-interest  bearing promissory notes.

In May 2003 the  company  borrowed  $10,000 in a  convertible  demand  loan with
interest of $500. for 20 days in order to meet working  capital needs.  The loan
provides  that it in event it is not  timely  repaid as due it can be  converted
into  restricted 144 Rule common stock of the company at the lowest quoted price
for the Company's  shares or the lowest  conversion  price or shares issuance by
the  Company  at the  discretion  of the  creditor.  In June  2003  the loan was
converted into common stock of the Company at the rate of $.01 per share.

During the fourth  quarter of 2003 the company  converted  the then  outstanding
debt to stockholders of the UK Ltd.  company to common stock at the rate of $.02
which  was the  market  price  of the  common  stock  as of the  date  that  the
agreements  were entered into in August 2004 with the numerous  debt holders for
debt of (pound)886,000 at the time converted at 1.58 to $1,400,000.  The Company
issued  70  million  shares of common  stock in the  conversion  of this debt to
common stock. The debt conversion  negotiated  based on arms length  transaction
did involve  certain  officer and  directors  of the Company and or its Gametrac
Europe Ltd subsidiary. In addition the Company converted certain additional debt
owed to a non-officer non director  shareholder whom the Company was indebted to
for  (pound)143,500  converted  at 1.58 to $226,730 and issued at $.02 per share
11,336,500  million  shares of its common stock.  That person became  affiliated
with the Company in April 2004 as a Head of Investor  Relations  in an agreement
unrelated to the above transactions.

                                      F-16
<PAGE>

                     TIGER TELEMATICS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

5.Shareholder approval of increase in authorized share capitalization.

At a stockholders meeting as (properly adjourned) on May 9, 2003 shareholders of
the  company  approved  an  increase  in  authorized  shares  authorized  by  an
additional  150,000 shares from 100,000 shares to a new total  authorized of 250
million shares effective as of that date.

At  a  stockholders   meeting  as  (properly  adjourned)  on  January  16,  2004
shareholders of the company approved an increase in authorized shares authorized
by an additional 250,000 shares from 250,000 shares to a new total authorized of
500 million shares effective as of that date.

7. Press releases on product development  progress and strategic partners of the
Company.

In order to accomplish  the difficult  task of converting the Gametrac idea into
an actual  product,  the Company  over the past seven  months,  has entered into
several  strategic   partnerships  with  some  of  the  most  reputable  design,
engineering,  software,  manufacturing,  and public  relations  companies in the
world.  Below is a  compilation  of  strategic  relationships  that the  company
announced in various public press releases since second quarter 2003 to date.

In the third quarter 2003 the Company entered into a joint venture with Plextek,
one of the largest independent electrical design and consulting firms in the UK.
Within weeks, a strategic partnership was formed with Synergenix Interactive AB,
regarding the use of Morphum games on Gametrac's mobile gaming platform.

The  Company  entered  into a  strategic  partnership  with  Intrinsyc  Software
International,  a Microsoft Gold Level Windows Embedded Partner,  and elected to
utilize Windows CE.NET as Gametrac's  operating  system.

Working  together  with  Xilinx,  another  huge  firm  that's  widely  respected
throughout  the  electronics  industry,  Plextek and Intrinsyc  produced for the
Company the initial  Gametrac  units that were  displayed  at the 2004  Consumer
Electronics Show in Las Vegas in January 2004.

The Company announced  collaboration with Fathammer Alliance, a leading supplier
of advanced 3D graphics and game technologies for mobile platforms,  a move that
that  the  Company  believes  will  assure  that  the  quality  of the  games is
consistent with the quality of the device.

A strategic partnership between the Company and MINICK was announced. MINICK has
already  built one of the largest  premium  messaging  networks  in Europe,  and
operates  its own SMS & MMS centers that  connect  directly to mobile  networks.
This  partnership  sets the stage for Gametrac  units serving as a platform that
allows the  Company's  Smart  Advertising  (Smart  Adds)  service.

Then  in late  February  2004  it was  announced  that  Gametrac  will be  using
Samsung's  world-class  S3C2440  Mobile  Applications  Processor.   The  Company
believes  that  Samsung,  known  for its  distinguished  multimedia  and  gaming
experience,  was an  excellent  addition  to the team and will help  assure that
Gametrac's performance remains one of the fastest on the market.

In early March the Company announced its plans to use a cutting-edge audio IC, a
single  chip  MIDI  synthesizer,  that's  made  by  respected  audio  specialist
Micronas,  a move that will provide  Gametrac units with notably  superior audio
quality.

The Company  announced its  attendance at industry  shows where the new handheld
device has been displayed  including  CeBit in Hanover Germany in March 2004 and
the yet to be held E-3 in Los Angeles in May 2004.

In March  2004 the  Company  created  a new  wholly  owned  Delaware  subsidiary
Gametrac USA Inc. to handle future  marketing and potential  distribution if and
when the Company determines to launch the product in the United States. The unit
has not been made operational to date.

                                      F-17
<PAGE>

                     TIGER TELEMATICS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

On the production front, the Company announced in mid-December that Celestica, a
huge  and  respected  worldwide  leader  in  delivering  innovative  electronics
manufacturing  services  (EMS),  will be providing  Gametrac with  manufacturing
services.

In late March 2004 the Company signed an agreement with CATIC, a giant State-Run
Chinese  conglomerate,  which  involved  "...  sales,  distribution,   technical
support, and numerous other joint ventures for all Chinese regions,"

In  early  April  the  Company  announced  that it had  selected  Ogilvy  Public
Relations Worldwide as its Agency of Record. Ogilvy currently represents some of
the most  reputable  companies in the  consumer-oriented  electronics  industry,
including but not limited to Cisco, Dell, HP, Microsoft, NCR, Oracle and Xilinx.

The  Company has some funds  expended in  developing  several  related  concepts
associated with marketing its Gizmondo device related to game development, music
and film. The Company has also negotiated for potential  acquisitions of related
entities involving game development and modeling but no definitive  arrangements
have been  agreed to. The Company has  entered  into an  agreement  to sponsor a
formula one driver as a part of marketing the Gizmondo,  which will be announced
in the  near  future  when  all  aspects  of the  agreement  are  concluded  and
finalized.

5. Litigation.

In March 2004 Jordan  Grand Prix Ltd.  filed suit  against the Company in the UK
alleging violation of the Sponsorship Agreement entered into between the Company
and Jordan Racing in July 17, 2003 and a related Letter  Agreement dated in July
2003. The  sponsorship  agreement was meant to assist in marketing the companies
new hand held gaming  device and to correspond  with its launch.  The launch was
delayed from its anticipated time frame.  Jordan sued the Company for $3 million
and alleges  that the Company  defaulted  in a payment due on January 1, 2003 of
$500,000 under the  sponsorship  agreement and a payment for $250,000 due on the
same date under a separate  letter  agreement.  On February 26, 2004 Jordan sent
the  Company  a letter  where  they  formally  and  officially  terminated  both
agreements for the aforementioned alleged defaults. The Company believes that it
has good  defenses  to the suit and has  filed a  defense  in UK  courts  and is
considering  filing a  countersuit  against  Jordan  Racing in the matter in the
upcoming  months.  As no  amounts  were due as of the  date of  these  financial
statements,  no provision  has been made on the  financial  statements  for this
litigation.

In March 2004, the Company and it's Gametrac Europe Ltd. subsidiary were sued in
the UK in a  trademark  infringement  suit by IN 2 Games Ltd.  to  recover  over
(pound)150,000  alleging  that  the use of the  project  name  Gametrac  for its
multi-entertainment  handheld  device  that  is in  development  and  the use of
Gametrac in the name of the subsidiary was an infringement  on their  registered
trademark in the UK "Gmetrak".  The company contested the suit and anticipates a
speedy  resolution  as it  agreed  to a trial  in May 24,  2004 in an  agreement
between it and In2 Games Ltd.  approved by the court. The Company had previously
planned to announce the name of its new device in May at E-3 show in LA but went
forward and announced the new name Gizmondo in April 2004.  The company has also
taken steps to remain the Gametrac  Europe Ltd.  subsidiary  to Gizmondo  Europe
Ltd. The company  anticipates that with the new product name change announcement
and its step to rename the  subsidiary in the UK that it will be able to resolve
the  litigation on an amicable  basis  although no assurances  can be given.  No
provision has been made on the financial statements for the litigation.

                                      F-18
<PAGE>

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

This report contains  forward-looking  statements  within the meaning of Section
27A of the Securities Act of 1933, as amended, and Section 23E of the Securities
Act of 1934,  as amended.  These  statements  relate to future  events or future
financial  performance.  Any  statements  contained  in this report that are not
statements of historical fact may be deemed to be forward-looking statements. In
some cases,  forward-looking statements can be identified by terminology such as
"may," "will," "should," "expect," "plan,"  "anticipate,"  "intend",  "believe,"
"estimate,"  "predict," "potential" or "continue," or the negative of such terms
or other comparable terminology.  These statements are only predictions.  Actual
events or results may differ materially.

Although  the  Company   believes  that  the   expectations   reflected  in  the
forward-looking  statements are reasonable,  the Company cannot guarantee future
results, levels of activity, performance or achievements.  Moreover, neither the
Company, nor any other person or entity, assumes responsibility for the accuracy
and  completeness  of the  forward-looking  statements.  The Company is under no
obligation to update any of the  forward-looking  statements after the filing of
this Form 10-Q to conform such statements to actual results or to changes in the
Company's expectations.

The  following  discussion  should  be read in  conjunction  with the  Company's
financial  statements,   related  notes  and  the  other  financial  information
appearing  elsewhere  in this Form 10-Q.  Readers  are also  urged to  carefully
review and consider the various disclosures made by the Company which attempt to
advise interested parties of the factors which affect the Company's business.

General

Overview

In May of  2001  the  Company  completed  a  reverse  shell  merger  with  Media
Communications  Group, Inc.  ("MCGI").  Prior to the acquisition of Floor Decor,
MCGI was a "public shell" company, with no significant operations or assets. The
acquisition of Floor Decor was accounted for as a reverse  acquisition.  Under a
reverse  acquisition,  Floor Decor is treated for accounting  purposes as having
acquired MCGI and the historical  financial statements of Floor Decor become the
historical  financial  statements  of MCGI.  Therefore,  all  references  to the
historical activities of the Company refer to the historical activities of Floor
Decor. Floor Decor changed its name to Tiger Telematics, Inc. on June 6, 2002.

Tiger  Telematics,  Inc. ("Tiger  Telematics" or "the Company"  previously named
Floor  Decor,  Inc.) is the  parent  company  of three  subsidiaries.  The first
subsidiary,  Media Flooring,  Inc., operating through its subsidiary Floor Decor
LLC, operates a flooring products sales and service business,  which represented
all of the business operations of the Company during 2001. The company announced
the  discontinuation of the flooring segment on June 6, 2002 and sold the assets
on August 9,  2002.  On  February  4,  2002,  the  Company  acquired  its second
subsidiary,  Tiger  Telematics  LTD, a UK company,  which  develops and provides
telematics products and services to the business-to-business  segment in Europe.
On June 29, 2002 the company set up its third  subsidiary  Tiger Telematics USA,
Inc. and it acquired  the assets and certain  liabilities  of  Comworxx,  Inc. a
Sarasota,  Florida based entity that provides telematic products and services to
the business to consumer segment in the United States.  That business  suspended
operations and disposed of its assets in 2nd quarter of 2003. . In December 2003
the Company sold Tiger Ltd. And started Tiger Europe Ltd. to develop  Telematics
and related products using the GPS function.


Telematics

On February 4, 2002, the Company  acquired Eagle Eye  Scandinavia  Distribution,
Ltd, and changed its name to Tiger  Telematics  Ltd. The  consideration  paid in
this  transaction  consisted  entirely of shares of the Company Common Stock, as
was  reported in the  Company's  Current  Report on Form 8-K dated  February 19,
2002.  The  business  was sold in  December  2002 but the company set up another
Company Tiger Europe Telematics, Ltd (rename Gametrac Europe Ltd. to continue to
develop and market telematic products.

<PAGE>

Gametrac  Europe Ltd. is an early stage company  engaged in the  development and
distribution of telematics and related products.  Telematics  products allow the
wireless exchange or delivery of communication,  information,  and other content
between a vehicle and its  occupant,  and external  sources or  recipients.  The
telematics   industry  aggregates  the  functionality  and  content  of  various
industries including consumer electronics,  cellular and security devices, among
others, into a seamless service offering.

On June 25, the company created a wholly owned subsidiary Tiger Telematics, USA,
Inc.  that  acquired  the assets and certain  liabilities  of  Comworxx  Inc. as
disclosed in the note G to financial statements. That subsidiary is currently in
a dormant state having disposed of the business and assets of the unit.

The  Company's  primary  focus  beginning in third  quarter 2003 has been on the
development of a new handheld  wireless  product  project name gametrac that was
recently renamed gizmondo.  In additional to being an exceptional gaming device,
Gizmondo  also performs the  following  functions:  It serves as a movie player,
allowing  users to view  full-feature  videos using the unit's  built-in SD Card
slot; it functions as an MP3 player  permitting  users to download,  store,  and
listen to select audio files;  it's an SMS & MMS  messaging  facility  that lets
users  easily  send  text,  image,  and  music  files;  and it  sports  a  neat,
high-resolution digital camera.

Gizmondo's also equipped with a unique global positioning system; it's wired for
GSM tri-band networks so it can be used in 5 continents;  it supports  Bluetooth
wireless capabilities,  which allows not only multi-player competition, but also
makes connecting to any enabled device a snap; it has UBS capabilities; and with
its removable memory cards, it provides users with unlimited storage.

In addition to having more features than any competing  units,  Gizmondo's  also
equipped  with a 400  MHz  Samsung  processor  and a  built-in  64-bit  graphics
accelerator  and, it's the only mobile gaming unit that uses  Microsoft  Windows
(CE.NET) as its operating system.

The  Company  anticipates  bringing  the  Gizmondo  product to the market in the
summer of 2004 although  assurances  can be given.  The coming is focused on the
rapidly  growing  mobile  gaming  industry,  at this  point it's  impossible  to
reference any industry averages or trend rates because it's such a new industry.
At present,  it appears Gizmondo's primary competition will come from Sony's new
PSP and  Nintendo's  new  dual  screen  unit  called  DS.  Another  smaller  but
noteworthy  industry member is Tapwave,  with its PDA-like Zodiac models,  which
have mobile gaming  capabilities.  And Nokia with its gaming cell called N-Gage,
which Nokia is reportedly to re-design and eventually re-introduce.

And while Sony and Nintendo  remain as truly  formidable  competitors  with much
more assets and capital then the  Company,  the Company  anticipates  for a much
earlier launch date than either one of them.

Three  months-ended  March 31, 2003 compared to the three months ended March 31,
2002

Below is a summary of the results of the company for the nine months ended March
31, 2003.

Net Sales:  The  Company's  net sales were $1,050 in the first  three  months of
2003.compared to $28,520 for the same period in 2002 from continuing operations.
This is  principally  due to not having unit sales from the sold entity of Tiger
Ltd.(sold in December 2002) that reported sales in the comparable  period of the
first three months of 2002.  With the new start up Tiger Europe Ltd. the company
was focused in first  quarter  2003 on building its next  generation  of product
with enhanced features and in developing accounts and doing trails in the rental
car business  areas. In first quarter 2003 trials were under way at a rental car
a concern. Those trials were concluded successfully in second quarter 2003 but a
contract was not received from the enterprise.

<PAGE>

Gross  Profits:  Gross  profits were $(2,238) for the first three months of 2003
compared to $(2,496) for the first three months of 2003. The telematics products
reported  negative  gross  profits  as  part  of the  initial  strategy  used to
introduce its new product in the marketplace.  A critical mass of shipments is a
key to improving  the gross profit  margin.  Similarly,  with sunken  technology
development  costs, the gross margin can rapidly improve as volumes of shipments
increase. The company has a substantial expertise in software development, which
will improve gross profit in future quarters.  The company expended funds in the
first three months in the development of an improved fleet product with enhanced
features.  The Company  has made an initial  investment  in a new child  tracker
product  that was  abandoned  later in 2003  when the focus  switched  to gaming
handheld entertainment device.

Selling Expenses:  Selling and marketing  expenses for the first three months of
2003 were $40,102  compared with $124,403 for the same time period in 2002. Much
of the  $84,000  reduction  can be  attributed  from not having the costs of the
divested   Tiger  Ltd.   which  was  in  the  first  quarter  of  2002  and  the
transformation of the company into a development concern with a focus on selling
to rental car concerns. Most of this actual cost related to the establishment of
potential  orders for rental car  Telematics  products and a UK based motor bike
company that produced motor bikes in China.

General and Administrative Expenses: General and administrative expenses for the
first three  months of 2003 were  $504,988.67  compared to $828,586 or down over
$300,000.  This decrease came from the lower costs with the divestiture of Tiger
ltd. in December  2002 and the  associated  staff  reductions  from the sale. In
order to further  reduce  expenditures  the Company  downsized and relocated its
corporate  office in late 2002 and continued to operate at a reduce cost rate in
2003 first  quarter as compared to the same time period in 2002.  A  significant
reason  for actual  costs  incurred  in 2003 to date of being a public  company,
primarily fees for accounting, legal, and professional services. These fees were
approximately  $181,475 in the first three months of 2003  although  some of the
expenses  were  normal  fees of running  any  business.  Expenditures  were made
configure  the product to obtain to obtain the coveted  Thatcham Q class  rating
for the product. This rating may allow insurance companies to provide a discount
in costs to users of Tiger's telematics devices.  Expenditures have been made in
developing   several  new  products   including   Child  Tracker   devices(since
terminated)  and gaming  handheld  devices.  All of these costs are  expensed as
incurred  and  are not  capitalized  for  financial  reporting  purposes.  Tiger
Telematics,  Inc.  anticipates  an increase  in its  general and  administrative
expenses in future periods as part of its product development strategy.

Other  Expenses:  Other expenses for the first three months of 2003 were $31,616
as  compared  to $28,320  for the first  three  months of 2002.  Other  expenses
consisted  of  interest  expense on loans of $10,760  and  currency  translation
adjustments  of $20,856.  The  currency  translation  adjustment  accounted  for
virtually  all of the  increase in this  category  and is due to the drop in the
dollar currency  relative to the sterling since the acquisition of Tiger Ltd. in
February 2002 and carrying  foreign based assets on the balance sheet.  Interest
in 2003 of $10,760 is $11,596  lower or about 100% less than in the first  three
months of 2002 as the company  converted certain interest bearing debt to common
stock during the 4th quarter of 2002.

Net Loss from continuing  operations:  The Company reported an operating loss of
$547,489. in first quarter of 2003 compared to $955,485 for the same time period
in 2002. The loss was lower due to the costs  associated with the divested Tiger
Ltd. No longer included in operations  since it was sold and the cost reductions
undertaken in late 2003.  Management  does  anticipate that its losses in future
quarters  will grow  materially  as it expenses  trial costs for its  Telematics
products into the rental car industry and it expenses  development  cost for its
new products of GPS and gaming device Gizmondo.  The Company's  management staff
has been right sized and has  expertise and  infrastructure  to grow the Company
rapidly.  Management  considers  these  costs as an  investment  in setting  the
Company in a position to grow rapidly in the near future.

<PAGE>

Net  Loss  from  discontinued  operations:  The  Company  reported  a loss  from
discontinued operations of $0 in the first three months of 2003 as compared to a
$189,390  loss in the same time period in 2002.  On August 9, 2002,  the company
sold the assets of the flooring  segment  effectively  eliminating  that segment
going forward from that date.

Net Loss:  The  Company  incurred a total loss of  $579,105  for the first three
months of 2003 as compared to a loss of $1,173,195 for the first three months of
2002. The difference of nearly $600,000  reduction is attributed the divestiture
of Tiger Ltd. and not having its losses in 1st quarter 2003 results and the cost
reductions taken in late 2002 that helped results for the first quarter of 2003.
There will be no  discontinued  operation  impacting 2003 going forward.  The UK
subsidiary  will  incur  costs in the  development  of its new  products  and in
marketing its Telematics  products.  The anticipates  that future net losses per
quarter  will be  considerable  higher  then in  first  quarter  as the  company
increases the expenditures in product  development for Gizmondo and marketing in
moving products to the market.

LIQUIDITY AND CAPITAL RESOURCES

The Company does not have any off-balance  sheet  arrangements  that have or are
reasonably likely to have a current or future effect on its financial condition,
revenues or expenses, results of operations,  liquidity, capital expenditures or
capital resources that are material to investors.

In 2002 and during 2003 the Company  funded its  operating  losses and  start-up
costs  principally with loans from stockholders or other parties and through the
issuance of shares of commons  stock.  Without  such equity  funding the Company
would not have been able to sustain its operations.

In the three months ended March 30, 2002, the Company's working capital improved
slightly  This was the result of in current  assets,  consisting of decreases in
accounts  receivable  of $86,567,  inventory of $132,580,  prepaid  expenses and
other  current  assets of  $82,821,  and assets of  discontinued  operations  of
267,210, offset by increases in current liabilities,  consisting of increases in
accounts payable of $394,161,  accrued expenses of $695,050,  and increased by a
reduction  of  liabilities  to  stockholders  of  $202,413  and  liabilities  of
discontinued operations of $904,380. $1,062,794 of the payables relates to Tiger
USA,  and  reflects  contingent  liabilities  allegedly  assumed in the purchase
agreement.  These liabilities are of the subsidiary Tiger USA and may not be the
obligations  of Tiger  Telematics,  Inc  although  they are  carried as Accounts
Payable on the  Consolidated  Balance  Sheet.  As discussed in Note J.  Business
Considerations to the Consolidated  Financial Statements the Company has hired a
legal counsel to analyze and advice as to potential liabilities arising from the
purchase of the assets of Comworrx and associated  causes of actions against the
seller and its shareholders. The Company has been in continued recent discussion
with the seller  regarding a settlement of the  obligations.  Also, in the three
months ended March 31, 2003 the amounts due stockholders  reduced as a result of
the debt  conversions  of certain  stock  holders to equity not fully  offset by
continued  loans  from  stockholders.   The  Company  also  retired  $93,100  of
obligations in first quarter by issuing shares of commons stock.

Certain  creditors of the company's  Tiger Ltd. have made formal  demands on the
Company for repayment of  indebtedness  for services or products  ordered by the
company.  To date, the company has been able to meet those demands with payments
or enter into acceptable  payment  arrangements but without  additional  funding
these demands can not be met in the future.

The Company does not have any bank loans or lending facilities.  The Company has
obtained loans from stockholders and raised additional financing through private
placements  of  shares of  common  stock  principally  from  accredited  foreign
investors.  Se also Note K Subsequent Events. On August 9, 2002 the Company sold
the assets of the flooring  division  including this  inventory,  which improved
liquidity  requirements during the balance of 2002 and in its quarter of 2003 as
the purchaser retired certain  obligations which were removed from the Company's
balance  sheet.  The Company  continued  to issue  shares of Common Stock in the
first  quarter and  subsequent  quarters  of quarters of 2003 to retire  certain
obligations due for payment.

<PAGE>

The Company  incurred  operating losses in 2000 and in the first three months of
2003 of $13,500,00 and $579,000 respectively.  Since the Company was not able to
generate positive net cash flows from operations, additional capital was needed.
This  capital has been  provided  by certain  principal  stockholders,  who have
funded the Company  through  loans as needed,  and from the sale of Common Stock
and warrants through private placement transactions.

In October 2002,  certain  stockholders  converted $455,176 of debt into Company
Common Stock which reduced debt and improved liquidity in the balance sheet. The
Company  anticipates  further  cash  assistance  in the form of  loans  from its
stockholders to assist in liquidity while the Company raises additional  capital
although  no  assurances  can be given  that  they  will be able or  willing  to
continue such support.  The sale of the assets of the flooring segment on August
9, 2002 helped  liquidity as liabilities  assumed were less than assets sold and
the Company no longer required to fund the operating  losses and working capital
needs of that flooring segment going forward.

The Company evaluated the business of its acquired assets of Comworxx  (acquired
on June 25, 2002 by the wholly owned  subsidiary  Tiger USA,  Inc), to determine
the  appropriate  time if ever to launch these  products  full scale in the U.S.
Based on a post  acquisition  evaluation  of the assets and market  position  of
Tiger USA, the Company  determined  that the goodwill from the  acquisition  was
impaired  wrote it down in full in Second  Quarter  2002.  The Company  retained
legal counsel to review its options under the purchase  agreement  that acquired
these assets.  Although over a year has gone by the Company is in recent serious
discussions with the shareholders of the seller for modification of the terms of
the  purchase  agreement  due in  part  to  potential  misrepresentation  in the
purchase  agreement  that  Comworxx  was a viable  business.  They want  certain
payments they allege are called for under the Purchase Agreement the Company has
had numerous  discussions with the sellers in regards to a settlement  agreement
and such  discussions are being continued.  The Company  cancelled the launch of
the product  permanently.  The Company effectively  mothballed the operations of
Tiger USA and  discontinued  those  operations,  and sold the  assets in partial
payment to the landlord of the facility  used by the business  assets  bought by
Tiger USA.

The Company will seek to raise additional equity financing as needed to fund the
development and the launch of the Gizmondo product as needed. However, there can
be no  assurance  this  additional  capital or other form of  financing  will be
available, or if available on terms reasonably acceptable to the Company.

The Company anticipates that it will meet its liquidity of capital needs for the
next twelve months through equity  financing but no assurances can be given that
this will occur.  As the company  continues  to  experience  negative  operating
results in 2003 and 2004,  the Company's  liquidity  will remain  strained.  The
Company is dependent upon financing from its  shareholders  and from the sale of
common stock of the company. There can be no assurances that the Company will be
able to continue to obtain this funding from external  sources.  There can be no
assurance that additional  capital beyond the amounts  forecasted by the Company
will not be required or that any such  required  capital  will be  available  on
terms acceptable to the Company, if at all, at such time or times as required by
the Company.

<PAGE>

Part II.
                             TIGER TELEMATICS, INC.
                                OTHER INFORMATION



Item 1.    Legal Proceedings

         Not applicable

Items 2.   Changes in Securities and Use of Proceeds

         Not applicable.

Item 3.    Defaults Upon Senior Securities

         Not applicable

Item 4.  Submission of Matters to a Vote of Security Holders
         Not Applicable

Item 5.    Other Information


Item 6.    Exhibits and Reports on Form 8-K
           Form 8K dated January 4, 2003
           Form 8K dated January  22, 2003
           Exhibit 31.1  Form 302 Certification.
           Exhibit 32.1  Certification Section 906 of Sarbanes-Oxley Act of 2002




SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned, thereunto duly authorized.

TIGER TELEMATICS, INC.

/S/ Michael W. Carrender     Chief Executive Officer, Director     April 23,2004
------------------------     and Chief Financial Officer
Michael W. Carrender         For the Registrant