##### Table of Contents



SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.

FORM 10-Q

Quarterly Report Under
Section 13 or 15(d)

of the Securities Exchange Act of 1934

For Quarter Ended
September 30,
2002

Commission File Number
0-14063

BARRISTER GLOBAL SERVICES
NETWORK, INC.
(Exact name of Registrant as specified in its charter)

|                                                                                |  |                                                
|------------------------------------------------------------------------------- |  | -----------------------------------------------
|Delaware
(State or other jurisdiction of
incorporation of organization)         |  | 16-1176561
(I.R.S. Employer
Identification No.)
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|290 Ellicott Street, Buffalo, New York
(Address of principal executive offices) |  | 14203
(Zip Code)                               

Registrants telephone number,
including area code (716) 845-5010

Not ApplicableFormer name, former address and former fiscal
year, if changed since last report.)

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

|                      |  |                                
|--------------------- |  | -------------------------------
|Class                 |  | Outstanding at October 31, 2002
|                      |  |                                
|Common $.24 Par Value |  | 11,901,326 Shares              





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TABLE OF CONTENTS



|                                         |                                                                                               |                                   |  |  |  |  |  | 
|---------------------------------------- | --------------------------------------------------------------------------------------------- | --------------------------------- |  |  |  |  |  | 
|PART I. FINANCIAL INFORMATION           
|                                         | Item 1. Financial Statements                                                                 
|                                         |                                                                                               | BALANCE SHEETS                   
|                                         |                                                                                               | STATEMENTS OF OPERATIONS         
|                                         |                                                                                               | STATEMENT OF STOCKHOLDERS EQUITY
|                                         |                                                                                               | STATEMENTS OF CASH FLOWS         
|                                         |                                                                                               | NOTES TO FINANCIAL STATEMENTS    
|                                         | Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
|                                         | Item 4. Evaluation of Disclosure Controls and Procedures                                     
|PART II. OTHER INFORMATION              
|                                         | Item 4. Submission of Matters to a Vote of Security Holders                                  
|                                         | Item 6. Exhibits and Reports on Form 8-K                                                     
|SIGNATURES                              
|Exhibit 99 Certifications of CEO and CFO



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##### Table of Contents



BARRISTER GLOBAL SERVICES NETWORK, INC.

INDEX

|               |  |  |  |                                                                                                 |                                                                                       |  |   |    |  |        |  | 
|-------------- |  |  |  | ----------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------- |  | - | -- |  | ------ |  | 
|               |  |  |  |                                                                                                 |                                                                                       |  |   |    |  | Page  
|               |  |  |  |                                                                                                 |                                                                                       |  |   |    |  | Number
|               |  |  |  |                                                                                                 |                                                                                       |  |   |    |  |       
|PART I         |  |  |  | Financial Information                                                                           |                                                                                       |  |   |   
|              
|              
|              
|              
|               |  |  |  | Item 1.                                                                                         | Financial Statements                                                                  |  |   |    | 
|              
|              
|              
|              
|               |  |  |  | Balance Sheets at September 30, 2002
and March 31, 2002                                         |                                                                                       |  | 3 |   
|              
|              
|              
|              
|               |  |  |  | Statements
of Operations 
Three and Six Months Ended September 30, 2002
and September 30, 2001 |                                                                                       |  | 4 |   
|              
|              
|              
|              
|               |  |  |  | Statement of
Stockholders Equity 
Six Months Ended September 30, 2002                         |                                                                                       |  | 5 |   
|              
|              
|              
|              
|               |  |  |  | Statements
of Cash Flows 
Six Months Ended September 30, 2002
and September 30, 2001           |                                                                                       |  | 6 |   
|              
|              
|              
|              
|               |  |  |  | Notes to Financial Statements                                                                   |                                                                                       |  | 7 |   
|              
|              
|              
|              
|               |  |  |  | Item 2.                                                                                         | Managements Discussion and Analysis
of Financial Condition and Results
of Operations |  |   | 9  | 
|              
|              
|              
|              
|               |  |  |  | Item 4.                                                                                         | Evaluation of Disclosure Controls and Procedures                                      |  |   | 10 | 
|              
|              
|              
|              
|PART II        |  |  |  | Other Information                                                                               |                                                                                       |  |   |   
|              
|              
|              
|              
|               |  |  |  | Item 4.                                                                                         | Submission of matters to a vote of Security Holders                                   |  |   | 11 | 
|              
|              
|              
|              
|               |  |  |  | Item 6.                                                                                         | Exhibits and Reports on Form 8-K                                                      |  |   | 11 | 
|              
|              
|              
|              
|SIGNATURES     |  |  |  |                                                                                                 | 12                                                                                    | 
|              
|              
|              
|              
|CERTIFICATIONS |  |  |  |                                                                                                 | 13                                                                                    | 

2



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##### Table of Contents






PART I. FINANCIAL INFORMATION




BARRISTER GLOBAL SERVICES NETWORK, INC.





BALANCE SHEETS  (In thousands)


|                                               |                                                                            |             |                                          |         |              |       |          |         |   |       | 
|---------------------------------------------- | -------------------------------------------------------------------------- | ----------- | ---------------------------------------- | ------- | ------------ | ----- | -------- | ------- | - | ----- | 
|                                               |                                                                            |             |                                          |         | September 30 |       | March 31
|                                               |                                                                            |             |                                          |         |              |       |         
|                                               |                                                                            |             |                                          |         | 2002         |       | 2002*   
|                                               |                                                                            |             |                                          |         |              |       |         
|                                               |                                                                            | (unaudited) |                                          |         |              |      
|                                               |                                                                            |             |                                          |         |              |      
|ASSETS                                         |                                                                            |             |                                          |         |              |      
|Current assets:                                |                                                                            |             |                                          |         |              |       |          |        
|                                              
|                                              
|                                              
|                                              
|                                               | Cash and equivalents                                                       |             | $                                        | 832     |              |       | $        | 1,222   |  
|                                              
|                                              
|                                              
|                                              
|                                               | Short-term investments                                                     |             |                                          | 589     |              |       |          | 1,040   |  
|                                              
|                                              
|                                              
|                                              
|                                               | Accounts receivable                                                        |             |                                          | 1,869   |              |       |          | 1,289   |  
|                                              
|                                              
|                                              
|                                              
|                                               | Service parts inventory                                                    |             |                                          | 728     |              |       |          | 933     |  
|                                              
|                                              
|                                              
|                                              
|                                               | Prepaid expenses                                                           |             |                                          | 57      |              |       |          | 23      |  
|                                              
|                                              
|                                              
|                                              
|                                               | Income taxes                                                               |             |                                          | 562     |              |       |          | 487     |  
|                                               |                                                                            |             |                                          |         |              |       |          |        
|                                               |                                                                            |             | Total current assets                     |         |              | 4,637 |          |         |   | 4,994 | 
|                                               |                                                                            |             |                                          |         |              |       |          |        
|Equipment and leasehold improvements, at cost  |                                                                            |             | 2,050                                    |         |              |       | 1,835    |        
|                                              
|                                              
|                                              
|                                              
|                                               | Less accumulated depreciation                                              |             |                                          | 1,530   |              |       |          | 1,448   |  
|                                               |                                                                            |             |                                          |         |              |       |          |        
|                                               |                                                                            |             | Net equipment and leasehold improvements |         |              | 520   |          |         |   | 387   | 
|                                               |                                                                            |             |                                          |         |              |       |          |        
|Marketable securities                          |                                                                            |             | 681                                      |         |              |       | 1,730    |        
|                                              
|                                              
|                                              
|                                              
|Goodwill                                       |                                                                            |             | 1,505                                    |         |              |       |         |        
|                                              
|                                              
|                                              
|                                              
|Other assets                                   |                                                                            |             | 262                                      |         |              |       | 25       |        
|                                               |                                                                            |             |                                          |         |              |       |          |        
|                                               |                                                                            | $           | 7,605                                    |         |              | $     | 7,136    |        
|                                               |                                                                            |             |                                          |         |              |       |          |        
|LIABILITIES AND STOCKHOLDERS EQUITY           |                                                                            |             |                                          |         |              |       |          |        
|                                              
|                                              
|                                              
|                                              
|Current liabilities:                           |                                                                            |             |                                          |         |              |       |          |        
|                                              
|                                              
|                                              
|                                              
|                                               | Current installments of long-term debt                                     |             | $                                        | 104     |              |       | $        | 307     |  
|                                              
|                                              
|                                              
|                                              
|                                               | ($60
and $266 to a related party, respectively)
Amount due for acquisition |             |                                          | 750     |              |       |          |        |  
|                                              
|                                              
|                                              
|                                              
|                                               | Accounts payable                                                           |             |                                          | 616     |              |       |          | 761     |  
|                                              
|                                              
|                                              
|                                              
|                                               | Accrued compensation and benefits                                          |             |                                          | 828     |              |       |          | 677     |  
|                                              
|                                              
|                                              
|                                              
|                                               | Customer advances and unearned revenue                                     |             |                                          | 838     |              |       |          | 661     |  
|                                              
|                                              
|                                              
|                                              
|                                               | Other accrued expenses                                                     |             |                                          | 70      |              |       |          | 152     |  
|                                               |                                                                            |             |                                          |         |              |       |          |        
|                                               |                                                                            |             | Total current liabilities                |         |              | 3,206 |          |         |   | 2,558 | 
|                                               |                                                                            |             |                                          |         |              |       |          |        
|Deferred compensation                          |                                                                            |             | 221                                      |         |              |       | 267      |        
|                                              
|                                              
|                                              
|                                              
|Long-term debt, excluding current installments |                                                                            |             | 4                                        |         |              |       | 27       |        
|                                              
|                                              
|                                              
|                                              
|Stockholders equity:                          |                                                                            |             |                                          |         |              |       |          |        
|                                              
|                                              
|                                              
|                                              
|                                               | Preferred stock                                                            |             |                                          |        |              |       |          |        |  
|                                              
|                                              
|                                              
|                                              
|                                               | Common stock, $.24 par value                                               |             |                                          | 2,867   |              |       |          | 2,867   |  
|                                              
|                                              
|                                              
|                                              
|                                               | Additional paid-in capital                                                 |             |                                          | 23,025  |              |       |          | 23,028  |  
|                                              
|                                              
|                                              
|                                              
|                                               | Accumulated deficit                                                        |             |                                          | (21,691 | )            |       |          | (21,550 | )
|                                              
|                                              
|                                              
|                                              
|                                               | Treasury stock at cost                                                     |             |                                          | (27     | )            |       |          | (61     | )
|                                               |                                                                            |             |                                          |         |              |       |          |        
|                                               |                                                                            |             | Total stockholders equity               |         |              | 4,174 |          |         |   | 4,284 | 
|                                               |                                                                            |             |                                          |         |              |       |          |        
|                                               |                                                                            | $           | 7,605                                    |         |              | $     | 7,136    |        
|                                               |                                                                            |             |                                          |         |              |       |          |        

See accompanying notes to financial statements

|* |  | March 31, 2002 balances were derived from audited financial statements.
|- |  | -----------------------------------------------------------------------

3



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##### Table of Contents



BARRISTER GLOBAL SERVICES NETWORK, INC.




STATEMENTS OF OPERATIONS  (unaudited)(In thousands, except per share amounts)


|                                                      |                                              |                     |       |                    |        |                  |       |         |        |         |       |       |        |   |       |       |        |  
|----------------------------------------------------- | -------------------------------------------- | ------------------- | ----- | ------------------ | ------ | ---------------- | ----- | ------- | ------ | ------- | ----- | ----- | ------ | - | ----- | ----- | ------ | -
|                                                      |                                              |                     |       | Three months ended |        | Six months ended
|                                                      |                                              |                     |       |                    |        |                 
|                                                      |                                              |                     |       | Sept 30            |        | Sept 30          |       | Sept 30 |        | Sept 30
|                                                      |                                              |                     |       | 2002               |        | 2001             |       | 2002    |        | 2001   
|                                                      |                                              |                     |       |                    |        |                  |       |         |        |        
|Revenues                                              |                                              | $                   | 3,893 |                    |        | $                | 3,084 |         |        | $       | 7,006 |       |        | $ | 6,127 |      
|                                                     
|                                                     
|                                                     
|                                                     
|Costs and expenses:                                   |                                              |                     |       |                    |        |                  |       |         |        |         |       |       |        |   |       |      
|                                                     
|                                                     
|                                                     
|                                                     
|                                                      | Cost of services                             |                     |       | 2,830              |        |                  |       | 2,299   |        |         |       | 5,283 |        |   |       | 4,571 |       
|                                                     
|                                                     
|                                                     
|                                                     
|                                                      | Selling, general and administrative expenses |                     |       | 1,051              |        |                  |       | 933     |        |         |       | 1,984 |        |   |       | 1,822 |       
|                                                      |                                              |                     |       |                    |        |                  |       |         |        |         |       |       |        |   |       |      
|Operating earnings (loss)                             |                                              |                     | 12    |                    |        |                  | (148  | )       |        |         | (261  | )     |        |   | (266  | )    
|                                                      |                                              |                     |       |                    |        |                  |       |         |        |         |       |       |        |   |       |      
|Interest expense (income):                            |                                              |                     |       |                    |        |                  |       |         |        |         |       |       |        |   |       |      
|                                                     
|                                                     
|                                                     
|                                                     
|                                                      | Related party                                |                     |       | 1                  |        |                  |       | 10      |        |         |       | 5     |        |   |       | 22    |       
|                                                     
|                                                     
|                                                     
|                                                     
|                                                      | Other                                        |                     |       | (19                | )      |                  |       | (53     | )      |         |       | (50   | )      |   |       | (115  | )     
|                                                      |                                              |                     |       |                    |        |                  |       |         |        |         |       |       |        |   |       |      
|                                                      |                                              | Total interest, net |       |                    | (18    | )                |       |         | (43    | )       |       |       | (45    | ) |       |       | (93    | )
|                                                      |                                              |                     |       |                    |        |                  |       |         |        |         |       |       |        |   |       |      
|Earnings (loss)
before income taxes                   |                                              |                     | 30    |                    |        |                  | (105  | )       |        |         | (216  | )     |        |   | (173  | )    
|                                                     
|                                                     
|                                                     
|                                                     
|Income tax (benefit)                                  |                                              |                     | 10    |                    |        |                  | (40   | )       |        |         | (75   | )     |        |   | (65   | )    
|                                                      |                                              |                     |       |                    |        |                  |       |         |        |         |       |       |        |   |       |      
|Net earnings (loss)                                   |                                              | $                   | 20    |                    |        | $                | (65   | )       |        | $       | (141  | )     |        | $ | (108  | )    
|                                                      |                                              |                     |       |                    |        |                  |       |         |        |         |       |       |        |   |       |      
|Basic and diluted earnings (loss) per
common share    |                                              | $                   |      |                    |        | $                | (.01  | )       |        | $       | (.01  | )     |        | $ | (.01  | )    
|                                                      |                                              |                     |       |                    |        |                  |       |         |        |         |       |       |        |   |       |      
|Weighted average number of common shares
outstanding: |                                              |                     |       |                    |        |                  |       |         |        |         |       |       |        |   |       |      
|                                                     
|                                                     
|                                                     
|                                                     
|                                                      |                                              | Basic and diluted   |       |                    | 11,901 |                  |       |         | 11,945 |         |       |       | 11,884 |   |       |       | 11,945 |  
|                                                      |                                              |                     |       |                    |        |                  |       |         |        |         |       |       |        |   |       |      

See accompanying notes to financial statements.

4



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##### Table of Contents



BARRISTER GLOBAL SERVICES NETWORK, INC.




STATEMENT OF STOCKHOLDERS
EQUITY (unaudited)(In thousands)


|                               |  |        |       |         |  |             |        |          |  |       |         |   |  |   |     |   |  |   |       |  
|------------------------------ |  | ------ | ----- | ------- |  | ----------- | ------ | -------- |  | ----- | ------- | - |  | - | --- | - |  | - | ----- | -
|                               |  |        |       |         |  | Additional  |        |          |  |       |         |   |  |   |     |   |  |  
|                               |  | Common |       | paid-in |  | Accumulated |        | Treasury |  |       |         |  
|                               |  | stock  |       | capital |  | deficit     |        | stock    |  | Total
|                               |  |        |       |         |  |             |        |          |  |      
|Balance at March 31, 2002      |  | $      | 2,867 |         |  | $           | 23,028 |          |  | $     | (21,550 | ) |  | $ | (61 | ) |  | $ | 4,284 |  
|                              
|                              
|                              
|                              
|Sale of 56,363 treasury shares |  |        |      |         |  |             | (3     | )        |  |       |        |   |  |   | 34  |   |  |   | 31    |  
|                              
|                              
|                              
|                              
|Net loss                       |  |        |      |         |  |             |       |          |  |       | (141    | ) |  |   |    |   |  |   | (141  | )
|                               |  |        |       |         |  |             |        |          |  |       |         |   |  |   |     |   |  |   |       |  
|Balance at September 30, 2002  |  | $      | 2,867 |         |  | $           | 23,025 |          |  | $     | (21,691 | ) |  | $ | (27 | ) |  | $ | 4,174 |  
|                               |  |        |       |         |  |             |        |          |  |       |         |   |  |   |     |   |  |   |       |  

Common stock  11,901,326 and 11,844,963 shares outstanding at September 30, 2002 and March 31, 2002 respectively.

See accompanying notes to financial statements.

5



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##### Table of Contents



BARRISTER GLOBAL SERVICES NETWORK, INC.




STATEMENTS OF CASH FLOWS  (unaudited)(In thousands)


|                                                  |                                                                             |                                                         |                                         |       |                  |      |         |        |      |      |  
|------------------------------------------------- | --------------------------------------------------------------------------- | ------------------------------------------------------- | --------------------------------------- | ----- | ---------------- | ---- | ------- | ------ | ---- | ---- | -
|                                                  |                                                                             |                                                         |                                         |       | Six months ended
|                                                  |                                                                             |                                                         |                                         |       |                 
|                                                  |                                                                             |                                                         |                                         |       | Sept 30          |      | Sept 30
|                                                  |                                                                             |                                                         |                                         |       | 2002             |      | 2001   
|                                                  |                                                                             |                                                         |                                         |       |                  |      |        
|Cash flows from operating activities:             |                                                                             |                                                         |                                         |       |                  |      |         |       
|                                                 
|                                                 
|                                                 
|                                                 
|                                                  | Net loss                                                                    |                                                         | $                                       | (141  | )                |      | $       | (108   | )   
|                                                 
|                                                 
|                                                 
|                                                 
|                                                  | Adjustments to reconcile net loss to net
cash used by operating activities: |                                                         |                                         |       |                  |      |         |        |     
|                                                 
|                                                 
|                                                 
|                                                 
|                                                  |                                                                             | Depreciation                                            |                                         |       | 82               |      |         |        | 83   |     
|                                                 
|                                                 
|                                                 
|                                                 
|                                                  |                                                                             | Amortization                                            |                                         |       | 15               |      |         |        |     |     
|                                                 
|                                                 
|                                                 
|                                                 
|                                                  |                                                                             | Changes in current assets and liabilities:              |                                         |       |                  |      |         |        |      |     
|                                                 
|                                                 
|                                                 
|                                                 
|                                                  |                                                                             |                                                         | Accounts receivable                     |       |                  | (149 | )       |        |      | 358  |  
|                                                 
|                                                 
|                                                 
|                                                 
|                                                  |                                                                             |                                                         | Inventories                             |       |                  | 205  |         |        |      | 30   |  
|                                                 
|                                                 
|                                                 
|                                                 
|                                                  |                                                                             |                                                         | Income taxes                            |       |                  | (75  | )       |        |      |     |  
|                                                 
|                                                 
|                                                 
|                                                 
|                                                  |                                                                             |                                                         | Prepaid expenses                        |       |                  | (30  | )       |        |      | (62  | )
|                                                 
|                                                 
|                                                 
|                                                 
|                                                  |                                                                             |                                                         | Accounts payable                        |       |                  | (273 | )       |        |      | (85  | )
|                                                 
|                                                 
|                                                 
|                                                 
|                                                  |                                                                             |                                                         | Accrued compensation and benefits       |       |                  | (508 | )       |        |      | (28  | )
|                                                 
|                                                 
|                                                 
|                                                 
|                                                  |                                                                             |                                                         | Customer advances and unearned revenues |       |                  | 147  |         |        |      | (270 | )
|                                                 
|                                                 
|                                                 
|                                                 
|                                                  |                                                                             |                                                         | Other liabilities                       |       |                  | (121 | )       |        |      | (109 | )
|                                                  |                                                                             |                                                         |                                         |       |                  |      |         |       
|                                                  |                                                                             | Net cash used by operating activities                   |                                         |       | (848             | )    |         |        | (191 | )   
|                                                  |                                                                             |                                                         |                                         |       |                  |      |         |       
|Cash flows from investing activities:             |                                                                             |                                                         |                                         |       |                  |      |         |       
|                                                 
|                                                 
|                                                 
|                                                 
|                                                  | Additions to equipment and leasehold improvements                           |                                                         |                                         | (74   | )                |      |         | (78    | )   
|                                                 
|                                                 
|                                                 
|                                                 
|                                                  | Maturity of investments                                                     |                                                         |                                         | 2,428 |                  |      |         | 3,349  |     
|                                                 
|                                                 
|                                                 
|                                                 
|                                                  | Purchase of investments and marketable securities                           |                                                         |                                         | (928  | )                |      |         | (2,748 | )   
|                                                 
|                                                 
|                                                 
|                                                 
|                                                  | Acquisition costs, net of cash received                                     |                                                         |                                         | (713  | )                |      |         |       |     
|                                                 
|                                                 
|                                                 
|                                                 
|                                                  | Other assets                                                                |                                                         |                                         | (29   | )                |      |         | (2     | )   
|                                                  |                                                                             |                                                         |                                         |       |                  |      |         |       
|                                                  |                                                                             | Net cash provided by investing activities               |                                         |       | 684              |      |         |        | 521  |     
|                                                  |                                                                             |                                                         |                                         |       |                  |      |         |       
|Cash flows from financing activities:             |                                                                             |                                                         |                                         |       |                  |      |         |       
|                                                 
|                                                 
|                                                 
|                                                 
|                                                  | Repayment of debt                                                           |                                                         |                                         | (226  | )                |      |         | (211   | )   
|                                                  |                                                                             |                                                         |                                         |       |                  |      |         |       
|                                                  |                                                                             | Net cash used in financing activities                   |                                         |       | (226             | )    |         |        | (211 | )   
|                                                  |                                                                             |                                                         |                                         |       |                  |      |         |       
|Net (decrease) increase in cash and equivalents   |                                                                             |                                                         | (390                                    | )     |                  |      | 119     |       
|                                                 
|                                                 
|                                                 
|                                                 
|Cash and equivalents at beginning of period       |                                                                             |                                                         | 1,222                                   |       |                  |      | 1,104   |       
|                                                  |                                                                             |                                                         |                                         |       |                  |      |         |       
|Cash and equivalents at end of period             |                                                                             | $                                                       | 832                                     |       |                  | $    | 1,223   |       
|                                                  |                                                                             |                                                         |                                         |       |                  |      |         |       
|Supplemental disclosure of cash flow information: |                                                                             |                                                         |                                         |       |                  |      |         |       
|                                                 
|                                                 
|                                                 
|                                                 
|                                                  | Interest paid                                                               |                                                         | $                                       | 8     |                  |      | $       | 28     |     
|                                                 
|                                                 
|                                                 
|                                                 
|                                                  | Non-cash investing and financing activities:                                |                                                         |                                         |       |                  |      |         |        |     
|                                                 
|                                                 
|                                                 
|                                                 
|                                                  |                                                                             | Amount due for acquisition                              |                                         |       | 750              |      |         |        |     |     
|                                                 
|                                                 
|                                                 
|                                                 
|                                                  |                                                                             | Sale of treasury shares in exchange for
note receivable |                                         | $     | 31               |      |         | $      |     |     
|                                                  |                                                                             |                                                         |                                         |       |                  |      |         |       

See accompanying notes to financial statements.

6



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BARRISTER GLOBAL SERVICES NETWORK, INC.

NOTES TO FINANCIAL STATEMENTS


1.     Barrister Global Services Network, Inc. (the Company) provides equipment
maintenance for multi-vendor equipment including personal computers and related
equipment generally attached to LANs. This comprehensive maintenance and
warranty service is done on a contractual and time and materials basis. These
services are provided through a network of service locations throughout the
United States.

In the opinion of Management, the accompanying financial statements
present fairly the financial position, results of operations and cash flows for
the periods shown. The second quarter results for each year represent
operations for the quarters ended September 30, 2002 and September 30, 2001.
The financial data included herein was compiled in accordance with the same
accounting policies applied to the Companys audited annual financial
statements. Any adjustments made were of a normal recurring nature.

The results of operations for the six month period ended September 30,
2002 are not necessarily indicative of the results to be expected for the full
year.

2.     Cash and equivalents consist of cash and liquid debt instruments with
maturity of three months or less from the date of purchase. Cash and
equivalents are stated at cost plus accrued interest, which approximates market
value. Short-term investments contain both held-to-maturity securities of
$511,000, based on the Companys ability and intent to hold the securities
until maturity and available-for-sale securities of $78,000, held primarily for
sale. The held-to-maturity securities are recorded at amortized cost adjusted
for the accretion of discounts or cost plus accrued interest.
Available-for-sale securities are carried at fair value, based on quoted market
prices. The net unrealized gains or losses, if any, on these securities are
reported as a separate component of stockholders equity, net of tax.
Short-term investments consist of corporate debt instruments. Marketable
securities are classified as held-to-maturity securities and consist of
mortgage-backed securities which are expected to mature in less than two years.

3.     On July 15, 2002, the Company acquired all of the outstanding stock of
Advantage Innovation, Inc. (Advantage) for $1,200,000 in cash and future
consideration of two contingent payments. The contingent payments are due on
the first and second anniversaries of the closing, in an amount based upon the
amount of earnings before interest, taxes, depreciation and amortization
achieved by Advantage in each of the two years. Based on the results of
Advantage as of September 30, 2002, $750,000 of the first contingent payment
has been earned and therefore this amount has been recorded on the balance
sheet as additional goodwill and as a current liability. This amount has been
treated as a non cash investing activity in the statement of cash flows.
Advantage was a privately held technical and computer services firm located in
New Orleans, Louisiana performing services nationwide generally in the consumer
market. The acquisition has been accounted for as a purchase and, accordingly,
the operating results of Advantage have been included in the Companys
financial statements since the date of acquisition. The assets acquired and
liabilities assumed were recorded at estimated fair values as determined by the
Companys management based on information currently available. The Company also
had an independent valuation performed for the intangible assets associated
with the acquisition. These assets were valued at $219,000 and are included in
other assets on the balance sheet. The excess of the aggregate purchase price
over the fair value of the net assets acquired is accounted for as goodwill.
The pro forma results for the six month periods ending September 30, 2002 and
September 30, 2001, had the acquisition occurred at the beginning of the period, are as follows: Revenues of $8,042,000 and $7,619,000 respectively; Net loss
of $ (77,000) and $ (82,000) respectively; and Net loss per common share, basic
and diluted of $ (.01) for both periods. The pro forma amounts do not

7



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purport
to be indicative of the actual results that would have occurred had the
transaction been consummated on April 1, 2001 or of the future results of
operations which will be obtained as a result of the consummation of the
transaction.

4.     Income taxes recorded in each of the comparable quarters and six-month
periods approximated the statutory tax rate. No additional tax benefits were
established in the statements of operations for the comparable periods, since
the Company has fully reserved for the tax effect of net deductible temporary
differences and loss carryforwards. These benefits will be recorded in future
periods as they are realized or as their realization becomes predictable.

5.     The Company adopted Statement of Financial Accounting Standards (SFAS) No.
141, Business Combinations, SFAS No. 142, Goodwill and Other Intangible
Assets and SFAS No. 144, Accounting for the Impairment or Disposal of
Long-Lived Assets on April 1, 2002. SFAS No. 141 requires that the purchase
method be used for all business combinations initiated after June 30, 2001.
SFAS No. 142 changes the accounting for goodwill and intangible assets with
indefinite lives from an amortization method to an impairment approach. SFAS
No. 144 establishes a single accounting model for long-lived assets to be
disposed of by sale and it expands the presentation of discontinued operations
to include more disposal transactions. SFAS No. 141 and No. 144 did not have an
impact on the financial statements. Goodwill and other intangible assets
subject to SFAS No. 142 were approximately $1,709,000 as of September 30, 2002
attributed to the purchase of Advantage on July 15, 2002. No goodwill existed
prior to the acquisition of Advantage.

8



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##### Table of Contents






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

Results of Operations

For the quarter ended September 30, 2002, revenues increased 26.2% from
the same quarter in 2001. For the six-month period ended September 30, 2002,
revenues increased 14.3% compared with the first six months of the prior year.
These increases resulted from growth in services provided on a time and
materials basis, which increased by 108.7% for the comparable second quarters
to a total of $1,578,000 and by 58.6% for the comparable six- month periods to
a total of $2,381,000. The principal reason for these increases were revenues
generated from the business acquired on July 15, 2002 from Advantage
Innovation, Inc. (Advantage). Advantage performs technical and computer
services nationwide on a time and materials basis primarily for a fixed price
per call. Revenues from hardware maintenance contracts remained at
approximately $2.3 million for the comparative second quarters and at $4.6
million for the comparative six-month periods.

The cost of services decreased as a percentage of revenues from 74.5% in
the second quarter of the prior year to 72.7% in the second quarter of the
current year. This improvement resulted from a lower cost of services
associated with the business acquired from Advantage. For the comparative
six-month periods, these expenses increased from 74.6% of revenues to 75.4% of
revenues. The principal reason for this increase was higher call volumes
provided on a large contract, which started in September of 2001. This
resulted in higher expenses being incurred for outsourced services and
parts-related costs to service this contract.

The Company has been notified by one of its long-time business partners
that their above-noted large contract was not being renewed as of September 30,
2002. This contract generated approximately $574,000 in revenues in the second
quarter of the current year, which represented 14.7% of revenues in that
quarter. As noted, the cost of services associated with this contract were
significant, based on high call volumes. The Company has taken action to
eliminate these costs and, as a result, expects to reduce the impact of the
loss of this contract to its operating margins. The Company believes that its
current reserve for inventory obsolescence is sufficient to cover any inventory
adjustments associated with the non renewal of this contract. The Company is
currently working with this partner on a large opportunity that would replace
this lost revenue. If successful, this new contract is expected to commence in
the Companys fourth quarter.

Selling, general and administrative expenses as a percentage of revenues
were reduced from 30.3% to 27.0% for the comparable second quarters and from
29.7% to 28.3% for the comparable six-month periods. These improvements
resulted from leveraging certain fixed expenses over a larger revenue base and
the reduction of various expenses incurred by Advantage prior to the
acquisition that were no longer required after the acquisition.

The decrease in interest income for the comparable second quarters and
six-month periods resulted from a drop in interest rates, which impacted
earnings from the Companys investments and from a reduction in the amount
invested, primarily from the initial payment of $1,200,000 to acquire the stock
of Advantage.

Income taxes recorded in each of the comparable quarters and six-month
periods approximated the statutory tax rate. No additional tax benefits were
established in the statements of operations for the comparable periods, since
the Company has fully reserved for the tax effect of net deductible temporary
differences and loss carryforwards. These benefits

9



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will be recorded in future
periods as they are realized or as their realization becomes predictable.

Financial Condition

Cash and equivalents, short-term investments and marketable securities
totaled $2,102,000 at September 30, 2002 and $3,992,000 at March 31, 2002. The
net decrease of $1,890,000 was primarily a result of cash used for the initial
payment to acquire the stock of Advantage, which net of cash received amounted
to $713,000, net cash used by operating activities of $848,000, debt repayments
of $226,000 and additions to equipment and leasehold improvements of $74,000.
The net cash used by operating activities was principally a result of
reductions in accounts payable and accrued compensation and benefits. Certain
of these reductions were based on the use of a portion of the cash acquired
from Advantage to pay a portion of the accrued compensation recorded on their
books at the date of acquisition.

On June 18, 2002, the Company signed an operating lease agreement to move
its headquarters offices and operations center into a new facility. This move
is expected to occur toward the beginning of the fourth quarter. The Company
expects to obtain financing for any significant capital expenditures in
relation to the new facility.

In addition to the initial cash payment made to Advantage, the principal
cash requirements expected for fiscal 2003 are debt repayments of $307,000 and
additions to equipment and leasehold improvements. The Companys cash and
investments will be sufficient to cover working capital, capital expenditure
requirements and debt repayments in fiscal 2003.

Forward-Looking Statement

When used in this report, the words expects, believes and intends
and similar expressions are intended to identify forward-looking statements.
Such statements are subject to certain risks and uncertainties which could
cause actual results to differ materially from those projected. Readers are
cautioned not to place undue reliance on these forward-looking statements which
speak only as of the date hereof. The Company undertakes no obligation to
republish revised forward-looking statements to reflect events or circumstances
after the date hereof or to reflect the occurrences of unanticipated events.
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 in the Companys periodic reports on Form
10K and 10Q filed with the Securities and Exchange Commission.




Item 4. Evaluation of Disclosure Controls and Procedures



| | (a) |  | Evaluation of disclosure controls and procedures. Our
chief executive officer and our chief financial officer, after
evaluating the effectiveness of the Companys disclosure controls
and procedures (as defined in the Securities Exchange Act of 1934
Rules 13a-14 and 15d-14 as of a date (the Evaluation Date) within
90 days before the filing date of this quarterly report, have
concluded that as of the Evaluation Date, our disclosure controls
and procedures were adequate and designed to ensure that material
information required to be disclosed in reports that are filed or
submitted under the Securities Exchange Act is recorded, processed,
summarized and reported within the time periods specified by the
SECs rules and forms.
| | --- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

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| | (b) |  | Changes in internal controls. There were no significant
changes in our internal controls or to our knowledge, in other
factors that could significantly affect our disclosure controls and
procedures subsequent to the Evaluation Date.
| | --- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------




PART II. OTHER INFORMATION




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

|    |  |                                                                                                        
|--- |  | -------------------------------------------------------------------------------------------------------
|(a) |  | The Companys Annual Meeting of Shareholders was held
on September 9, 2002.                            
|   
|   
|   
|   
|(b) |  | At the Annual Meeting, the stockholders approved the
following proposals, as recommended by management.

|   |  |                                                                                                                            |  |           |  |             |  |           
|-- |  | -------------------------------------------------------------------------------------------------------------------------- |  | --------- |  | ----------- |  | ----------
|   |  |                                                                                                                            |  | Votes     |  | Votes       |  | Votes     
|   |  |                                                                                                                            |  | for       |  | against     |  | abstained 
|   |  |                                                                                                                            |  |           |  | or withheld |  | or unvoted
|1. |  | Election of the following
nominees for director:                                                                           |  |           |  |             |  |           
|  
|  
|  
|  
|   |  | Joseph A. Alutto                                                                                                           |  | 9,489,526 |  | 24,829      |  |          
|  
|  
|  
|  
|   |  | Franklyn S Barry                                                                                                           |  | 9,489,526 |  | 24,829      |  |          
|  
|  
|  
|  
|   |  | Richard P. Beyer                                                                                                           |  | 9,489,526 |  | 24,829      |  |          
|  
|  
|  
|  
|   |  | William O. Bray                                                                                                            |  | 9,489,501 |  | 24,854      |  |          
|  
|  
|  
|  
|   |  | Warren W. Emblidge                                                                                                         |  | 9,489,526 |  | 24,829      |  |          
|  
|  
|  
|  
|   |  | Richard E. McPherson                                                                                                       |  | 9,489,501 |  | 24,854      |  |          
|  
|  
|  
|  
|   |  | James D. Morgan                                                                                                            |  | 9,489,501 |  | 24,854      |  |          
|  
|  
|  
|  
|   |  | Henry P. Semmelhack                                                                                                        |  | 9,489,501 |  | 24,854      |  |          
|  
|  
|  
|  
|   |  |                                                                                                                            |  |           |  |             |  |           
|  
|  
|  
|  
|2. |  | Ratification of the appointment
of Deloitte & Touche LLP as the
Companys independent auditors for
the current fiscal year |  | 9,481,713 |  | 7,186       |  | 25,456    




Item 6. Exhibits and Reports on Form 8-K

|    |  |                      |                                                                                                                                                                                                                                        | 
|--- |  | -------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | 
|(a) |  | Exhibits:            |                                                                                                                                                                                                                                        | 
|   
|   
|   
|   
|    |  |                      | Exhibit 99  Certification of President and Chief
Executive Officer and Senior Vice President, Finance
(Principal Financial Officer) to 18 U. S. C. section
1350, as adopted pursuant to section 906 of the
Sarbanes-Oxley act of 2002
|   
|   
|   
|   
|    |  |                      |                                                                                                                                                                                                                                        | 
|   
|   
|   
|   
|(b) |  | Reports on Form 8-K: |                                                                                                                                                                                                                                        | 
|   
|   
|   
|   
|    |  |                      | Reports were filed on July 22, 2002 and August 13, 2002
regarding the acquisition of the stock of
Advantage Innovation, Inc.                                                                                                          

11



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##### Table of Contents



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.

BARRISTER GLOBAL SERVICES NETWORK, INC.




|      |  |                   |  |     |  |                                                                                                    
|----- |  | ----------------- |  | --- |  | ---------------------------------------------------------------------------------------------------
|Date: |  | November 13, 2002 |  | By: |  | /s/   William O. BrayWilliam O. Bray
President and
Chief Executive Officer                         
|     
|Date: |  | November 13, 2002 |  | By: |  | /s/   Richard P. BeyerRichard P. Beyer
Senior Vice President, Finance
(Principal Financial Officer)

12



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##### Table of Contents



CERTIFICATIONS

I, William O. Bray, certify that:



|1. |  | I have reviewed this quarterly report on Form 10Q of Barrister Global
Services Network, Inc.;                                                                                                                                                                                                            
|-- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  
|2. |  | Based on my knowledge, this report does not contain any untrue statement
of a material fact or omit to state a material fact necessary to make the
statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by the
report;
|  
|3. |  | Based on my knowledge, the financial statements, and other financial
information included in this report, fairly present in all material
respects the financial condition, results of operations and cash flows of
the registrant as of, and for, the periods presented in this report;                  
|  
|4. |  | The registrants other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as
defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we
have:                                                                                



| | a. |  | designed such disclosure controls and procedures
to ensure that material information relating to the
registrant, including its consolidated subsidiaries, is made
known to us by others within those entities, particularly
during the period in which periodic reports are being
prepared;
| | -- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| | b. |  | evaluated the effectiveness of the registrants
disclosure controls and procedures as of a date within 90 days
prior to the filing date of this report (the Evaluation
Date); and                                                                                                        
|
| | c. |  | presented in this report our conclusions about
the effectiveness of the disclosure controls and procedures
based on our evaluation as of the Evaluation Date;                                                                                                                              



|5. |  | The registrants other certifying officers and I have disclosed, based on
our most recent evaluation, to the registrants auditor and the audit
committee of registrants board of directors (or persons performing the
equivalent function):
|-- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | a. |  | all significant deficiencies in the design or
operation of internal controls which could adversely affect
the registrants ability to record, process, summarize and
report financial data and have identified for the registrants
auditors any material weaknesses in internal controls; and
| | -- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| | b. |  | any fraud, whether or not material, that involves
management or other employees who have a significant role in
the registrants internal controls; and                                                                                                                                        

13



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|6. |  | The registrants other certifying officers and I have indicated in this
report whether or not there were significant changes in internal controls
or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any
corrective actions with regard to significant deficiencies and material
weaknesses.
|-- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|      |  |                   |  |     |  |                                                                           
|----- |  | ----------------- |  | --- |  | --------------------------------------------------------------------------
|Date: |  | November 13, 2002 |  | By: |  | /s/   William O. BrayWilliam O. Bray
President and
Chief Executive Officer

14



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##### Table of Contents



CERTIFICATIONS

I, Richard P. Beyer, certify that:



|1. |  | I have reviewed this quarterly report on Form 10Q of Barrister Global
Services Network, Inc.;                                                                                                                                                                                                            
|-- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  
|2. |  | Based on my knowledge, this report does not contain any untrue statement
of a material fact or omit to state a material fact necessary to make the
statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by the
report;
|  
|3. |  | Based on my knowledge, the financial statements, and other financial
information included in this report, fairly present in all material
respects the financial condition, results of operations and cash flows of
the registrant as of, and for, the periods presented in this report;                  
|  
|4. |  | The registrants other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as
defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we
have:                                                                                



| | a. |  | designed such disclosure controls and procedures
to ensure that material information relating to the
registrant, including its consolidated subsidiaries, is made
known to us by others within those entities, particularly
during the period in which periodic reports are being
prepared;
| | -- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| | b. |  | evaluated the effectiveness of the registrants
disclosure controls and procedures as of a date within 90 days
prior to the filing date of this report (the Evaluation
Date); and                                                                                                        
|
| | c. |  | presented in this report our conclusions about
the effectiveness of the disclosure controls and procedures
based on our evaluation as of the Evaluation Date;                                                                                                                              



|5. |  | The registrants other certifying officers and I have disclosed, based on
our most recent evaluation, to the registrants auditor and the audit
committee of registrants board of directors (or persons performing the
equivalent function):
|-- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | a. |  | all significant deficiencies in the design or
operation of internal controls which could adversely affect
the registrants ability to record, process, summarize and
report financial data and have identified for the registrants
auditors any material weaknesses in internal controls; and
| | -- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| | b. |  | any fraud, whether or not material, that involves
management or other employees who have a significant role in
the registrants internal controls; and                                                                                                                                        

15



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##### Table of Contents





|6. |  | The registrants other certifying officers and I have indicated in this
report whether or not there were significant changes in internal controls
or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any
corrective actions with regard to significant deficiencies and material
weaknesses.
|-- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|      |  |                   |  |     |  |                                                                                                    
|----- |  | ----------------- |  | --- |  | ---------------------------------------------------------------------------------------------------
|Date: |  | November 13, 2002 |  | By: |  | /s/   Richard P. BeyerRichard P. Beyer
Senior Vice President, Finance
(Principal Financial Officer)

16