##### 



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      | December 31, 2002 | 
|                       |                   | 
|Commission File Number | 0-14063           | 

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

|                                |  |                    
|------------------------------- |  | -------------------
|Delaware                        |  | 16-1176561         
|(State or other jurisdiction of |  | (I.R.S. Employer   
|incorporation of organization)  |  | 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 Applicable


---



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 January 31, 2003
|Common $.24 Par Value |  | 11,901,326 Shares              
|                      |  |                                





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##### 



BARRISTER GLOBAL SERVICES NETWORK, INC.

INDEX



|                                        |  |       
|--------------------------------------- |  | ------
|                                        |  | Page  
|PART I. Financial
          Information |  | Number
|                                        |  |       

|        |  |                     
|------- |  | --------------------
|Item 1. |  | Financial Statements

|                                                      |  |  
|----------------------------------------------------- |  | -
|Condensed Balance Sheets at December 31,
        2002 |  |  
|and March 31, 2002                                    |  | 3
|                                                      |  |  
|Condensed Statements of Operations -                  |  |  
|Three and Nine Months Ended December 31,
        2002 |  |  
|and December 31, 2001                                 |  | 4
|                                                      |  |  
|Condensed Statement of Stockholders
        Equity - |  |  
|Nine Months Ended December 31, 2002                   |  | 5
|                                                      |  |  
|Condensed Statements of Cash Flows -                  |  |  
|Nine Months Ended December 31, 2002                   |  |  
|and December 31, 2001                                 |  | 6
|                                                      |  |  
|Notes to Condensed 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 |  | 11

PART II. Other Information

|               |         |  |                                  |    | 
|-------------- | ------- |  | -------------------------------- | -- | 
|               | Item 6. |  | Exhibits and Reports on Form 8-K | 12 | 
|               |         |  |                                  |    | 
|SIGNATURES     |         |  |                                  | 13 | 
|               |        
|CERTIFICATIONS |         |  |                                  | 14 | 
|               |        

2



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##### 



PART I. FINANCIAL INFORMATION
BARRISTER GLOBAL SERVICES NETWORK, INC.
CONDENSED BALANCE SHEETS(In thousands) (unaudited)

|                                               |                                                                                                               |   |                                          |         |             |       |          |         |   |       | 
|---------------------------------------------- | ------------------------------------------------------------------------------------------------------------- | - | ---------------------------------------- | ------- | ----------- | ----- | -------- | ------- | - | ----- | 
|                                               |                                                                                                               |   |                                          |         | December 31 |       | March 31
|                                               |                                                                                                               |   |                                          |         |             |       |         
|                                               |                                                                                                               |   |                                          |         | 2002        |       | 2002    
|                                               |                                                                                                               |   |                                          |         |             |       |         
|ASSETS                                         |                                                                                                               |   |                                          |         |             |       |          |        
|Current assets:                                |                                                                                                               |   |                                          |         |             |       |          |        
|                                               | Cash and equivalents                                                                                          |   | $                                        | 1,528   |             |       | $        | 1,222   |  
|                                               | Short-term investments                                                                                        |   |                                          | 1,016   |             |       |          | 1,040   |  
|                                               | Accounts receivable                                                                                           |   |                                          | 1,243   |             |       |          | 1,289   |  
|                                               | Service parts inventory                                                                                       |   |                                          | 600     |             |       |          | 933     |  
|                                               | Prepaid expenses                                                                                              |   |                                          | 92      |             |       |          | 23      |  
|                                               | Deferred and refundable income taxes                                                                          |   |                                          | 487     |             |       |          | 487     |  
|                                               |                                                                                                               |   |                                          |         |             |       |          |        
|                                               |                                                                                                               |   | Total current assets                     |         |             | 4,966 |          |         |   | 4,994 | 
|                                               |                                                                                                               |   |                                          |         |             |       |          |        
|Equipment and leasehold improvements, at cost  |                                                                                                               |   | 2,090                                    |         |             |       | 1,835    |        
|                                               | Less accumulated depreciation                                                                                 |   |                                          | 1,576   |             |       |          | 1,448   |  
|                                               |                                                                                                               |   |                                          |         |             |       |          |        
|                                               |                                                                                                               |   | Net equipment and leasehold improvements |         |             | 514   |          |         |   | 387   | 
|                                               |                                                                                                               |   |                                          |         |             |       |          |        
|Marketable securities                          |                                                                                                               |   |                                         |         |             |       | 1,730    |        
|Goodwill                                       |                                                                                                               |   | 2,005                                    |         |             |       |         |        
|Intangible assets                              |                                                                                                               |   | 186                                      |         |             |       |         |        
|Other assets                                   |                                                                                                               |   | 57                                       |         |             |       | 25       |        
|                                               |                                                                                                               |   |                                          |         |             |       |          |        
|                                               |                                                                                                               | $ | 7,728                                    |         |             | $     | 7,136    |        
|                                               |                                                                                                               |   |                                          |         |             |       |          |        
|LIABILITIES AND STOCKHOLDERS EQUITY           |                                                                                                               |   |                                          |         |             |       |          |        
|Current liabilities:                           |                                                                                                               |   |                                          |         |             |       |          |        
|                                               | Current installments of long-term debt                                                                        |   | $                                        | 38      |             |       | $        | 307     |  
|                                               | ($266
to a related party at March 31, 2002)                                                                   |   |                                          | 1,250   |             |       |          |        |  
|                                               | Amount due for acquisition                                                                                    |   |                                          | 1,250   |             |       |          |        |  
|                                               | Accounts payable                                                                                              |   |                                          | 494     |             |       |          | 761     |  
|                                               | Accrued compensation and benefits                                                                             |   |                                          | 366     |             |       |          | 677     |  
|                                               | Customer advances and unearned revenue                                                                        |   |                                          | 958     |             |       |          | 661     |  
|                                               | Other accrued expenses                                                                                        |   |                                          | 51      |             |       |          | 152     |  
|                                               |                                                                                                               |   |                                          |         |             |       |          |        
|                                               |                                                                                                               |   | Total current liabilities                |         |             | 3,157 |          |         |   | 2,558 | 
|                                               |                                                                                                               |   |                                          |         |             |       |          |        
|Deferred compensation                          |                                                                                                               |   | 197                                      |         |             |       | 267      |        
|Long-term debt, excluding current installments |                                                                                                               |   |                                         |         |             |       | 27       |        
|Stockholders equity:                          |                                                                                                               |   |                                          |         |             |       |          |        
|                                               | Preferred stock                                                                                               |   |                                          |        |             |       |          |        |  
|                                               | Common stock, $.24 par value, 11,901,326 and 11,844,963
shares outstanding at December and March respectively |   |                                          | 2,867   |             |       |          | 2,867   |  
|                                               | Additional paid-in capital                                                                                    |   |                                          | 23,025  |             |       |          | 23,028  |  
|                                               | Accumulated deficit                                                                                           |   |                                          | (21,458 | )           |       |          | (21,550 | )
|                                               | Accumulated other comprehensive loss                                                                          |   |                                          | (2      | )           |       |          |        |  
|                                               | Note
receivable for treasury shares issued                                                                    |   |                                          | (31     | )           |       |          |        |  
|                                               | Treasury stock at cost                                                                                        |   |                                          | (27     | )           |       |          | (61     | )
|                                               |                                                                                                               |   |                                          |         |             |       |          |        
|                                               |                                                                                                               |   | Total stockholders equity               |         |             | 4,374 |          |         |   | 4,284 | 
|                                               |                                                                                                               |   |                                          |         |             |       |          |        
|                                               |                                                                                                               | $ | 7,728                                    |         |             | $     | 7,136    |        
|                                               |                                                                                                               |   |                                          |         |             |       |          |        

See accompanying notes to condensed financial statements.

3



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##### 



BARRISTER GLOBAL SERVICES NETWORK, INC.
CONDENSED STATEMENTS OF OPERATIONS
(unaudited)(In thousands, except per share data)

|                                                      |                                              |                    |       |                    |        |                   |       |        |        |        |        |       |        |   |       |       |        |  
|----------------------------------------------------- | -------------------------------------------- | ------------------ | ----- | ------------------ | ------ | ----------------- | ----- | ------ | ------ | ------ | ------ | ----- | ------ | - | ----- | ----- | ------ | -
|                                                      |                                              |                    |       | Three months ended |        | Nine months ended
|                                                      |                                              |                    |       | Dec 31             |        | Dec 31            |       | Dec 31 |        | Dec 31
|                                                      |                                              |                    |       | 2002               |        | 2001              |       | 2002   |        | 2001  
|                                                      |                                              |                    |       |                    |        |                   |       |        |        |       
|Revenues                                              |                                              | $                  | 3,188 |                    |        | $                 | 3,296 |        |        | $      | 10,194 |       |        | $ | 9,423 |      
|Costs and expenses:                                   |                                              |                    |       |                    |        |                   |       |        |        |        |        |       |        |   |       |      
|                                                      | Cost of services                             |                    |       | 2,291              |        |                   |       | 2,439  |        |        |        | 7,574 |        |   |       | 7,010 |       
|                                                      | Selling, general and administrative expenses |                    |       | 1,033              |        |                   |       | 957    |        |        |        | 3,017 |        |   |       | 2,779 |       
|                                                      |                                              |                    |       |                    |        |                   |       |        |        |        |        |       |        |   |       |      
|Operating loss                                        |                                              |                    | (136) |                    |        |                   | (100) |        |        |        | (397   | )     |        |   | (366  | )    
|                                                      |                                              |                    |       |                    |        |                   |       |        |        |        |        |       |        |   |       |      
|Other expense (income):                               |                                              |                    |       |                    |        |                   |       |        |        |        |        |       |        |   |       |      
|                                                      | Interest expense to related party            |                    |       |                   |        |                   |       | 6      |        |        |        | 5     |        |   |       | 28    |       
|                                                      | Other interest income                        |                    |       | (16                | )      |                   |       | (53    | )      |        |        | (66   | )      |   |       | (168  | )     
|                                                      | Common stock received from demutualization   |                    |       |                   |        |                   |       |       |        |        |        | (428  | )      |   |       |      |       
|                                                      |                                              |                    |       |                    |        |                   |       |        |        |        |        |       |        |   |       |      
|                                                      |                                              | Total other income |       |                    | (16    | )                 |       |        | (47    | )      |        |       | (489   | ) |       |       | (140   | )
|                                                      |                                              |                    |       |                    |        |                   |       |        |        |        |        |       |        |   |       |      
|(Loss) earnings before income taxes                   |                                              |                    | (120  | )                  |        |                   | (53   | )      |        |        | 92     |       |        |   | (226  | )    
|Income tax benefit                                    |                                              |                    | (77   | )                  |        |                   | (20   | )      |        |        |       |       |        |   | (85   | )    
|                                                      |                                              |                    |       |                    |        |                   |       |        |        |        |        |       |        |   |       |      
|Net (loss) earnings                                   |                                              | $                  | (43)  |                    |        | $                 | (33   | )      |        | $      | 92     |       |        | $ | (141  | )    
|                                                      |                                              |                    |       |                    |        |                   |       |        |        |        |        |       |        |   |       |      
|Basic and diluted (loss) earnings per
common share    |                                              | $                  | .00   |                    |        | $                 | .00   |        |        | $      | .01    |       |        | $ | (.01  | )    
|                                                      |                                              |                    |       |                    |        |                   |       |        |        |        |        |       |        |   |       |      
|Weighted average number of common shares
outstanding: |                                              |                    |       |                    |        |                   |       |        |        |        |        |       |        |   |       |      
|                                                      |                                              | Basic              |       |                    | 11,901 |                   |       |        | 11,945 |        |        |       | 11,889 |   |       |       | 11,945 |  
|                                                      |                                              |                    |       |                    |        |                   |       |        |        |        |        |       |        |   |       |      
|                                                      |                                              | Diluted            |       |                    | 11,901 |                   |       |        | 11,945 |        |        |       | 11,892 |   |       |       | 11,945 |  
|                                                      |                                              |                    |       |                    |        |                   |       |        |        |        |        |       |        |   |       |      

See accompanying notes to condensed financial statements.

4



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##### 



BARRISTER GLOBAL SERVICES NETWORK, INC.
CONDENSED STATEMENT OF STOCKHOLDERS EQUITY
(unaudited)
(In thousands, except share data)

|                                          |  |        |       |         |  |             |        |                    |  |          |         |       |  |   |    |   |  |   |     |   |  |   |       |  
|----------------------------------------- |  | ------ | ----- | ------- |  | ----------- | ------ | ------------------ |  | -------- | ------- | ----- |  | - | -- | - |  | - | --- | - |  | - | ----- | -
|                                          |  |        |       |         |  | Additional  |        |                    |  |          |         |       |  |   |    |   |  |   |     |   |  |  
|                                          |  | Common |       | paid-in |  | Accumulated |        | Accumulated other  |  | Treasury |         |       |  |  
|                                          |  | stock  |       | capital |  | deficit     |        | comprehensive loss |  | 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    |  
|Note
receivable for treasury shares       |  |        |      |         |  |             |       |                    |  |          |        |       |  |   |   |   |  |   | (31 | ) |  |   | (31   | )
|Unrealized loss on securities,
net of tax |  |        |      |         |  |             |       |                    |  |          |        |       |  |   | (2 | ) |  |   |    |   |  |   | (2    | )
|Net earnings                              |  |        |      |         |  |             |       |                    |  |          | 92      |       |  |   |   |   |  |   |    |   |  |   | 92    |  
|                                          |  |        |       |         |  |             |        |                    |  |          |         |       |  |   |    |   |  |   |     |   |  |   |       |  
|Balance at December 31, 2002              |  | $      | 2,867 |         |  | $           | 23,025 |                    |  | $        | (21,458 | )     |  | $ | (2 | ) |  | $ | (58 | ) |  | $ | 4,374 |  
|                                          |  |        |       |         |  |             |        |                    |  |          |         |       |  |   |    |   |  |   |     |   |  |   |       |  

See accompanying notes to condensed financial statements.

5



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##### 



BARRISTER GLOBAL SERVICES NETWORK, INC.
STATEMENTS OF CASH FLOWS
(unaudited)
(In thousands)

|                                                |                                                                                                   |                                                         |                                         |       |                   |      |        |        |      |      |  
|----------------------------------------------- | ------------------------------------------------------------------------------------------------- | ------------------------------------------------------- | --------------------------------------- | ----- | ----------------- | ---- | ------ | ------ | ---- | ---- | -
|                                                |                                                                                                   |                                                         |                                         |       | Nine months ended
|                                                |                                                                                                   |                                                         |                                         |       |                  
|                                                |                                                                                                   |                                                         |                                         |       | Dec 31            |      | Dec 31
|                                                |                                                                                                   |                                                         |                                         |       | 2002              |      | 2001  
|                                                |                                                                                                   |                                                         |                                         |       |                   |      |       
|Cash flows from operating activities:           |                                                                                                   |                                                         |                                         |       |                   |      |        |       
|                                                | Net earnings (loss)                                                                               |                                                         | $                                       | 92    |                   |      | $      | (141   | )   
|                                                | Adjustments to reconcile net earnings (loss) to net
cash (used) provided by operating activities: |                                                         |                                         |       |                   |      |        |        |     
|                                                |                                                                                                   | Depreciation                                            |                                         |       | 128               |      |        |        | 127  |     
|                                                |                                                                                                   | Amortization                                            |                                         |       | 33                |      |        |        |     |     
|                                                |                                                                                                   | Common stock received from demutualization              |                                         |       | (428              | )    |        |        |     |     
|                                                |                                                                                                   | Changes in current assets and liabilities:              |                                         |       |                   |      |        |        |      |     
|                                                |                                                                                                   |                                                         | Accounts receivable                     |       |                   | 446  |        |        |      | 423  |  
|                                                |                                                                                                   |                                                         | Inventories                             |       |                   | 333  |        |        |      | (5   | )
|                                                |                                                                                                   |                                                         | Prepaid expenses                        |       |                   | (65  | )      |        |      | (41  | )
|                                                |                                                                                                   |                                                         | Accounts payable                        |       |                   | (395 | )      |        |      | 165  |  
|                                                |                                                                                                   |                                                         | Accrued compensation and benefits       |       |                   | (994 | )      |        |      | (109 | )
|                                                |                                                                                                   |                                                         | Customer advances and unearned revenues |       |                   | 267  |        |        |      | (286 | )
|                                                |                                                                                                   |                                                         | Other liabilities                       |       |                   | (140 | )      |        |      | (121 | )
|                                                |                                                                                                   |                                                         |                                         |       |                   |      |        |       
|                                                |                                                                                                   | Net cash (used) provided by operating activities        |                                         |       | (723              | )    |        |        | 12   |     
|                                                |                                                                                                   |                                                         |                                         |       |                   |      |        |       
|Cash flows from investing activities:           |                                                                                                   |                                                         |                                         |       |                   |      |        |       
|                                                | Additions to equipment and leasehold improvements                                                 |                                                         |                                         | (114  | )                 |      |        | (70    | )   
|                                                | Maturity of investments                                                                           |                                                         |                                         | 3,119 |                   |      |        | 3,993  |     
|                                                | Purchases of investments                                                                          |                                                         |                                         | (939  | )                 |      |        | (3,985 | )   
|                                                | Acquisition
of business, net of cash received                                                     |                                                         |                                         | (713  | )                 |      |        |       |     
|                                                | Other assets                                                                                      |                                                         |                                         | (28   | )                 |      |        |       |     
|                                                |                                                                                                   |                                                         |                                         |       |                   |      |        |       
|                                                |                                                                                                   | Net cash provided (used) by investing activities        |                                         |       | 1,325             |      |        |        | (62  | )   
|                                                |                                                                                                   |                                                         |                                         |       |                   |      |        |       
|Cash flows from financing activities:           |                                                                                                   |                                                         |                                         |       |                   |      |        |       
|                                                | Repayment of debt                                                                                 |                                                         |                                         | (296  | )                 |      |        | (321   | )   
|                                                |                                                                                                   |                                                         |                                         |       |                   |      |        |       
|                                                |                                                                                                   | Net cash used in financing activities                   |                                         |       | (296              | )    |        |        | (321 | )   
|                                                |                                                                                                   |                                                         |                                         |       |                   |      |        |       
|Net increase (decrease) in cash and equivalents |                                                                                                   |                                                         | 306                                     |       |                   |      | (371   | )     
|Cash and equivalents at beginning of period     |                                                                                                   |                                                         | 1,222                                   |       |                   |      | 1,104  |       
|                                                |                                                                                                   |                                                         |                                         |       |                   |      |        |       
|Cash and equivalents at end of period           |                                                                                                   | $                                                       | 1,528                                   |       |                   | $    | 733    |       
|                                                |                                                                                                   |                                                         |                                         |       |                   |      |        |       
|                                                | Interest paid                                                                                     |                                                         | $                                       | 9     |                   |      | $      | 39     |     
|                                                | Non-cash investing and financing activities:                                                      |                                                         |                                         |       |                   |      |        |        |     
|                                                |                                                                                                   | Amount due for acquisition                              |                                         | $     | 1,250             |      |        | $      |     |     
|                                                |                                                                                                   | Sale of treasury shares in exchange for
note receivable |                                         | $     | 31                |      |        | $      |     |     

See accompanying notes to condensed financial statements.

6



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##### 



BARRISTER GLOBAL SERVICES NETWORK, INC.
NOTES TO UNAUDITED CONDENSED 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 local area networks. 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.

The accompanying unaudited condensed financial statements have been
prepared in accordance with accounting principles generally accepted in the
United States of America (GAAP) for interim financial information and with
the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly,
they do not include all of the information required by GAAP for complete
financial statement presentation. In the opinion of management, all adjustments
(consisting only of normal recurring adjustments) necessary for a fair
presentation of financial position, results of operations, and cash
flows have been included. Operating results
for the period ended December 31, 2002 are not necessarily indicative of the
results to be expected for other interim periods or the full year. These
financial statements should be read in conjunction with the financial
statements and accompanying notes contained in the Barrister Global Services
Network, Inc. Form 10-K for the fiscal year ended March 31, 2002.

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
$515,000, based on the Companys ability and intent to hold the securities
until maturity and available-for-sale securities of $501,000. 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
include corporate debt instruments.
At December 31, 2002, short-term investments also included shares of Principal
Financial Group, Inc. (Principal) common stock received in the
demutualization of Principal.

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 December 31, 2002, the first contingent payment
of $1,250,000 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
disclosed 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 preliminary information 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

7



---



##### 



goodwill. The pro forma results for the nine month periods ending December 31,
2002 and December 31, 2001, had the acquisition occurred at the beginning of
the period , are as follows: Revenues of $12,288,000 and $11,230,000
respectively; Net earnings of $ 156,000 and net loss of $(33,000) respectively;
and Net earnings per common share, basic and diluted of $ .01 and net loss per
common share of $(.00) respectively. The pro forma amounts do not 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.     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. The adoption of SFAS
No. 141 and No. 144 did not have any effect on the financial statements. Goodwill and other intangible assets
subject to SFAS No. 142 were approximately $2,191,000 as of December 31, 2002
attributed to the purchase of Advantage on July 15, 2002. No goodwill existed
prior to the acquisition of Advantage.

5.     In June 2002 the Company received 14,159 shares of Principal Financial
Group, Inc. common stock issued to the Company in connection with the
demutualization of Principal. The shares issued pertained to the Companys
defined benefit pension plan which had been terminated in 1991. These financial
statements reflect all adjustments necessary to record the value of these
shares in total other income on the effective date of receipt by the Company and to
record subsequent changes in the fair market value of the shares in accumulated
other comprehensive loss.

6.     Total comprehensive income (loss) recorded by the Company for the three and
nine-month periods ended December 31, 2002 includes unrealized gains or losses
on available-for-sale securities as shown below. For the three and
nine month periods ended December 31, 2001, total comprehensive
loss was the same as the net loss.

|                                   |  |              |     |             |  |   |    |  
|---------------------------------- |  | ------------ | --- | ----------- |  | - | -- | -
|                                   |  | Three months |     | Nine months
|                                   |  | ended        |     | ended      
|                                   |  |              |     |            
|Net (loss) earnings                |  | $            | (43 | )           |  | $ | 92 |  
|Unrealized gain (loss), net of tax |  |              | 34  |             |  |   | (2 | )
|                                   |  |              |     |             |  |   |    |  
|Total comprehensive (loss) income  |  | $            | (9  | )           |  | $ | 90 |  
|                                   |  |              |     |             |  |   |    |  

7.     The weighted average common shares used in the computation of basic and
diluted earnings per share were as follows:

|                                 |                                               |                                                    |   |                    |        |                  |   |         |        |         |   |        |        |  |   |        |        | 
|-------------------------------- | --------------------------------------------- | -------------------------------------------------- | - | ------------------ | ------ | ---------------- | - | ------- | ------ | ------- | - | ------ | ------ |  | - | ------ | ------ | 
|                                 |                                               |                                                    |   | Three months ended |        | Six months ended
|                                 |                                               |                                                    |   |                    |        |                 
|                                 |                                               |                                                    |   | Dec. 31            |        | Dec. 31          |   | Dec. 31 |        | Dec. 31
|                                 |                                               |                                                    |   | 2002               |        | 2001             |   | 2002    |        | 2001   
|                                 |                                               |                                                    |   |                    |        |                  |   |         |        |        
|Basic:                           |                                               |                                                    |   |                    |        |                  |   |         |        |         |   |        |        |  |   |       
|                                 | Weighted average number of shares outstanding |                                                    |   | 11,901             |        |                  |   | 11,945  |        |         |   | 11,889 |        |  |   | 11,945 |       
|Diluted:                         |                                               |                                                    |   |                    |        |                  |   |         |        |         |   |        |        |  |   |       
|Dilutive effect of stock options |                                               |                                                    |  |                    |        |                  |  |         |        |         | 3 |        |        |  |  |       
|                                 |                                               |                                                    |   |                    |        |                  |   |         |        |         |   |        |        |  |   |       
|                                 |                                               | Total weighted average dilutive shares
outstanding |   |                    | 11,901 |                  |   |         | 11,945 |         |   |        | 11,892 |  |   |        | 11,945 | 
|                                 |                                               |                                                    |   |                    |        |                  |   |         |        |         |   |        |        |  |   |       

8



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##### 



8.     A
summary of the components of intangible assets as of December 31 2002 is
as follows:

|                                                                                                                                                                                                                                                                            |              |        |   |              |  |                |     |             |  |              |    |  |  |   |     | 
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------ | ------ | - | ------------ |  | -------------- | --- | ----------- |  | ------------ | -- |  |  | - | --- | 
|                                                                                                                                                                                                                                                                            |              |        |   |              |  | Gross Carrying |     | Accumulated |  | Net Carrying
|Description                                                                                                                                                                                                                                                                 | Life (years) | Amount |   | Amortization |  | Amount        
|Customer list                                                                                                                                                                                                                                                               |              |        | 3 |              |  | $              | 65  |             |  | $            | 10 |  |  | $ | 55  | 
|Employment agreements                                                                                                                                                                                                                                                       |              |        | 2 |              |  |                | 47  |             |  |              | 11 |  |  |   | 36  | 
|Non-compete agreement                                                                                                                                                                                                                                                       |              |        | 4 |              |  |                | 107 |             |  |              | 12 |  |  |   | 95  | 
|                                                                                                                                                                                                                                                                            |              |        |   |              |  |                |     |             |  |              |    |  |  |   |     | 
|Total                                                                                                                                                                                                                                                                       |              |        |   |              |  | $              | 219 |             |  | $            | 33 |  |  | $ | 186 | 
|                                                                                                                                                                                                                                                                            |              |        |   |              |  |                |     |             |  |              |    |  |  |   |     | 
|                                                                                                                                                                                                                                                                           
|Amortization expense for the
period ended December 31, 2002 was $33,000 the estimated amortization
expense for fiscal 2003 is $51,000. The estimated amortization
expense is $72,000, $56,000, $33,000 and $7,000 for fiscal years
2004, 2005, 2006 and 2007, respectively.

9.     Subsequent
Event  The Stock Purchase Agreement with Advantage provided for
future contingency payments based on earnings. The Company had
accrued $1,250,000 as of December 31, 2002 for the first contingency
payment which would have been due on July 31, 2003. In
January 2003 the parties to the Stock Purchase Agreement executed an
amendment to the agreement which removed the previous contingent
payment provisions and replaced them with installment payment
provisions due July 31, 2003 and July 31, 2004 for $1,250,000 each,
unless certain conditions are not met in which event each of the
payments would be reduced to $718,750. The Company expects to accrue
an additional $187,500 in the fourth quarter for a total of
$1,437,500 in fiscal 2003. In the event the contingencies related to
the installment payments are met the Company would accrue up to
$2,500,000.



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

Results of Operations

For the quarter ended December 31, 2002, revenues decreased 3.3% from the
same quarter in 2001. For the nine-month period ended December 31, 2002,
revenues increased 8.2% compared with the first nine months of the prior year.
Services provided on a time and materials basis increased by 68.9% for the
comparable third quarters to a total of $1,405,000 and by 62.3% for the
comparable nine-month periods to a total of $3,786,000. The principal reason
for these increases was revenues generated from the business acquired on July
15, 2002 from Advantage Innovation, Inc. (Advantage). Revenues from hardware
maintenance contracts decreased by 27.9% for the comparable third quarters from
a total of $2,441,000 to $1,761,000. This reduction primarily resulted from the
non-renewal of a large contract by a customer of one of our long-time business
partners as of September 30, 2002 and the movement of other contracts to time
and materials service. The Company is currently working on a pilot program
with this business partner which, if successful, could lead to a substantial
contract, which would replace the contract that did not renew. The decrease in
revenues from hardware maintenance contracts amounted to 9.6% for the
comparable nine-month periods due to the drop in contract revenues experienced
in the third quarter.

The cost of services decreased as a percentage of revenues from 74.0% in
the third quarter of the prior year to 71.9% in the third quarter of the
current year. This improvement resulted from a lower cost of services
associated with the business acquired from Advantage. For the comparable
nine-month periods, the cost of services as a percentage of revenues remained
approximately the same amounting to 74.3% of revenues this year compared to
74.4% of revenues in the prior year.

Selling, general and administrative expenses increased as a percentage of
revenues from 29.0% in the third quarter of the prior year to 32.4% in the
third quarter of the current year. This increase resulted from higher expenses
being incurred for selling and marketing activities. Selling, general and
administrative expenses were approximately the same percentage of revenues for
the

9



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##### 



comparable nine-month periods, amounting to 29.6% of revenues this year
compared to 29.5% of revenues in the prior year.

The decrease in interest income for the comparable third quarters and
nine-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. Total other income for the nine-month period of the current year
primarily resulted from the receipt of 14,159 shares of Principal common stock in the
first quarter in connection with the demutualization of Principal.

The income tax benefit recorded in the third quarter and nine-month period
of the prior year approximated the statutory tax rate. No additional tax
benefits were established in the statements of operations for these periods,
since the Company had fully reserved for the tax effect of net deductible
temporary differences and loss carryforwards. Based on the expected use of
certain of these net deductible temporary differences in the current year, the
Company does not expect to incur a tax liability this year. As a result, a tax
benefit was recorded in the third quarter of the current year which exceeds the
statutory tax rate, in order to reduce the nine-month income tax amount to
zero.

Financial Condition

Cash and equivalents, short-term investments and marketable securities
totaled $2,544,000 at December 31, 2002 and $3,992,000 at March 31, 2002. The
net decrease of $1,448,000 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 $723,000, debt repayments
of $296,000 and additions to equipment and leasehold improvements of $114,000.
The decrease was partially offset by the receipt of common shares of Principal
Financial Group, Inc. (Principal) valued at $426,000 at
December 31, 2002. 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 in February, 2002. The Company expects to obtain
financing for any significant 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.

New Accounting Pronouncements

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

10



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##### 



have an impact on the financial statements. Goodwill and other intangible
assets subject to SFAS No. 142 were approximately $2,191,000 as of December 31,
2002 attributed to the purchase of Advantage on July 15, 2002. No goodwill
existed prior to the acquisition of Advantage.

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.
| | --- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| | (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.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      

11



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##### 



PART II. OTHER INFORMATION

Item 6. Exhibits
  and Reports on Form 8-K



| | (a) |  | Exhibits:                                                                                                                                                                                                                             
| | --- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |     |  | Exhibit 2.1  Amendment to Stock Purchase Agreement dated
January 1, 2003, by and among Barrister Global Services
Network, Inc. and Advantage Innovation, Inc. and the
Shareholders of Advantage Innovation, Inc.                     
|
| |     |  | 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: None                                                                                                                                                                                                             

12



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##### 



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: |  | February 14, 2003 |  | By: |  | /s/ William
          O. Bray
        William O. Bray
          President
          and
          Chief Executive Officer               
|     
|Date: |  | February 14, 2003 |  | By: |  | /s/ Richard
          P. Beyer
        Richard P. Beyer
          Senior Vice President, Finance
          (Principal Financial Officer)

13



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##### 



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;                                                                                                                                            

14



---



##### 





|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: |  | February 14, 2003 |  | By: |  | /s/ William
          O. Bray
        William O. Bray
          President and
          Chief Executive Officer

15



---



##### 



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;                                                                                                                                            

16



---



##### 





|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: |  | February 14, 2003 |  | By: |  | /s/ Richard
          P. Beyer
        Richard P. Beyer
          Senior Vice President, Finance
          (Principal Financial Officer)

17