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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C., 20549
FORM 10-Q SB/A

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

For the quarter report ended June 30, 2002
or

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

For the transition period from to ___________

Commission File number 000-28047

DIVERSIFIED THERMAL SOLUTIONS, INC.
(Exact name of small business issuer as registrant as specified in charter)

|                                                                      |  |                                                
|--------------------------------------------------------------------- |  | -----------------------------------------------
|Nevada
(State or other jurisdiction of
incorporation or organization) |  | 86-0880742
(I.R.S. Employer
Identification No.)

4162 Delp St., Memphis, TN 83118
(Address of principal executive office)

Registrants telephone no., including area code (901) 365-7650

VOIP TELECOM, INC.
(Former name, changed since last report)

Check 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), Yes [X] No [  ] and (2) has been subject to
such filing requirements for the past 90 days. Yes [X] No [  ]

APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the issuers classes
of common stock, as of the last practicable date.

|                            |  |                                          
|--------------------------- |  | -----------------------------------------
|Class
Common Stock, $0.0001 |  | Outstanding as of June 30, 2002
4,776,149





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|                             |                                                                                               |                                                  |  |  |  |  |  | 
|---------------------------- | --------------------------------------------------------------------------------------------- | ------------------------------------------------ |  |  |  |  |  | 
|PART 1 FINANCIAL INFORMATION
|                             | Item 1. Financial Statements                                                                 
|                             |                                                                                               | Balance Sheets                                  
|                             |                                                                                               | Statements of Operations                        
|                             |                                                                                               | Statement of Changes in Stockholders Equity    
|                             |                                                                                               | Statements of Cash Flows                        
|                             |                                                                                               | NOTE 1. ORGANIZATION AND DESCRIPTION OF BUSINESS
|                             | ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|PART II OTHER INFORMATION   
|                             | ITEM 1. LEGAL PROCEEDINGS                                                                    
|                             | ITEM 2. CHANGES IN SECURITIES                                                                
|                             | ITEM 3. DEFAULTS UPON SENIOR SECURITIES                                                      
|                             | ITEM 4. SUBMISSION OF MATTERS TO BE A VOTE OF SECURITY HOLDERS                               
|                             | ITEM 5. OTHER INFORMATION                                                                    
|                             | ITEM 6. EXHIBITS AND REPORTS ON 8-K                                                          
|SIGNATURES                  
|CONSENT OF ARMANDO C. IBARRA



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TABLE OF CONTENTS
PART 1. FINANCIAL INFORMATION

|        |  |                                                                                                |  |      
|------- |  | ---------------------------------------------------------------------------------------------- |  | -----
|Heading |  |                                                                                                |  | Page 
|Item 1. |  | Consolidated Financial Statements                                                              |  | 3    
|        |  | Consolidated Balance Sheets June 30, 2002
And December 31, 2001                                |  | 5-6  
|        |  | Consolidated Statements of Operations six months
Ended June 30, 2002 and June 30, 2001         |  | 7    
|        |  | Statement of Changes in Stockholders Equity                                                    |  | 8-10 
|        |  | Consolidated Statements of Cash Flows for the six months
Ended June 30, 2002 and June 30, 2001 |  | 14   
|        |  | Notes to Consolidated Financial Statements                                                     |  | 16-22
|Item 2. |  | Managements Discussion and Analysis and
Result of Operations                                   |  | 23-24
|        |  |                                                                                                |  |      
|        |  | PART II. OTHER INFORMATION                                                                     |  |      
|Item 1. |  | Legal Proceedings                                                                              |  | 24   
|Item 2. |  | Changes in Security                                                                            |  | 24   
|Item 3. |  | Defaults Upon Senior Securities                                                                |  | 25   
|Item 4. |  | Submission of Matter to be a Vote of
Securities Holders                                        |  | 25   
|Item 5. |  | Other Information                                                                              |  | 25   
|Item 6. |  | Exhibits and Reports on Form 8-K                                                               |  | 25   
|        |  | Signatures                                                                                     |  | S-1  

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PART 1 FINANCIAL INFORMATION




Item 1. Financial Statements

The accompanying unaudited financial statements have been prepared in
accordance with the instructions for Form 10-Q pursuant to the rules and
regulations of the Securities and Exchange Commission and, therefore, do not
include all information and footnotes necessary for a complete presentation of
the financial position, results of operations, cash flows, and stockholders
equity in conformity with generally accepted accounting principles. In the
opinion of management, all adjustments considered necessary for a fair
presentation of the results of operations and financial position have been
included and all such adjustments are of a normal recurring nature.

The unaudited balance sheet of the Company as of June 30, 2002, and the
balance sheet derived from the Companys audited financial statement as of
December 31, 2001, the unaudited statement of operations and cash flows for
the six months ended June 30, 2002 and 2001, the statements of stockholders
equity for the period from May 4, 1987 through June 30, 2002 are attached
hereto and incorporated herein by this reference.

Operating results for the quarters ended June 30, 2002 are not
necessarily indicative of the results that can be expected for the year ending
December 31, 2002.

VoIP TELECOM, INC.
(Formerly Presidents Telecom, Inc)
Notes to Consolidated Financial Statements
As of June 30, 2002

ARMANDO C. IBARRA
CERTIFIED PUBLIC ACCOUNTANTS
(A Professional Corporation)

Armando C. Ibarra,
C.P.A.
Members of the California Society of
Armando Ibarra, Jr.,
C.P.A.
Certified Public Accountants

The Board of Directors
VoIP Telecom, Inc.
(Formerly Presidents Telecom, Inc.)

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We have reviewed the accompanying consolidated balance sheets of VoIP Telecom,
Inc. (Formerly Presidents Telecom, Inc.) as of June 30, 2002 and December 31,
2001 and the related statements of operations, changes in stockholders equity,
and cash flows for the three and six months ended June 30, 2002 and 2001, in
accordance with Statements on Standards for Accounting Review Services issued
by the American Institute of Certified Public Accountants. All information
included in these financial statements is the representation of the management
of VoIP Telecom, Inc.

A review consists principally of inquiries of company personnel and analytical
procedures applied to financial data. It is substantially less in scope than
an audit in accordance with generally accepted auditing standards, the
objective of which is the expression of an opinion regarding the financial
statements taken as a whole. Accordingly, we do no express such an opinion.

Based on our review, we are not aware of any modifications that should be made
to the accompanying financial statements in order for them to be in conformity
with generally accepted accounting principles.

ARMANDO C. IBARRA, CP

Chula Vista, California
July 25, 2002
24

296 H Street 2nd floor, Chula Vista, CA 91910
Tel: (619) 422-1348 Fax: (619) 422-1465

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VoIP TELECOM, INC.
(Formerly Presidents Telecom, Inc.)
Balance Sheets
As of June 30, 2002 and December 31, 2001

ASSETS

|                         |                            |                      |                    |              |   |         |         |         |         |        |         | 
|------------------------ | -------------------------- | -------------------- | ------------------ | ------------ | - | ------- | ------- | ------- | ------- | ------ | ------- | 
|                         |                            |                      |                    |              |   | 2002    |         | 2001   
|                         |                            |                      |                    |              |   |         |         |        
|CURRENT ASSETS           |                            |                      |                    |              |   |         |         |        
|                         | Cash                       |                      | $                  |             |   |         | $       | 8,743   |        
|                         | Note receivable            |                      |                    |             |   |         |         | 269,591 |        
|                         | Receivable  related party |                      |                    |             |   |         |         | 28,781  |        
|                         | Loan receivable            |                      |                    |             |   |         |         | 200,822 |        
|                         |                            |                      |                    |              |   |         |         |        
|                         |                            | Total Current Assets |                    |              |  |         |         |         | 507,938 |       
|NET PROPERTY & EQUIPMENT |                            |                      | 8,857              |              |   |         | 323,317 |        
|OTHER ASSETS             |                            |                      |                    |              |   |         |         |        
|                         | Deposits                   |                      |                    |             |   |         |         | 55,354  |        
|                         | Note receivable            |                      |                    | 399,057      |   |         |         |        |        
|                         |                            |                      |                    |              |   |         |         |        
|                         |                            |                      | Total Other Assets |              |   | 399,057 |         |         |         | 55,354 |        
|                         |                            |                      |                    | TOTAL ASSETS |   | $       | 407,914 |         |         | $      | 886,609 | 
|                         |                            |                      |                    |              |   |         |         |        

LIABILITIES AND STOCKHOLDERS EQUITY (DEFICIT)

|                                                                                                                                                                               |  |      |             |      |  |   |             |  
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ |  | ---- | ----------- | ---- |  | - | ----------- | -
|                                                                                                                                                                               |  | 2002 |             | 2001
|                                                                                                                                                                               |  |      |             |     
|CURRENT LIABILITIES                                                                                                                                                            |  |      |             |      |  |   |             |  
|Accounts payable                                                                                                                                                               |  | $    | 162,719     |      |  | $ | 1,104,219   |  
|Loans payable                                                                                                                                                                  |  |      | 43,398      |      |  |   | 625,224     |  
|                                                                                                                                                                               |  |      |             |      |  |   |             |  
|Total Current Liabilities                                                                                                                                                      |  |      | 206,117     |      |  |   | 1,729,443   |  
|                                                                                                                                                                               |  |      |             |      |  |   |             |  
|TOTAL LIABILITIES                                                                                                                                                              |  |      | 206,117     |      |  |   | 1,729,443   |  
|STOCKHOLDERS EQUITY (DEFICIT)                                                                                                                                                 |  |      |             |      |  |   |             |  
|Common stock ($0.0001 par value, 100,000,000 shares
authorized; 4,776,149 and 40,722,972 shares issued and
outstanding for June 30, 2002 and December 31, 2001, respectively.) |  |      | 477         |      |  |   | 4,073       |  
|Paid-in capital                                                                                                                                                                |  |      | 12,969,684  |      |  |   | 12,424,067  |  
|Deficit accumulated during development stage                                                                                                                                   |  |      | (95,911     | )    |  |   | (95,911     | )
|Deficit                                                                                                                                                                        |  |      | (12,672,453 | )    |  |   | (13,175,063 | )
|                                                                                                                                                                               |  |      |             |      |  |   |             |  
|Total Stockholders Equity                                                                                                                                                     |  |      | 201,797     |      |  |   | (842,834    | )
|                                                                                                                                                                               |  |      |             |      |  |   |             |  
|TOTAL LIABILITIES & STOCKHOLDERS EQUITY (DEFICIT)                                                                                                                             |  | $    | 407,914     |      |  | $ | 886,609     |  
|                                                                                                                                                                               |  |      |             |      |  |   |             |  

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Statements of Operations
For the Six and Three Months Ended June 30, 2002 and 2001

|                                                     |  |            |           |              |  |   |            |  
|---------------------------------------------------- |  | ---------- | --------- | ------------ |  | - | ---------- | -
|                                                     |  | Six Months |           | Three Months
|                                                     |  | Ended      |           | Ended       
|                                                     |  | June 30,   |           | March 31,   
|                                                     |  | 2002       |           | 2001        
|REVENUES                                             |  |            |           |              |  |   |            |  
|Sales                                                |  | $          | 18,700    |              |  | $ | 440,699    |  
|Cost of revenues                                     |  |            | (17,840   | )            |  |   |           |  
|Total Revenues                                       |  |            | 860       |              |  |   | 440,699    |  
|OPERATING COSTS                                      |  |            |           |              |  |   |            |  
|Depreciation & amortization                          |  |            | 28,928    |              |  |   | 53,515     |  
|Bank charges                                         |  |            | 142       |              |  |   | 774        |  
|Bad debt expense                                     |  |            | 561       |              |  |   |           |  
|Administrative expenses                              |  |            | 697,216   |              |  |   | 594,690    |  
|Total Operating Costs                                |  |            | 726,847   |              |  |   | 648,979    |  
|OPERATING INCOME (LOSS)                              |  |            | (725,987  | )            |  |   | (208,280   | )
|OTHER INCOME & (EXPENSES)                            |  |            |           |              |  |   |            |  
|Interest income                                      |  |            |          |              |  |   | 308        |  
|Loss on investment                                   |  |            |          |              |  |   | (150,260   | )
|Exchange gain or loss                                |  |            |          |              |  |   | 16         |  
|Gain on disposal of assets                           |  |            | 1,229,809 |              |  |   |           |  
|Other expenses                                       |  |            | (1,175    | )            |  |   | (632       | )
|Interest expense                                     |  |            | (37       | )            |  |   | (63,066    | )
|Total Other Income & (Expenses)                      |  |            | 1,228,597 |              |  |   | (213,634   | )
|NET INCOME (LOSS)                                    |  |            | 502,610   |              |  |   | (421,914   | )
|BASIC EARNINGS (LOSS) PER SHARE                      |  | $          | 0.13      |              |  | $ | (0.01      | )
|WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING |  |            | 3,942,005 |              |  |   | 31,946,725 |  

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|                                                     |  |              |           |         |  |   |            |  
|---------------------------------------------------- |  | ------------ | --------- | ------- |  | - | ---------- | -
|                                                     |  | Three Months |           | Months 
|                                                     |  | ended        |           | ended  
|                                                     |  | June 30      |           | June 30
|                                                     |  | 2002         |           | 2001   
|                                                     |  |              |           |        
|REVENUES                                             |  |              |           |         |  |   |            |  
|Sales                                                |  | $            |          |         |  | $ | 256,070    |  
|Cost of revenues                                     |  |              |          |         |  |   |            |  
|Total Revenues                                       |  |              |          |         |  |   | 256,070    |  
|OPERATING COSTS                                      |  |              |           |         |  |   |            |  
|Depreciation & amortization                          |  |              | 1,060     |         |  |   | 26,762     |  
|Bank charges                                         |  |              |          |         |  |   | 84         |  
|Bad debt expense                                     |  |              |          |         |  |   |           |  
|Administrative expenses                              |  |              | 134,999   |         |  |   | 194,375    |  
|Total Operating Costs                                |  |              | 136,059   |         |  |   | 221,221    |  
|OPERATING INCOME (LOSS)                              |  |              | (136,059  | )       |  |   | 34,849     |  
|OTHER INCOME & (EXPENSES)                            |  |              |           |         |  |   |            |  
|Interest income                                      |  |              |          |         |  |   | 301        |  
|Loss on investment                                   |  |              |          |         |  |   | (12,867    | )
|Exchange gain or loss                                |  |              |          |         |  |   | 1          |  
|Gain on disposal of assets                           |  |              |          |         |  |   |           |  
|Other expenses                                       |  |              |          |         |  |   | (632       | )
|Interest expense                                     |  |              |          |         |  |   | (216       | )
|Total Other Income & (Expenses)                      |  |              |          |         |  |   | (13,413    | )
|NET INCOME (LOSS)                                    |  | $            | (136,059  | )       |  | $ | 21,436     |  
|BASIC EARNINGS (LOSS) PER SHARE                      |  | $            | (0.03     | )       |  | $ | 0.00       |  
|WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING |  |              | 4,776,149 |         |  |   | 32,475,549 |  

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VoIP TELECOM, INC.
(Formerly Presidents Telecom, Inc.)
Statement of Changes in Stockholders Equity
From May 4, 1987(Inception) through June 30, 2002

|                                                                             |  |        |         |        |  |         |    |            |  |  |           |  
|---------------------------------------------------------------------------- |  | ------ | ------- | ------ |  | ------- | -- | ---------- |  |  | --------- | -
|                                                                             |  |        |         |        |  | Common  |    | Additional
|                                                                             |  | Common |         | Stock  |  | Paid-In
|                                                                             |  | Shares |         | Amount |  | Capital
|                                                                             |  |        |         |        |  |        
|Inception, May 4, 1987                                                       |  |        |        |        |  | $       |   |            |  |  |          |  
|Common stock issued for cash                                                 |  |        | 600,000 |        |  |         | 60 |            |  |  | 940       |  
|Net loss from inception on May 4,
1987 through December 31, 1997             |  |        |        |        |  |         |   |            |  |  |          |  
|Balance, December 31, 1997                                                   |  |        | 600,000 |        |  |         | 60 |            |  |  | 940       |  
|Net loss for the year ended December 31, 1998                                |  |        |        |        |  |         |   |            |  |  |          |  
|Balance, December 31, 1998                                                   |  |        | 600,000 |        |  |         | 60 |            |  |  | 940       |  
|Common stock issued December 31, 1998
for cash at $0.15                      |  |        | 60,000  |        |  |         | 6  |            |  |  | 149,994   |  
|Contributed capital                                                          |  |        |        |        |  |         |   |            |  |  | 67        |  
|Common stock issued June 17, 1998
for cash at $0.84 per share                |  |        | 5,400   |        |  |         | 1  |            |  |  | 89,999    |  
|Stock issued on June 2, 2000
for services valued at $0.84                    |  |        | 300     |        |  |         | 1  |            |  |  | 4,999     |  
|Net loss for the year ended
December 31, 1999                                |  |        |        |        |  |         |   |            |  |  |          |  
|Balance, December 31, 1999                                                   |  |        | 665,700 |        |  |         | 68 |            |  |  | 245,999   |  
|Common stock issued on March 31, 2000
for cash at $0.54 per share            |  |        | 137,614 |        |  |         | 13 |            |  |  | 2,752,263 |  
|Common stock issued on March 31, 2000
for cash at $0.20                      |  |        | 190,500 |        |  |         | 19 |            |  |  | 761,981   |  
|Stock offering costs                                                         |  |        |        |        |  |         |   |            |  |  | (607,928  | )
|Common stock issued on April 20, 2000
for services valued at $3.00 per share |  |        | 3,000   |        |  |         | 1  |            |  |  | 179,999   |  
|Common stock issued on April 28, 2000
for services valued at $1.00 per share |  |        | 54,030  |        |  |         | 5  |            |  |  | 1,080,595 |  
|Common stock issued on May 17, 2000
for services valued at $0.50 per share   |  |        | 1,250   |        |  |         | 1  |            |  |  | 12,499    |  

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|                                                                             |  |              |          |          |  |       |         |   |  |   |           |  
|---------------------------------------------------------------------------- |  | ------------ | -------- | -------- |  | ----- | ------- | - |  | - | --------- | -
|                                                                             |  | Stock        |          |          |  |       |         |   |  |  
|                                                                             |  | Subscription |          | Retained |  |       |         |  
|                                                                             |  | Receivable   |          | Earnings |  | Total
|                                                                             |  |              |          |          |  |      
|Inception, May 4, 1987                                                       |  | $            |         |          |  | $     |        |   |  | $ |          |  
|Common stock issued for cash                                                 |  |              |         |          |  |       |        |   |  |   | 1,000     |  
|Net loss from inception on May 4,
1987 through December 31, 1997             |  |              |         |          |  |       | (1,000  | ) |  |   | (1,000    | )
|Balance, December 31, 1997                                                   |  |              |         |          |  |       | (1,000  | ) |  |   |          |  
|Net loss for the year ended December 31, 1998                                |  |              |         |          |  |       | (1,450  | ) |  |   | (1,450    | )
|Balance, December 31, 1998                                                   |  |              |         |          |  |       | (2,450  | ) |  |   | (1,450    | )
|Common stock issued December 31, 1998
for cash at $0.15                      |  |              | (150,000 | )        |  |       |        |   |  |   |          |  
|Contributed capital                                                          |  |              |         |          |  |       |        |   |  |   | 67        |  
|Common stock issued June 17, 1998
for cash at $0.84 per share                |  |              |         |          |  |       |        |   |  |   | 90,000    |  
|Stock issued on June 2, 2000
for services valued at $0.8                     |  |              |         |          |  |       |        |   |  |   | 5,000     |  
|Net loss for the year ended December 31, 1999                                |  |              |         |          |  |       | (93,461 | ) |  |   | (93,461   | )
|Balance, December 31, 1999                                                   |  |              | (150,000 | )        |  |       | (95,911 | ) |  |   | 156       |  
|Common stock issued on March 31, 2000
for cash at $0.54 per share            |  |              |         |          |  |       |        |   |  |   | 2,752,276 |  
|Common stock issued on March 31, 2000
for cash at $0.20                      |  |              |         |          |  |       |        |   |  |   | 762,000   |  
|Stock offering costs                                                         |  |              |         |          |  |       |        |   |  |   | (607,928  | )
|Common stock issued on April 20, 2000
for services valued at $3.00 per share |  |              |         |          |  |       |        |   |  |   | 180,000   |  
|Common stock issued on April 28, 2000
for services valued at $1.00 per share |  |              |         |          |  |       |        |   |  |   | 1,080,600 |  
|Common stock issued on May 17, 2000
for services valued at $0.50 per share   |  |              |         |          |  |       |        |   |  |   | 12,500    |  

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|                                                                                                 |  |        |           |        |  |         |     |            |  |  |            | 
|------------------------------------------------------------------------------------------------ |  | ------ | --------- | ------ |  | ------- | --- | ---------- |  |  | ---------- | 
|                                                                                                 |  |        |           |        |  | Common  |     | Additional
|                                                                                                 |  | Common |           | stock  |  | paid in
|                                                                                                 |  | Shares |           | Amount |  | capital
|continued                                                                                        |  |        |           |        |  |         |     |            |  |  |            | 
|Common stock issued on May 19, 2000
for services valued at $0.17 per share                       |  |        | 8,642     |        |  |         | 1   |            |  |  | 28,804     | 
|Common stock issued to acquire 100%
of Central America Fuel Technologies,
Inc. on March 15, 2000 |  |        | 300       |        |  |         | 1   |            |  |  | 14,999     | 
|Options exercised at $0.42 per share                                                             |  |        | 3,750     |        |  |         | 1   |            |  |  | 31,249     | 
|Options exercised at $0.21 per share                                                             |  |        | 3,000     |        |  |         | 1   |            |  |  | 12,499     | 
|Options exercised at $0.21 per share                                                             |  |        | 3,000     |        |  |         | 1   |            |  |  | 12,499     | 
|Common stock issued on June 30, 2000
for acquisition of ICE at $0.83 per share                   |  |        | 150,000   |        |  |         | 15  |            |  |  | 2,499,985  | 
|Common stock issued on June 30, 2000
Access Network Limited at $0.83 per share                   |  |        | 240,000   |        |  |         | 24  |            |  |  | 3,999,976  | 
|Common stock issued on August 30, 2000
for debt settlement at $0.20 per share                    |  |        | 107,607   |        |  |         | 10  |            |  |  | 358,680    | 
|Common stock issued for debt settlement at $0.83 per share                                       |  |        | 5,467     |        |  |         | 1   |            |  |  | 90,751     | 
|Receipt of subscription receivable                                                               |  |        |           |        |  |         |     |            |  |  |            | 
|Options exercised at $0.2084                                                                     |  |        | 600       |        |  |         | 1   |            |  |  | 2,499      | 
|Options exercised at $0.4167                                                                     |  |        | 2,130     |        |  |         | 1   |            |  |  | 17,749     | 
|Options exercised at $0.4167                                                                     |  |        | 120       |        |  |         | 1   |            |  |  | 999        | 
|Common stock issued for cash at $0.10 per share                                                  |  |        | 6,000     |        |  |         | 1   |            |  |  | 11,999     | 
|Common stock issued for cash at $0.10 per share                                                  |  |        | 25,000    |        |  |         | 2   |            |  |  | 49,998     | 
|Common stock issued for services at $0.16827 per share                                           |  |        | 26,000    |        |  |         | 2   |            |  |  | 87,498     | 
|Net loss for the year ended December 31, 2000                                                    |  |        |           |        |  |         |     |            |  |  |            | 
|Balance, December 31, 2000                                                                       |  |        | 1,633,710 |        |  |         | 170 |            |  |  | 11,645,592 | 

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|                                                                                                 |  |              |         |          |  |       |             |   |  |  |             |  
|------------------------------------------------------------------------------------------------ |  | ------------ | ------- | -------- |  | ----- | ----------- | - |  |  | ----------- | -
|                                                                                                 |  | Stock        |         |          |  |       |             |   |  | 
|                                                                                                 |  | Subscription |         | Retained |  |       |             |  
|                                                                                                 |  | Receivable   |         | earnings |  | Total
|continued                                                                                        |  |              |         |          |  |       |             |   |  |  |             |  
|Common stock issued on May 19, 2000 for services valued at
$0.17 per share                       |  |              |        |          |  |       |            |   |  |  | 28,805      |  
|Common stock issued to acquire 100% of Central America Fuel
Technologies, Inc. on March 15, 2000 |  |              |        |          |  |       |            |   |  |  | 15,000      |  
|Options exercised at $0.42 per share                                                             |  |              |        |          |  |       |            |   |  |  | 31,250      |  
|Options exercised at $0.21 per share                                                             |  |              |        |          |  |       |            |   |  |  | 12,500      |  
|Options exercised at $0.21 per share                                                             |  |              |        |          |  |       |            |   |  |  | 12,500      |  
|Common stock issued on June 30, 2000 for acquisition of ICE
at $0.83 per share                   |  |              |        |          |  |       |            |   |  |  | 2,500,000   |  
|Common stock issued on June 30, 2000 Access Network Limited
at $0.83 per share                   |  |              |        |          |  |       |            |   |  |  | 4,000,000   |  
|Common stock issued on August 30, 2000 for debt settlement
at $0.20 per share                    |  |              |        |          |  |       |            |   |  |  | 358,690     |  
|Common stock issued for debt settlement at $0.83 per share                                       |  |              |        |          |  |       |            |   |  |  | 90,752      |  
|Receipt of subscription receivable                                                               |  |              | 150,000 |          |  |       |            |   |  |  | 150,000     |  
|Options exercised at $0.2084                                                                     |  |              |        |          |  |       |            |   |  |  | 2,500       |  
|Options exercised at $0.4167                                                                     |  |              |        |          |  |       |            |   |  |  | 17,750      |  
|Options exercised at $0.4167                                                                     |  |              |        |          |  |       |            |   |  |  | 1,000       |  
|Common stock issued for cash at $0.10 per share                                                  |  |              |        |          |  |       |            |   |  |  | 12,000      |  
|Common stock issued for cash at $0.10 per share                                                  |  |              |        |          |  |       |            |   |  |  | 50,000      |  
|Common stock issued for services at $0.16827 per share                                           |  |              |        |          |  |       |            |   |  |  | 87,500      |  
|Net loss for the year ended December 31, 2000                                                    |  |              |        |          |  |       | (11,281,619 | ) |  |  | (11,281,619 | )
|Balance, December 31, 2000                                                                       |  |              |        |          |  |       | (11,377,530 | ) |  |  | 268,232     |  

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|                                                                            |  |        |           |        |  |         |     |            |  |  |            |  
|--------------------------------------------------------------------------- |  | ------ | --------- | ------ |  | ------- | --- | ---------- |  |  | ---------- | -
|                                                                            |  |        |           |        |  | Common  |     | Additional
|                                                                            |  | Common |           | Stock  |  | Paid in
|                                                                            |  | stock  |           | amount |  | capital
|continued                                                                   |  |        |           |        |  |         |     |            |  |  |            |  
|Rescission of ICE at $0.10 per share                                        |  |        | (150,000  | )      |  |         | (22 | )          |  |  | (299,978   | )
|Common stock issued on January 25, 2001 for services
at $0.10 per share     |  |        | 90,000    |        |  |         | 9   |            |  |  | 179,991    |  
|Common stock issued on February 9, 2001 for debt service
at $0.10 per share |  |        | 31,425    |        |  |         | 2   |            |  |  | 62,848     |  
|Common stock issued on February 20, 2001 for services
at $0.10 per share    |  |        | 1,014     |        |  |         | 1   |            |  |  | 2,027      |  
|Common stock issued on March 9, 2001 for services valued
at $0.10 per share |  |        | 12,500    |        |  |         | 1   |            |  |  | 24,999     |  
|Common stock issued March 10, 2001 for services valued
at $0.10 per share   |  |        | 5,000     |        |  |         | 1   |            |  |  | 9,999      |  
|Common stock issued on June 30, 2001 for services valued
at $0.10 per share |  |        | 12,500    |        |  |         | 1   |            |  |  | 2,499      |  
|Common stock issued on July 17, 2001 at $0.10 per share                     |  |        | 400,000   |        |  |         | 40  |            |  |  | 799,960    |  
|Net loss for the year ended December 31, 2001                               |  |        |          |        |  |         |    |            |  |  |           |  
|Balance, December 31, 2001                                                  |  |        | 2,036,149 |        |  |         | 203 |            |  |  | 12,427,937 |  
|                                                                            |  |        |           |        |  |         |     |            |  |  |            |  
|Common stock issued on February 11, 2002 for services at $0.01 per share    |  |        | 100,000   |        |  |         | 10  |            |  |  | 19,990     |  
|Common stock issued on February 25, 2002 for services at $0.12 per share    |  |        | 20,000    |        |  |         | 2   |            |  |  | 47,998     |  
|Common stock issued on February 25, 2002 for services at $0.12 per share    |  |        | 2,200,000 |        |  |         | 220 |            |  |  | 263,801    |  
|Common stock issued on March 1, 2002 for services at $0.50 per share        |  |        | 420,000   |        |  |         | 42  |            |  |  | 209,958    |  
|Net income for the period ended June 30, 2002                               |  |        |          |        |  |         |    |            |  |  |           |  
|                                                                            |  |        |           |        |  |         |     |            |  |  |            |  
|Balance, June 30, 2002                                                      |  |        | 2,036,149 |        |  |         | 203 |            |  |  | 12,427,937 |  
|                                                                            |  |        |           |        |  |         |     |            |  |  |            |  

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|                                                                            |  |              |   |          |  |       |             |   |  |  |            |  
|--------------------------------------------------------------------------- |  | ------------ | - | -------- |  | ----- | ----------- | - |  |  | ---------- | -
|                                                                            |  | Stock        |   |          |  |       |             |   |  | 
|                                                                            |  | Subscription |   | Retained |  |       |             |  
|                                                                            |  | Receivable   |   | earnings |  | Total
|continued                                                                   |  |              |   |          |  |       |             |   |  |  |            |  
|Recission of ICE at $0.10 per share                                         |  |              |  |          |  |       |            |   |  |  | (300,000   | )
|Common stock issued on January 25, 2001 for services at $0.10 per share     |  |              |  |          |  |       |            |   |  |  | 180,000    |  
|Common stock issued on February 9, 2001 for debt service at $0.10 per share |  |              |  |          |  |       |            |   |  |  | 62,850     |  
|Common stock issued on February 20, 2001 for services at $0.10 per share    |  |              |  |          |  |       |            |   |  |  | 2,028      |  
|Common stock issued on March 9, 2001 for services valued at $0.10 per share |  |              |  |          |  |       |            |   |  |  | 25,000     |  
|Common stock issued March 10, 2001 for services valued at $0.10 per share   |  |              |  |          |  |       |            |   |  |  | 10,000     |  
|Common stock issued on June 30, 2001 for services valued at $0.10 per share |  |              |  |          |  |       |            |   |  |  | 2,500      |  
|Common stock issued on July 17, 2001 at $0.10 per share                     |  |              |  |          |  |       |            |   |  |  | 800,000    |  
|Net loss for the year ended December 31, 2001                               |  |              |  |          |  |       | (1,893,444  | ) |  |  | (1,893,444 | )
|Balance, December 31, 2001                                                  |  |              |  |          |  |       | (13,270,974 | ) |  |  | (842,834   | )
|Common stock issued on February 11, 2002 for services at $0.01 per share    |  |              |  |          |  |       |            |   |  |  | 20,000     |  
|Common stock issued on February 25, 2002 for services at $0.12 per share    |  |              |  |          |  |       |            |   |  |  | 48,000     |  
|Common stock issued on February 25, 2002 for services at $0.12 per share    |  |              |  |          |  |       |            |   |  |  | 264,021    |  
|Common stock issued on March 1, 2002 for services at $0.50 per share        |  |              |  |          |  |       |            |   |  |  | 210,000    |  
|Net income for the period ended June 30, 2002                               |  |              |  |          |  |       | 502,610     |   |  |  | 502,610    |  
|Balance, June 30, 2002                                                      |  |              |  |          |  |       | (12,768,364 | ) |  |  | 201,797    |  

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VoIP TELECOM, INC.
(Formerly Presidents Telecom, Inc.)
Statements of Cash Flows
For the Six and Three Months Ended June 30, 2002 and 2001

|                                                    |  |            |           |              |  |   |           |  
|--------------------------------------------------- |  | ---------- | --------- | ------------ |  | - | --------- | -
|                                                    |  | Six Months |           | Three Months
|                                                    |  | Ended      |           | Ended       
|                                                    |  | June 30,   |           | March 31,   
|                                                    |  | 2002       |           | 2001        
|CASH FLOWS FROM OPERATING ACTIVITIES                |  |            |           |              |  |   |           |  
|Net income (loss)                                   |  | $          | 502,610   |              |  | $ | (421,914  | )
|Depreciation & amortization expense                 |  |            | 28,928    |              |  |   | 53,515    |  
|(Increase) decrease in accounts receivable          |  |            | 298,372   |              |  |   | (235,851  | )
|(Increase) decrease in loans receivable             |  |            | (198,246  | )            |  |   |          |  
|(Increase) decrease in officers advances            |  |            |          |              |  |   |          |  
|(Increase) decrease in accrued expenses             |  |            |          |              |  |   | 34,026    |  
|(Increase) decrease in deposits                     |  |            | 55,354    |              |  |   |          |  
|Increase (decrease) in accounts payable             |  |            | (894,288  | )            |  |   | (387,427  | )
|Increase (decrease) in accrued accounts payable     |  |            | (47,211   | )            |  |   |          |  
|Increase (decrease) in interest payable             |  |            |          |              |  |   | 3,266     |  
|Common stock issued for services                    |  |            | 542,021   |              |  |   | 282,378   |  
|                                                    |  |            | 287,540   |              |  |   | (672,007  | )
|CASH FLOWS FROM INVESTING ACTIVITIES                |  |            |           |              |  |   |           |  
|Net purchase of fixed assets                        |  |            |          |              |  |   | (6,000    | )
|Common stock retired in ICE rescission              |  |            |          |              |  |   | (300,000  | )
|Disposal of equipment                               |  |            | 285,543   |              |  |   | 1,050,156 |  
|Net cash provided (used) by investing activities    |  |            | 285,543   |              |  |   | 744,156   |  
|CASH FLOWS FROM FINANCING ACTIVITIES                |  |            |           |              |  |   |           |  
|Increase (decrease) in loans payable                |  |            | (581,826  | )            |  |   | (89,941   | )
|Net cash provided (used) by financing activities    |  |            | (581,826  | )            |  |   | (89,941   | )
|Net increase (decrease) in cash                     |  |            | (8,743    | )            |  |   | (17,792   | )
|Cash at beginning of period                         |  |            | 8,743     |              |  |   | 50,392    |  
|Cash at end of period                               |  | $          |          |              |  | $ | 32,600    |  
|Supplemental Cash Flow Disclosures                  |  |            |           |              |  |   |           |  
|Cash paid during year for interest                  |  | $          | 37        |              |  | $ | 63,066    |  
|Schedule
of Non-Cash Activities                     |  |            |           |              |  |   |           |  
|Common stock issued for services                    |  | $          | 542,021   |              |  | $ | 282,469   |  
|Common stock issued for acquisition of subsidiaries |  | $          |          |              |  | $ |          |  
|Common stock retired in ICE rescission              |  | $          |          |              |  | $ |          |  
|                                                    |  | $          |          |              |  | $ | (300,000  | )
|Gain on disposal of Assets                          |  | $          | 1,229,809 |              |  | $ |          |  

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|                                                    |  |              |          |              |  |   |          |  
|--------------------------------------------------- |  | ------------ | -------- | ------------ |  | - | -------- | -
|                                                    |  | Three months |          | Three months
|                                                    |  | ended        |          | ended       
|                                                    |  | June 30      |          | June 30     
|                                                    |  | 2002         |          | 2001        
|                                                    |  |              |          |             
|CASH FLOWS FROM OPERATING ACTIVITIES                |  | $            | (136,059 | )            |  | $ | 21,436   |  
|Depreciation & amortization expense                 |  |              | 1,060    |              |  |   | 26,762   |  
|(Increase) decrease in accounts receivable          |  |              |         |              |  |   | (202,567 | )
|(Increase) decrease in loans receivable             |  |              |         |              |  |   |         |  
|(Increase) decrease in officers advances            |  |              |         |              |  |   |         |  
|(Increase) decrease in accrued expenses             |  |              |         |              |  |   | 34,026   |  
|(Increase) decrease in deposits                     |  |              |         |              |  |   |         |  
|Increase (decrease) in accounts payable             |  |              | 2,100    |              |  |   | 156,220  |  
|Increase (decrease) in accrued accounts payable     |  |              | 113,371  |              |  |   |         |  
|Increase (decrease) in interest payable             |  |              |         |              |  |   | 3,266    |  
|Common stock issued for services                    |  |              |         |              |  |   | 2,500    |  
|Net cash provided (used) by operating activities    |  |              | (19,528  | )            |  |   | 41,643   |  
|CASH FLOWS FROM INVESTING ACTIVITIES                |  |              |          |              |  |   |          |  
|Net purchase of fixed assets                        |  |              |         |              |  |   |         |  
|Common stock retired in ICE rescission              |  |              |         |              |  |   |         |  
|Disposal of equipment                               |  |              |         |              |  |   | (3,440   | )
|Net cash provided (used) by investing activities    |  |              |         |              |  |   | (3,440   | )
|CASH FLOWS FROM FINANCING ACTIVITIES                |  |              |          |              |  |   |          |  
|Increase (decrease) in loans payable                |  |              | 19,528   |              |  |   | (45,960  | )
|Net cash provided (used) by financing activities    |  |              | 19,528   |              |  |   | (45,960  | )
|Net increase (decrease) in cash                     |  |              |         |              |  |   | (7,758   | )
|Cash at beginning of period                         |  |              |         |              |  |   | 40,358   |  
|Cash at end of period                               |  | $            |         |              |  | $ | 32,600   |  
|Supplemental Cash Flow Disclosures                  |  |              |          |              |  |   |          |  
|Cash paid during year for interest                  |  | $            |         |              |  | $ | 216      |  
|Schedule of Non-Cash Activities                     |  |              |          |              |  |   |          |  
|Common stock issued for Services                    |  |              |         |              |  | $ | 2,591    |  
|Common stock issued for acquisition of subsidiaries |  | $            |         |              |  |   |         |  
|Gain on disposal of assets                          |  | $            |         |              |  | $ |         |  

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NOTE 1  ORGANIZATION AND DESCRIPTION OF BUSINESS

VoIP Telecom, Inc. (the Company) was incorporated, May 4, 1987, under the
laws of the state of Nevada, as Energy Realty Corporation. On July 31, 1993
the Companys name changed to Balcor International and on December 18, 1998 the
name was again changed to Dimension House, Inc. As of December 31, 1998 the
Company had no operations and in accordance with
SFAS # 17 was considered a development stage company. As of December 31, 1998
the Company was authorized to issue 100,000,000 shares of $0.0001 par value of
which 10,000,000 shares were outstanding. On October 28, 1999 the Company
changed its name to Presidents Telecom, Inc.

Pursuant to an acquisition agreement and plan of merger dated as of March 15,
2000 between the Company then known as Presidents Telecom, Inc. and Central
America Fuel Technology, Inc. (CAFT), a Nevada corporation, all the outstanding
common shares of CAFT were exchanged for 5,000 restricted common shares of
VoIP.

On April 17, 2000, the Company changed its name to VoIP Telecom, Inc.

On March 29, 2002 the Company sold Access Network Limited their subsidiary for
a net gain of $1,229,809.

The Company delivers international long distance services via flexible,
server-based networks consisting of re-sale arrangements with other long
distance providers, various foreign
termination relationships, VoIPs own international servers and leased/owned
transmission facilities. Employing digital switching and transmission
technologies supported by comprehensive monitoring and technical support
personnel, the Company provides services in
foreign countries.

NOTE 2  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

a.     Accounting Method

The Companys financial statements are prepared using the accrual method of
accounting. The company has elected a December 31, year end.

b.     Cash Equivalents

The Company considers all highly liquid investments with a maturity of three
months or less when purchased to be cash equivalents.

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NOTE 2  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

c.     Basic Loss per Share

In February 1997, the FASB issued SFAS No. 128, Earnings Per Share, which
specifies the computation, presentation and disclosure requirements for
earnings (loss) per share for entities with publicly held common stock. SFAS
No. 128 supersedes the provisions of APB No. 15, and requires the presentation
of basic earnings (loss) per share and diluted earnings (loss) per share. The
Company has adopted the provisions of SFAS No. 128 effective December 6, 1993
(inception).

Basic net loss per share excludes dilution and is computed by dividing net loss
by the weighted average number of common shares outstanding during the reported
periods. Diluted net loss per share reflects the potential dilution that could
occur if a stock option and other commitments to issue common stock were
exercised.

d.     Estimates and Adjustments

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

e.     Basis of Presentation and Considerations Related to Continued Existence
(going concern)

The Companys financial statements have been presented on the basis that it is
a going concern, which contemplates the realization of assets and the
satisfaction of liabilities in the normal course of business.

The Companys management intends to raise additional operating funds through
operations and/or debt offerings.

f.     Income Taxes

The Company accounts for income taxes using the asset and liability method.
Under the asset and liability method, deferred income taxes are recognized for
the tax consequences of temporary differences by applying enacted statutory tax
rates applicable to future years to differences between the financial statement
carrying amounts and the tax bases of existing assets and liabilities.
Deferred tax assets are reduced by a valuation allowance when, in the opinion
of
management, it is more likely than not that some portion or all of the deferred
tax assets will not be realized. See note 3 regarding income tax benefit.

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NOTE 2  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

g.     Property & Equipment

Property and equipment are recorded at cost. Minor additions renewals are
expensed in the year incurred. Major additions and renewals are capitalized
and depreciated over their estimated useful lives. Depreciation and
amortization is calculated using straight-line and accelerated methods for
income tax purposes (five years for vehicles and equipment, and seven years
for office furniture).

Total depreciation for the six months ended June 30, 2002 is $28,928.

NOTE 3   INCOME TAXES

|                                 |  |                |            |                    |  |   |            |  
|-------------------------------- |  | -------------- | ---------- | ------------------ |  | - | ---------- | -
|                                 |  | As of June 30, |            | As of December 31,
|                                 |  | 2002           |            | 2001              
|                                 |  |                |            |                   
|Deferred tax assets:             |  |                |            |                    |  |   |            |  
|Net operating loss carryforwards |  | $              | 4,368,927  |                    |  | $ | 4,544,840  |  
|Other                            |  |                | -0-        |                    |  |   | -0-        |  
|Valuation allowance              |  |                | (4,368,927 | )                  |  |   | (4,544,840 | )
|Net deferred tax assets          |  | $              | -0-        |                    |  | $ | -0-        |  

Realization of deferred tax assets is dependent upon sufficient future taxable
income during the period that deductible temporary differences and
carryforwards are expected to be available to reduce taxable income. As the
achievement of required future taxable income is uncertain, the Company
recorded a valuation allowance.

NOTE 4  NOTE RECEIVABLE

This Company sold various assets to Universal Commerce Limited in the amount
of $399,057. The receivable is due on or before March 29, 2012. As of March
31, 2002 the note bears no interest rate.

NOTE 5  RELATED PARTY TRANSACTION

At June 30, 2002 the corporation was indebted to a majority shareholder in
the amount of $43,398. As of June 30, 2002 no interest has been accrued.

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NOTE 6   GOING CONCERN

As shown in the accompanying financial statements the Company has incurred
a deficit of $12,768,364 since its inception in 1987. The ability of the
Company to continue as a going concern is dependent on the significant
generation of revenue from the Companys international long distance services.
The financial statements do not include any adjustments that might be
necessary if the Company is unable to continue as a going concern.

NOTE 7   PROPERTY & EQUIPMENT

Property is stated at cost. Additions, renovations, and improvements
are capitalized. Maintenance and repairs, which do not extend asset lives,
are expensed as incurred. Depreciation is provided on a straight-line basis
over the estimated useful lives ranging from 27.5 years for commercial rental
properties, 5 years for tenant improvements, and 5  7 years on furniture and
equipment.

|                              |  |                |        |  
|----------------------------- |  | -------------- | ------ | -
|                              |  | March 31, 2002
|                              |  |               
|Equipment                     |  | $              | 12,728 |  
|                              |  |                |        |  
|Total Equipment               |  | $              | 12,728 |  
|Less Accumulated Depreciation |  |                | (3,871 | )
|                              |  |                |        |  
|Net Property and Equipment    |  | $              | 8,857  |  
|                              |  |                |        |  

NOTE 8   STOCK TRANSACTIONS

As of December 31, 1998 the Company had 12,000,000 shares outstanding. On
June 17, 1998, the Company issued 1,200,000 shares of common stock valued at
$0.15 per share for cash.

On June 17, 1998 the Company issued 108,002 shares of common stock for
cash valued at $1.00 per share.

On June 17, 1998. The Company issued 6,000 shares of common stock for
services valued at $1.00 per share.

As of December 31, 1999 the Company had 13,314,002 shares of common
stock outstanding.

On March 31, 2000, the Company issued 2,752,276 shares of common stock for
cash valued at $0.54 per share.

On March 31, 2000, the Company issued 3,810,000 shares of common stock for
cash valued at $0.20 per share.

On April 20, 2000 the Company issued 60,000 shares of common stock for
services valued at $3.00 per share.

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On April 28, 2000, the Company issued 1,080,600 shares of common stock
for services valued at $1.00 per share.

On May 17, 2000, the Company issued 25,000 shares of common stock for
services valued at $0.50 per share.

On May 19, 2000, the Company issued 172,834 shares of common stock for
services valued at $0.17 per share.

On June 2, 2000 the Company issued 6,000 shares of common stock to acquire
100% of Central America Fuel Technologies, Inc. valued at $2.50 per share.

On June 30, 2000 the Company had 75,000 shares of common stock exercised
valued at $0.42 per share.

On June 30, 2000 the Company had 60,000 shares of common stock exercised
valued at $0.21 per share.

On June 30, 2000 the Company had 60,000 shares of common stock exercised
valued at $0.21 per share.

On June 30, 2000 the Company issued 3,000,000 shares of common stock to
acquire ICE valued at $0.83 per share.

On June 30, 2000 the Company issued 4,800,000 shares of common stock to
acquire Access Network Limited valued at $0.83 per share.

On August 30, 2000 the Company issued 2,152,140 shares of common stock for
debt settlement valued at $0.20 per share.

On August 30, 2000 the Company issued 109,340 shares of common stock for
debt settlement valued at $0.83 per share.

On October 1, 2000 the Company had 12,000 shares of common stock
exercised valued at $0.2084 per share.

On October 4, 2000 the Company had 42,600 shares of common stock exercised
at $0.4167 per share.

On October 12, 2000 the Company had 2,400 shares of common stock
exercised valued at $0.4167 per share.

On December 27, 2000 the Company issued 120,000 shares of common stock for
cash valued at $0.10 per share.

On December 27, 2000 the Company issued 500,000 shares of common stock for
cash valued at $0.10 per share.

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On December 31, 2000 the Company issued 525,000 shares of common stock for
cash valued at $0.17 per share.

On January 1, 2001 the Company rescinded the issuance of 3,000,000 shares
for the acquisition of ICE at a value of $0.10.

On January 25, 2001 the Company issued 1,800,000 shares of common stock
for services valued at $0.10 per share.

On February 9, 2001 the Company issued 628,500 shares of common stock for
debt settlement valued at $0.10 per share.

On February 20, 2001 the Company issued 20,280 shares of common stock
for services valued at $0.10 per share.

On March 9, 2001 the Company issued 100,000 shares of common stock for
services valued at $0.10 per share.

On March 10, 2001 the Company issued 250,000 shares of common stock for
services valued at $0.10 per share. As of March 31, 2001 there were 35,472,972 shares
of common stock outstanding.

On June 30, 2001 the Company issued 250,000 shares of common stock for
services valued at $0.01 per share.

On July 17, 2001 the Company issued 8,000,000 shares of common stock
for services valued at $0.10 per share.

On February 11, 2002 the Company issued 2,000,000 shares of common stock
for services valued at $0.10 per share.

On February 25, 2002 the Company declared a 20:1 split of its outstanding
common stock.

On February 25, 2002 the Company issued 20,000 shares of common stock
for services valued at $0.12 per share.

On February 25, 2002 the Company issued 2,200,000 shares of common stock
for services valued at $0.12 per share.

On March 1, 2002 the Company issued 420,000 shares of common stock for
services valued at $0.50 per share. As of June 30, 2002 the Company had 4,776,149
shares of common stock outstanding.

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NOTE 9   ISSUANCE OF SHARES FOR SERVICES STOCK OPTIONS

The company has a nonqualified stock option plan, which provides for
the granting of options to key employees, consultants, and nonemployees
directors of the Company. The valuations of shares for services are based on
the fair market value of services. The Company has elected to account for the
stock option plan in accordance with paragraph 30 of SFAS 123 where the
compensation to employees should be recognized over the period(s) in which the
related employee services are rendered. In accordance with paragraph 19 of
SFAS 123 the fair value of a stock option granted is estimated using an
option-pricing model.

A total of 2,740,000 shares were issued for services to management and
key employees for the six months ended June 2002.

NOTE 10  SUBSEQUENT EVENT

In compliance with a board meeting held in May 2002, the Company on July 1,
2002 issued 15 million shares of common stock to acquire Global Holding , Inc.

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ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Going Concern and Ability of the Company to Continue

The Company has a net operating loss carry forward of $12,768,364 since
inception through June 30, 2002.

The Companys consolidated financial statements are prepared using
generally accepted accounting principles applicable to a going concern, which
contemplates the realization of assets and liquidation of liabilities in the
normal course of business. The Company has not established revenues
sufficient to cover its operating costs and allow it to continue as a going
concern. Management believes that the Company will soon be able to generate
revenues sufficient to cover its operating costs. In the interim, the Company
intends to raise additional capital through private placements of its common
stock.

Liquidity and Capital Resources

As of June 30, 2002 the Company has $0 in current assets compared to
current liabilities of $206,117. This is compared to current assets of
$507,938 and current liabilities of $1,729,443 as of December 31, 2001.
Management recognizes there is a severe impairment to the Companys financial
statements. The current liabilities are comprised of $206,117 in accounts and
notes payable. Of this amount $43,398 is due to B. Grant Hunter, the
Companys President for cash he advanced for Company expenses.

Results of Operations

For the three months ended June 30, 2002 the Company had revenues of $0
and operating expenses including costs of revenues of $136,059 compared to
revenues of $256,070 and operating expenses including costs of revenues of
$221,221 as of June 30, 2001. General and Administrative costs decreased
$59,376 for the three months ended June 30, 2002 due to the Company changing
direction to enter the refractory services business. Depreciation and
Amortization also decreased by $25,702 due to the fact all of the telecom
equipment no longer being present on the Companys financial statements. For
the three months ended June 30, 2002 the Company had a net loss of $136,059
compared to a net gain of $21,436 for the same period the year before.

For the six months ended June 30, 2002 the Company had revenues of
$18,700 and operating expenses including costs of revenues of $744,687
compared to revenues of $440,699 and operating expenses including costs
of revenues of $648,979 as of June 30, 2001. General and Administrative
expenses increased by $102,526 for the six months ended June 30, 2002. This
can be attributed to the company ridding itself of the telecom assets in

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the first quarter of 2002. Depreciation and Amortization decreased by
$24,587 mostly due to the same reason. Interest expense decreased by
approximately $63,000 due to the Company
not having to finance any telecom equipment. The Company did have a gain
of $1,229,809 on the disposition of the Access Communications subsidiary. For
the six months ended June 30, 2002 the Company had net income of $502,610
compared to a net loss of $421,914 for the same period the year before.

Net Operating Loss

The Company has accumulated approximately $12,768,364 of net
operating losses caryforwards as of June 30, 2002, which maybe offset
against taxable income and income taxes in future years. The use of these
to losses to reduce future income taxes will depend on the generation of
sufficient taxable income prior to the expiration of the net loss
carryforwards. The carryforwards expire in the year 2022. In the event of
certain changes in control of the Company, there will be an annual limitation
on the amount of carryforwards, which can be used.

Sale of Common Capital Stock

None to report.

Risk Factors and Cautionary Statements

Forward-looking statements in this report are made pursuant to the safe
harbor provisions of the Private Securities Litigation Reform Act of 1995. The
Company wished to advise readers that actual results may differ
substantially from such forward-looking statements. Forward-looking
statements involve risks and uncertainties that could cause actual results
to differ materially from those expressed on or implied by the statements,
including, but not limited to,
the following: the ability of the Company to successfully meet its cash
and working capital needs, the ability of the Company to successfully
market its product, and other risks detailed in the Companys periodic report
filings with the Securities and Exchange Commission.




PART II OTHER INFORMATION




ITEM 1. LEGAL PROCEEDINGS

There are presently no pending legal proceedings to which the Company
or any of its subsidiaries are a party, to the best of knowledge of the
Company. No actions against the Company are contemplated or threatened.




ITEM 2. CHANGES IN SECURITIES

None.

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ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.




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

At a Special Meeting of the Shareholders on May 31, 2002 the security
holders were asked to vote on the following:

The acquisition of Global Holdings, Inc.:

For          Against          Abstain

2,811,626

After the acquisition of Global Holdings, Inc. was ratified a motion
was made to change the Companys name to Diversified Thermal Solutions, Inc..

For          Against          Abstain

2,811,626

All motions at the Special Meeting of Shareholders were approved.




ITEM 5. OTHER INFORMATION

None.




ITEM 6. EXHIBITS AND REPORTS ON 8-K

23.1 Consent of the firm of Armando C. Ibarra, Certified Public Accountant

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this Report to be signed in its behalf by the
undersigned hereto duly authorized.

|                        |  |                                     |  |                          
|----------------------- |  | ----------------------------------- |  | -------------------------
|                        |  | DIVERSIFIED THERMAL SOLUTIONS, INC.
|                       
|                        |  |                                     |  |                          
|                       
|Dated: October 21, 2002 |  |                                     |  |                          
|                       
|                        |  |                                     |  |                          
|                       
|                        |  | By:                                 |  | /s/ B. Grant
Hunter      
|                        |  |                                     |  | B. Grant Hunter
President

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CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Voip Telecom, Inc,/Diversified
Thermal Solutions, Inc. (the Company) on Form 10-Q(SB) for the period ending
June 30, 2002 as filed with the Securities and Exchange Commission on the date
hereof (the Report), I, Grant Hunter, Chief Executive Officer (or Chief
Financial Officer) of the Company, certify, pursuant to 18 U.S.C. 1350, as
adopted pursuant to 906 of the Sarbanes-Oxley Act of 2002, that, to the best of
my knowledge and belief:

(1)  The Report fully complies with the requirements of section 13(a) or
15(d) of the Securities Exchange Act of 1934; and

(2)  The information contained in the Report fairly presents, in all
material respects, the financial condition and result of operations of the
Company.

/s/ Grant
Hunter
Grant Hunter
Chief Executive Officer (Chief Financial Officer)

Date October 21, 2002