UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                   FORM 10-KSB

                                   (Mark one)

[X]  Annual Report Under Section 13 or 15(d) of the Securities Exchange Act of
     1934

     For the fiscal year ended December 31, 2003

[ ] Transition Report under Section 13 or 15(d) of the Securities Exchange
     Act of 1934

        For the transition period from _______________ to ______________

                           Commission File No. 0-50044


                             ONE LINK 4 TRAVEL, INC
         ---------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)


           DELAWARE                                    43-1941213
  ------------------------------          -------------------------------------
 (State or other jurisdiction of         (I.R.S. Employer Identification Number)
 incorporation or organization)



                                One Market Plaza
                             Spear Tower, 36th Floor
                             San Francisco, CA 94105
                                 (415) 293-8277
           -----------------------------------------------------------
          (Address and telephone number of principal executive offices)

      Securities registered under Section 12 (b) of the Exchange Act: None

        Securities registered under Section 12 (g) of the Exchange Act:
                         Common stock, par value $0.001

Check whether the issuer (1) filed all reports required to be filed within
Section 13 or 15(d) of the Exchange Act during the past 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:
[X] Yes [ ] No

Check if there is no disclosure of delinquent filers in response to Item 405 of
Regulation S-B contained in this form, and no disclosure will be contained, to
the best of the registrant's knowledge, in definitive proxy or other information
statements incorporated by reference to Part III of this Form 10-KSB or any
amendment to this Form 10-KSB. [ ]

The issuer had no revenues for its most recent fiscal year.

The aggregate market value of the common stock held by non-affiliates of the
issuer as of March 19, 2004 was $18,834,221.

The number of registrant's shares of common stock outstanding as of March 19,
2004 was 20,639,476.

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

<PAGE>


                       DOCUMENTS INCORPORATED BY REFERENCE

Portions of the registrant's proxy statement expected to be filed within 120
days of the close of the registrant's fiscal year in connection with the
registrant's annual meeting of shareholders are incorporated by reference into
portions of Part III of this Form 10-KSB.





<PAGE>


                                TABLE OF CONTENTS

                                                                            Page
Part I

Item 1.     Description of Business.
Item 2.     Description of Properties.
Item 3.     Legal Proceedings.
Item 4.     Submission of Matters to a Vote of Security Holders.

Part II

Item 5.     Market for Common Equity and Related Stockholder Matters.
Item 6.     Management's Discussion and Analysis or Plan of Operation.
Item 7.     Financial Statements.
Item 8.     Changes in and Disagreements with Accountants on Accounting
            and Financial Disclosure.

Item 8A.    Controls and Procedures.


Part III

Item 9.     Directors, Executive Officers, Promoters and Control Persons;
            Compliance with Section
            16(a) of the Exchange Act.
Item 10.    Executive Compensation.
Item 11.    Security Ownership of Certain Beneficial Owners and Management
            and Related
            Stockholder Matters.
Item 12.    Certain Relationships and Related Transactions.

Item 13.    Exhibits, Financial Statement Schedules, and Reports on Form 8-K.
Item 14.    Principal Accountant Fees and Services

Signatures




<PAGE>
                                     PART 1

ITEM 1.           DESCRIPTION OF BUSINESS.

Introduction

One Link 4 Travel, Inc. was conceived to address the need for an integrated
end-to-end distribution and settlement service in the non-air travel and tourism
industry. Our proprietary Onelink4travel service is being introduced to allow
all travel product and service providers to benefit from the same type of
service currently available to the airline industry.

Our service is designed to provide non-airline travel suppliers with the
immediate benefits of improved cash flow and reduced costs from taking
reservations that are guaranteed pre-paid in their local currency at the time of
booking, and which do not incur the significant administration associated with
tracking and paying agents' commissions in a multiplicity of currencies.
Additionally, the suppliers can expect to gain access to broader distribution
channels, benefit from savings in back office costs and have the opportunity to
re-deploy resources to spur new business development.

On the user side, travel agents would receive commissions at the time of booking
and improved cash flow, as well as have free access to a one-stop-shop
availability and booking portal for all non-air travel products. Furthermore,
they would gain exposure to a wider range of travel products and services, and
experience improved office efficiency/employee utilization with limited need for
training/system education.


The Company

We were organized in Delaware on September 7, 2001 under the name National Pizza
Corporation. We did not conduct any business under that name. On September 10,
2002 we changed our name to BSP ONElink, Inc. Our name was changed to One Link 4
Travel, Inc. in January 2004.

On September 12, 2002, we closed an Acquisition Agreement with FS2 Limited, a
company registered in England and Wales which is now named Onelink4travel
Limited. As a result, Onelink4travel Limited is a wholly owned subsidiary of One
Link 4 Travel, Inc. The transaction has been accounted for as a reverse
acquisition (see Note 2 to the financial statements included within this
filing). Unless the context requires otherwise, all references to we or us
include One Link 4 Travel, Inc. and Onelink4travel Limited.

During 2002 and 2003, we developed our distribution and settlement system for
the international travel and tourism industry. In November 2002, we announced
our service at the World Travel Market and in the same month conducted a
successful test pilot of our system in Ireland. In 2003, we continued to develop
and refine our system and we now plan to launch our service during 2004.

Our corporate headquarters office is located at One Market Plaza, San Francisco,
California, and our operations are located in the United Kingdom. Our web site
is located at www.onelink4travel.com.

The Onelink4travel Service

The Onelink4travel service is designed to provide travel suppliers with a direct
connection and integrated payment mechanism to enable business with travel
agents worldwide. Through its technical, commercial and contractual design it
has created a unique opportunity for suppliers of all sizes to sell their
products on a pre-paid basis through travel agents worldwide, and to receive
payment, often in advance of providing the product, in their own currency. It
removes the need for suppliers to negotiate individual commercial agreements
with individual travel agents, and removes the tracking and administration of
commission payments to agents in a multiplicity of currencies. For travel agents
it offers access to a wide range of on-line bookable non-air travel products,
all of which will be pre-paid. The agent will take payment up front from their
customer in their currency, retaining their commission for the sale, and pay the
balance to the supplier through the Onelink4travel system.



<PAGE>


The Onelink4travel service can connect the host reservation systems of travel
suppliers with travel agencies via the Internet and proprietary networks around
the world. Onelink4travel will use available transaction processing and
financial systems to collect monies from travel agents in their local currencies
and to effect payments to suppliers and in suppliers' local currencies. In
short, Onelink4travel is designed to streamline the financial settlement process
and allow both travel suppliers and local travel agencies to gain access to a
wider market base.

Onelink4travel will generate revenue through processing fees from the
transaction of sales and payment for travel products across its network.
Recruitment of travel suppliers will be achieved directly by the Onelink4travel
sales and marketing organization. We plan to develop a relationship with one of
the global distribution companies with existing technical interfaces to major
global travel suppliers, as well as through appointed local in-country
distributors, and in partnership with local travel and tourism organizations.

Ultimately, Onelink4travel will enable an increase in the number and quality of
on-line bookings made by the global travel agent community through access to a
proven industry distribution and financial settlement process.

The Opportunity

The Onelink4travel service is designed to solve a significant (and presently
un-addressed) problem in the enormous global travel and tourism industry, by
facilitating the distribution and financial settlement of pre-paid non-air
products through travel agents. Agents selling travel products through the
Onelink4travel service will be able to take payment from their customer at the
point of sale, in their local currency, and then settle the balance with the
supplier net of the agent's commission in the supplier's own currency. The
Onelink4travel service is designed to streamline and improve the efficiency of
the industry value chain by providing a "first of its kind" conduit for
transaction processing between travel suppliers and travel agents on a global
scale. The service will target the non-airline travel segments and simulate the
existing proven systems used by the airlines, which processed payment for
approximately 500 million tickets in 2002, representing $220 billion in
transactional value.

Critical to the day-to-day operations of the global travel and tourism market is
the ability to effectively execute booking and settlement transactions between
travel suppliers and travel agencies. The world's airlines today have the only
two successful and cost effective global financial settlement systems. ARC,
(Airline Reporting Corporation), provides a service in the USA, and BSP (Billing
and Settlement Plan) which is operated by the International Air Transport
Association, operates in a 147 countries outside the USA. To date, no such
system or service has been available on a similar global basis for the suppliers
of non-air travel services such as car rental, rail travel, hotel accommodation,
cruise travel, ferries, events, attractions and tour operators. There are many
systems that provide only travel distribution and inventory management on behalf
of non-air travel suppliers selling with and through travel agents, and some
travel systems are capable of issuing tickets and vouchers. A few services
provide funds collection and settlement between travel suppliers and agents or
pay travel agents commissions on behalf of travel vendors. However, there are
very few services that can provide travel vendors and agents a system that
integrates both distribution and settlement in one seamless service.
Furthermore, no single company currently provides a completely integrated
service on a global scale.


<PAGE>

The Market

According to the World Tourism Organization, the value of the global travel and
tourism market in 2001 was $1.9 trillion, down slightly compared to 2000.
However, even taking into account recent global socio-economic events, the
industry's long-term growth rate is still estimated to be over 4% per annum. The
U.S. tops the list of large international tourism spending countries with a
market share of 12.7%, the rest of the world representing the remaining 87.3%.
Of the top 15 international tourism spending countries in 2001, nine are in
Europe with Germany and the UK ranked two and three behind the U.S.

The Onelink4travel service is designed to facilitate the distribution and
financial settlement of pre-paid non-air products through travel agents. We
estimate that the non-air travel sectors booked by travel agents will be
approximately $100 billion in 2007. The service connects travel suppliers, many
whom may never have been offered an affordable and integrated distribution and
settlement service, with the world's premier travel agents that book and issue
scheduled air tickets as well as the tens of thousands of additional travel
agents whose primary focus is on the leisure sector.

Onelink4travel's target agency market potentially comprises the 26,000 ARC
agencies in the USA that are accredited to sell airline tickets, 11,000 agencies
in the USA that focus on leisure sales, 55,000 IATA accredited agencies that
operate in 147 countries outside the USA, and a further 45,000 leisure focused
agencies outside the USA, making a total of 137,000 travel agencies worldwide.

Background

The International Air Transport Association (IATA) and other providers, such as
the Airline Reporting Corporation (ARC), have for 30 years provided recognized
financial settlement services to airline members and accredited travel agents in
the travel industry. Agents can search for and book air tickets through the
various Global Distribution Systems (GDS) such as Sabre, Galileo, Amadeus and
Worldspan. Agents issue the passenger with tickets and take payment in full.
Subsequently the airline financial settlement systems effect the settlement
between the agent and the airline on which the booking was made. Although such
systems have been extended to cover non-air products on an ad hoc and limited
basis, the technical and commercial infrastructure of the organisations
providing these services has meant that they have not been widely extended to
the non-air travel sector. However, we believe that the demand for a similar
service for non-air products to that enjoyed by the airlines is widespread.

Today, most non-air travel products are sold through travel agents on a
"referral" basis. The agent makes the booking on the customer's behalf some time
in advance, expecting to be paid his commission by the supplier some time after
the booking has been fulfilled. The customer makes payment to the supplier on
completion of the booking. This creates problems for both supplier and agent.
The booking is not guaranteed as the customer may not turn up, or may cut short
his stay. The supplier has to track agent bookings and calculate commission
based on actual stay as opposed to booked stay, thus causing a discrepancy
between what the agent expects and what is finally received. The supplier has to
physically pay commission to the agent with all of the administrative costs that
generates often a small amount in a foreign currency. The agent finally receives
payment (if at all) long after he did the work of making the booking. The result
is that many agents will only make referral bookings on behalf of regular
customers, or where the reservation results in other forms of booking income.
Thus agents and suppliers are losing out on potentially large revenue
opportunities. With the consumer trend towards custom built vacations growing,
these lost opportunities are likely to increase. The Onelink4travel service is
designed to provide agents and suppliers with the solution to these problems.



<PAGE>

We began our company as a result of marketing studies conducted by the
International Air Transport Association ("IATA") which we believe showed
considerable potential for an offering that provided the travel and tourism
industry with a full "surf, look, book" service directly connected to industry
fulfillment services. We entered into an Operating Agreement in June 2002 with
IATA and received a license to use the intellectual property in their automated
financial solution in return for license and royalty fees.

During 2002 and 2003 over $6 million in capital and $4 million in services were
invested in developing the Onelink4travel proprietary technology, systems,
operations and business processes, and in developing key industry distribution
and marketing partners.

In early October 2003, as disclosed in our Form 8-K filed on October 23, 2003,
IATA disputed Onelink4travel's compliance with the Operating Agreement and
contended that the agreement was terminated. We disputed IATA's termination and
are attempting to resolve the matter so that we can use the IATA services.
However, the contractual dispute resulted in a re-evaluation of our settlement
service providers during late 2003 and we have identified alternative processes
and service providers to implement our system. Management is confident that, if
required, these alternatives could be obtained and would be effective but this
change would likely delay the planned launch schedule of the Onelink4travel
service in 2004.

The Onelink4travel System

The Onelink4travel system is a proprietary transaction processing system
comprised of four basic features:

     1)   A computer portal that agents can access either over the Internet, or
          through third party proprietary IP communications networks, that
          provides a central user interface and booking engine to search for and
          book a wide array of non-air travel products. Agents can search for
          products geographically, with on-line availability and pricing being
          returned from suppliers host systems. Pricing is converted and
          displayed in the agent's local currency by the Onelink4travel system.
          Subject to suppliers making available the necessary data, agents can
          access more detailed supplier/product information, including
          photographs.
     2)   On-line interfaces to the reservation systems of non-air travel
          suppliers and distributors, and banks and other financial settlement
          systems providers. These are XML interfaces adopting OTA (industry)
          standards.
     3)   A central hub system that captures and reports details of every
          booking made by travel agents on suppliers. It creates the financial
          settlement instructions for monies to be collected from agents and
          paid to suppliers and generates the reports that enable suppliers and
          agents to track bookings and the status of payments.
     4)   A proprietary allocation and inventory system that enables
          Onelink4travel to locally host travel products on behalf of suppliers,
          such as hotels and guest houses that do not have their own on-line
          reservation systems. This is particularly relevant for smaller travel
          service providers who offer a unique local product but historically
          have been unable to distribute it through travel agents due to a lack
          of affordable technology.

Onelink4travel with its current and planned strategic partnerships will create:

     o    Links to key travel industry reservation systems that will give access
          to global product coverage.
     o    Access to national tourism suppliers, large and small, through local
          tourist boards and appointed distributors.
     o    Interfaces to banks and existing financial settlement service
          providers in order to provide settlement between agent and supplier.
     o    Links to proprietary distribution networks in making the service as
          widely available as possible to travel agents throughout the world.



<PAGE>


The Benefits to the Industry

We believe the benefits to travel suppliers and travel agents from use of our
service will be substantial. Travel suppliers should receive the benefits of:

     o    Improved cash flow through electronic payment

     o    Reduced costs by receiving payment in local currency

     o    Greater customer satisfaction through improved quality of transaction
          handling

     o    Increased sales through a value added connection to travel agents
          worldwide

     o    New methods to sell existing products

     o    Reduced costs of completed bookings.


Travel agents should receive the benefits of:

     o    Improved cash flow through electronic payment

     o    Improved profits through commission payments in local currency

     o    Access to a supply of higher margin travel products

     o    Reduced administration and back office costs

     o    Increased supply and type of travel product to sell

     o    Greater staff productivity and lower transaction costs through
          electronic booking.


Competition

On a global basis, there is no current competition for Onelink4travel. The entry
cost and time to launch for another venture to come into the market and compete
globally would be extremely high. However, in certain market segments and
geographical areas there are service providers who can provide one or more
elements of the Onelink4travel service. Part of the Onelink4travel strategy will
be to seek to work with these organizations on a complementary basis, leveraging
their existing systems as part of the Onelink4travel offering, and thus
fulfilling our need for co-operative partner relationships as well as expanding
each partner's revenue opportunities.

Mission

To provide the travel and tourism industry with a new channel of distribution
that offers an end-to-end service from product display and inventory to
financial settlement and fulfillment for non-airline travel vendors and travel
agents.

Strategic Overview

One Link 4 Travel's objective is to become the global provider of distribution
and automated financial settlement services for non-air products to the leisure
and business travel industries. Thousands of travel suppliers such as car
rental, rail, tour operators, ferry and cruise, small to medium hotel and resort
companies, event and attraction operators, will for the first time have the
opportunity to sell and be paid electronically through a potential network of
137,000 travel agencies around the world. The underlying business strategy for
One Link 4 Travel, Inc. is to establish a presence in every major non-air travel
and tourism market.


<PAGE>


The Onelink4travel business strategy is focused on driving early market
advantage into a long term, sustainable market share by leveraging technology
and network partners to accelerate access to suppliers and travel agents. The
focus will be on a product offering that integrates the requirements of travel
product distribution with those of financial settlement. There are many
companies today that provide travel industry distribution and inventory
management. There are companies that separately provide the various components
of financial settlement between the travel vendor and travel agents. However,
there are very few operations that offer both distribution and settlement as one
integrated service and none today that can lay claim to providing this on a
global basis.

The development and implementation strategy focuses on three key elements:

     o    Bringing together a group of already successful enterprises that
          provide systems and services to the travel and tourism industry

     o    Integrating existing systems and services that are operating to form a
          complete end to end distribution and settlement service

     o    Utilizing proven e-commerce technology

System Roll-out

The Onelink4travel service has undergone extensive refinement and development
since its initial operational pilot in November 2002, when the system
successfully completed end-to-end system testing. During the first quarter of
2004 we integrated into our system a proprietary reservation system for small
hotel and independent accommodation providers, and also successfully integrated
a major content aggregator for access to hotel chains and rental car companies.
Subject to system extensions, modifications and interfaces required by our
strategic partners, the system is now scheduled to go live in 2004.

At this time the marketing and business development strategy has commenced and
initial rollout of the Onelink4travel service will cover car rental, hotel and
other accommodation and travel accessories. Subsequently rail, events and
attractions, cruise, ferries, tours, and bus and coach will be added.
Onelink4travel is leveraging its distribution agreements to gain access to a
range of car rental product, covering both the major as well as smaller car
rental companies.

Initial country roll-out will target Western European travel agencies before
expanding into North America.

Specialist product distributors have already been appointed for car rental, rail
passes and specialist rail products, and travel accessories. Distributors have
been appointed for the geographical territories of Canada and India, with an
agency agreement for the Caribbean.

Employees

We have six employees. Certain other personnel have been contracted to us under
consultancy agreements, including executive officers.



<PAGE>


Risk Factors

You should consider carefully the risks described below before investing in our
securities. The risks described below are not the only ones facing us. Our
proposed business will also be subject to the risks that affect many other
companies, such as technological obsolescence, general economic conditions,
geopolitical changes and international operations. Additional risks not
currently known to us or that we currently believe are immaterial also may
impair our business operations and our liquidity.

We are a development stage company with limited operating history for new
investors wishing to evaluate our business

Our limited operating history makes predicting a future operating result
difficult. Although we have tested our system, we have not provided integrated
distribution and automated financial settlement services to date. Companies
without material revenues are subject to a substantially greater number of risks
than companies that have demonstrated an ability to market their products or
services and generate material sales from these products or services. In
addition, our prospects must be considered in light of the risks and
uncertainties encountered by companies in the early stages of development in new
and rapidly evolving markets. These risks include our ability to:

     o    Access additional capital;

     o    Conclude arrangements with third parties to provide global settlement
          services;

     o    Acquire and retain travel suppliers;

     o    Interest travel agents in our services;

     o    Extend existing and develop new strategic partner relationships;

     o    Attract and retain key personnel.

Our business strategy may not be successful and we may not successfully address
these and other risks and uncertainties related to our limited operating
history.

We need additional financing to implement our business plan

We will need to raise additional capital to implement our business plan. We have
engaged an investment banking firm to assist us in this endeavour. However, no
assurance can be given that our fundraising efforts will be successful. If we
are unable to obtaining additional financing, we will likely not be able to
continue in business.

Our product may fail to deliver the benefits that we believe will make it
special

We believe a special benefit of Onelink4travel is its integrated financial
settlement. However, there are many other channels for travel suppliers and
travel agents to use. We may find our product has a lack of substantial market
acceptance. The proposed marketing of our product has inherent risks as it is a
new and untried product. We cannot accurately predict the acceptance of the
product or the time frame in which any sales will be made. We have surveyed the
market to get an indication of the potential, but actual results are
unpredictable.



<PAGE>

We may fail to sign up sufficient travel supplier content to attract travel
agents to use the system

We believe our service will be successful when there is sufficient content on
the system to attract agents to use Onelink4travel on a regular basis. If we are
not successful in signing up travel supplier content, then it may be more
difficult to attract travel agents to use the system on a regular basis.

We expect continued losses until our business plan has been implemented

As we have not obtained any revenues, we have incurred losses from operations.
Substantial funding has been, and will be, required for development of our
system, and it can be expected that losses will continue through the roll-out
stage. It is unlikely that we would be profitable until late 2005 at the
earliest. We need to develop and implement a marketing and promotional plan in
order to develop a market for our products and to expend substantial resources
on systems enhancement and development. We will also need to pay transaction
fees and make license and other payments to our strategic partners and other
vendors.

The travel and tourism industry is highly competitive

Our operations will be conducted in a highly competitive industry and we will be
a new entrant in an industry with many established companies. Accordingly, we
could be considered to be at a competitive disadvantage. Although, we are not
aware of any other companies that currently offer distribution and settlement
services on a global basis, there are many established service providers in
various geographical areas and different industry segments that offer
travel-related services.

If we are successful in obtaining additional equity financing, we will need to
issue a substantial number of shares of common stock which will result in
substantial dilution to existing stockholders

We will need to raise substantial funding in the near future to carry out our
business strategy. The price at which we will offer our common stock will depend
on many factors, including the trading price of our common stock on the OTC
Bulletin Board, whether any delays are encountered in finalizing development of
our system, initial market acceptance of our system, general economic and market
conditions and many other factors that may be beyond our control. In any event,
it may be expected that we will need to issue a substantial number of shares of
our common stock in connection with any financing, the effect of which may
result in a substantial dilution of the percentage ownership of our common stock
by existing stockholders.

We will be subject to certain risks associated with international operations

Our operations will occur primarily outside of the United States. We face the
risks inherent in international operations, including political unrest,
terrorist actions, war or other hostilities, conflicting and changing laws and
regulations, currency fluctuations, taxation, withholding requirements, the
imposition of tariffs, and exchange controls or other restrictions. If we do not
effectively manage these risks associated with our foreign operations, our
business may suffer.

There may be political and economic threats to the global travel and tourism
market

The global travel and tourism market is influenced to some degree by both
political and economic events. If there continues to be global political unrest
and the world's economies are not robust, then demand for Onelink4travel
services will likely suffer.


<PAGE>

Computer viruses may cause our system to incur delays or interruptions

Once we implement the service, computer viruses may cause our systems to incur
delays or other service interruptions and could damage our reputation and have a
material adverse effect on our business, financial condition and operating
results. The inadvertent transmission of computer viruses could expose us to a
material risk of loss or litigation and possible liability. Moreover, if a
computer virus affecting our system is highly publicized, our reputation could
be materially damaged and our visitor traffic may decrease.

We completed a reverse takeover of a corporation which had conducted no
operations

In September 2002, we completed a reverse takeover of a company previously known
as National Pizza Corporation (see Note 2 to the financial statements included
within this filing). None of the persons previously involved in management of
that entity are currently associated with us. In March 2003, we received a
letter from the SEC asking us to voluntarily provide documents in connection
with the statements of National Pizza Corporation regarding its business plans
prior to the reverse takeover. We voluntarily produced the requested documents.
We are unaware whether the statements or acts of prior management could result
in other government inquiries or actions which could negatively impact us.

Our charter documents and Delaware law may inhibit a takeover or change of
control that stockholders may consider beneficial

Provisions in our Certificate of Incorporation may have the effect of delaying
or preventing a merger with or acquisition of us, or making a merger or
acquisition less desirable to a potential acquirer, even where the stockholders
may consider the acquisition or merger favourable. These provisions could limit
the price that investors might be willing to pay in the future for shares of our
common stock. These provisions include authorizing the issuance of "blank check"
preferred stock. Our board of directors may issue, without a vote of our
stockholders, one or more series of preferred stock with preferences and other
rights, including potentially more than one vote per share, as determined by the
Board.

We are also subject to Section 203 of the Delaware General Corporation law,
which, subject to exceptions, prohibits a Delaware corporation from engaging in
any business combination with an interested stockholder for a period of three
years following the date that the stockholder became an interested stockholder.
The provisions of our Certificate of Incorporation, as well as Section 203 of
the Delaware General Corporation Law, could discourage potential acquisition
proposals, delay or prevent a change of control and prevent changes in our
management.

Future sales by existing stockholders could depress the market price of our
common stock

Sales of a substantial number of shares of our common stock in the public market
by our stockholders could depress the market price of our common stock and could
impair our ability to raise capital through the sale of additional equity
securities. As at December 31, 2003, we had outstanding 20,036,676 shares of
common stock. Of these shares, 15,404,130 constitute "restricted securities"
under the Securities Act of 1933 and may only be publicly sold upon the earlier
of 12 months following the sale (subject to the limitations contained in Rule
144 such as volume and timing) and the registration of such shares.

Investors are not likely to receive dividends in the near future

We have not paid cash dividends on our common stock and do not anticipate paying
cash dividends on our common stock in the near future. The determination of
whether to pay dividends in the future will depend on many factors, including
potential restrictions in credit or other agreements, results of operations,
working capital needs and growth plans. Investors who need immediate dividend
income should refrain from investing in our common stock.



<PAGE>
Our common stock may be classified as a "penny stock" under SEC rules and the
market price of our common stock may be highly unstable.

A developing public trading market exists on the OTC Bulletin Board for our
common stock which commenced in February 2003. Due to our limited history and
absence of revenues, it would be extremely difficult to predict the market price
of our common stock, and whether any stockholder would be able to sell their
shares quickly or at an acceptable price, particularly if trading in our stock
is not active. Because our stock is not traded on the Nasdaq National Market or
the Nasdaq Small Cap Market, if the market price of our common stock is less
than $5 per share, the common stock will be classified as a "penny stock." The
price of our common stock is currently substantially below $5 per share. SEC
Rule 15g-9 under the Securities Exchange Act of 1934 imposes additional sales
practice requirements on broker-dealers that recommend the purchase or sale of
penny stocks to persons other than those who qualify as an "established
customer" or an "accredited investor." This includes the requirement that a
broker-dealer must make a determination that investments in penny stocks are
suitable for the customer and must make special disclosures to the customers
concerning the risks of penny stock. Many broker-dealers decline to participate
in penny stock transactions because of the extra requirements imposed on penny
stock transactions. Application of the penny stock rules to our common stock
could adversely affect the market liquidity of the shares, which in turn may
affect the ability of holders of our common stock to resell the shares at prices
at or above the prices they paid.



ITEM 2. DESCRIPTION OF PROPERTIES.

Our principal administrative facilities in the United States of America are
located at One Market Plaza, Spear Tower, 36th Floor, San Francisco, where we
presently rent serviced office space as required.

In the United Kingdom we rent office space from one of our strategic partners in
Henley, England as required. All other operations are carried out at the offices
of our contractors for which there has been no charge.

During 2004, we anticipate requiring office space for our administration and
operations in the United States and United Kingdom which we expect to be
available on commercially reasonable terms.


ITEM 3. LEGAL PROCEEDINGS.

We are not a party to any legal proceedings.

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

None.



<PAGE>


                                    PART II.

ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.

Market information

Our common stock commenced trading on the Over the Counter Bulletin Board of the
National Association of Securities Dealers under the symbol BSPO in February
2003. The trading symbol was changed on February 10, 2004 to OLKT. The following
table sets forth for the periods indicated the high and low reported closing
sale prices per share for our stock as reported by the OTCBB.

Year ended December 31, 2003                   High              Low
----------------------------                   ----              ---
First quarter                                 $4.60            $2.25
Second quarter                                $3.05            $1.90
Third quarter                                 $2.60            $1.40
Fourth quarter                                $1.50            $0.31


The OTCBB quotations reflect inter-dealer prices, without retail mark-up,
mark-down or commission and may not represent actual transactions.

Common shares

Holders of our common stock are entitled to one vote for each share held on all
matters submitted to a vote of stockholders and do not have cumulative voting
rights. Accordingly, holders of a majority of the shares of our common stock
entitled to vote in any election of directors may elect all of the directors
standing for election. Subject to preferences that may be applicable to any
shares of preferred stock outstanding at the time, holders of our common stock
are entitled to receive dividends ratably, if any, as may be declared from time
to time by our board of directors out of funds legally available therefor.

Upon our liquidation, dissolution or winding-up, the holders of our common stock
are entitled to receive ratably, our net assets available after the payment of:

o    all secured liabilities, including any then outstanding secured debt
     securities which we may have issued as of such time;

o    all unsecured liabilities, including any then unsecured outstanding secured
     debt securities which we may have issued as of such time; and

o    all liquidation preferences on any then outstanding preferred stock.

Holders of our common stock have no preemptive, subscription, redemption or
conversion rights, and there are no redemption or sinking fund provisions
applicable to the common stock. The rights, preferences and privileges of
holders of common stock are subject to, and may be adversely affected by, the
rights of holders of shares of any series of preferred stock which we may
designate and issue in future.

Preferred shares

Our board of directors is authorized, without further stockholder approval, to
issue up to 5,000,000 shares of preferred stock in one or more series and to fix
the rights, preferences, privileges and restrictions of these shares, including
dividend rights, conversion rights, voting rights, terms of redemption and
liquidation preferences, and to fix the number of shares constituting any series
and the designations of these series. These shares have rights senior to our
common stock. The issuance of preferred stock may have the effect of delaying or
preventing a change of control of the Company. The issuance of preferred stock
could decrease the amount of earnings and assets available for distribution to
the holders of common stock or could adversely affect the rights and powers,
including voting rights, of the holders of our common stock. At present, we have
no plans to issue any shares of our preferred stock.


<PAGE>
Dividends

We have not paid cash dividends on our common stock and do not anticipate paying
cash dividends on our common stock in the near future. The determination of
whether to pay dividends in the future will depend on many factors, including
potential restrictions in credit or other agreements, results of operations,
working capital needs and growth plans. Investors who need immediate dividend
income should refrain from investing in our common stock.

Recent sales of unregistered securities

During the three months ended December 31, 2003, we sold 66,850 shares of our
Common Stock to 13 persons who are non-U.S. investors and received net proceeds
of $75,000. These sales were made pursuant to Regulation S and were exempt from
registration. We engaged Morgan Watts & Associates Ltd. to identify the
investors in the Regulation S offering, and that firm received the balance of
the proceeds from the sale of the shares to the non-U.S. investors of $112,500.

We issued a further 400 shares to 1 person in connection with conversions of
accounts payable. We sold an aggregate of 200,000 shares to 3 U.S. investors for
$200,000 in cash. We issued an aggregate of 880,000 shares to 13 persons for
services rendered of $412,500. We relied on Section 4(2) of the Securities Act
in connection with these transactions. All of the investors are sophisticated,
able to bear the risk of loss of their investment, and are knowledgeable about
our business and financial condition and risk factors related to our securities.

We also issued shares during the third quarter of the fiscal year ended December
31, 2003 as reported in the Report on Form 10-QSB for the quarter ended
September 30, 2003.

Holders

As of March 19, 2004 there were approximately 248 holders of record of our
common stock.

Stock option plans

The following table summarizes information about stock options outstanding as of
December 31, 2003.
<TABLE>
<CAPTION>
Plan category                         Number of securities to       Weighted average         Number of securities
                                      be issued upon exercise       exercise price of      remaining available for
                                      of outstanding options,     outstanding options,         future issuance
                                        warrants and rights        warrants and rights
<S>                                           <C>                         <C>
Equity compensation plans approved               -                          -                         -
by security holders
Equity compensation plans not                 817,000                     $0.83                       -
approved by security holders
</TABLE>


See also warrants and options within Note 13 Share Capital to the financial
statements included within this filing.


<PAGE>


ITEM 6.    MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

The following discussion regarding our financial statements should be read in
conjunction with the financial statements (including the notes to the
Consolidated Financial Statements) included herewith.

Forward-Looking Statements
--------------------------

The statements in this report relating to our expectations about our launching,
testing and roll out of the Onelink4travel service, when we may become
profitable or our capital needs, the nature of the securities we may issue and
our success in fundraising, are some of the forward-looking statements in this
Report within the meaning of the Private Securities Litigation Reform Act of
1995 (the "Act"). Additionally, words such as "expects", "anticipates",
"intends", "believes", "will" and similar words are used to identify
forward-looking statements within the meaning of the Act.

The results anticipated by any or all of these forward-looking statements might
not occur. Important factors, uncertainties and risks that may cause actual
results to differ materially from these forward-looking statements include
problems in attracting capital or industry partners, unanticipated software
development problems, market acceptance, and future market and economic
conditions.

We undertake no obligation to publicly update or revise any forward-looking
statements, whether as the result of new information, future events or
otherwise. For more information regarding some of the ongoing risks and
uncertainties of our business, see other disclosures in this Report, including
the Risk Factors section in Item 1, as well as our other filings with the U.S.
Securities and Exchange Commission.

Overview
--------

For accounting purposes, the transaction between One Link 4 Travel, Inc and
Onelink4travel Limited has been treated as a reverse acquisition with One Link 4
Travel, Inc. treated as the acquired company and with Onelink4travel Limited as
the acquirer, and the reverse acquisition transaction is considered a capital
transaction rather than a business combination. (See note 2 to the financial
statements included within this filing). The operations of One Link 4 Travel,
Inc. have been included with those of Onelink4travel, Ltd. from the acquisition
date of September 12, 2002.

Critical accounting policies
----------------------------

A "critical accounting policy" is one which is both important to the portrayal
of the Company's financial condition and results of operations and requires
management's most difficult, subjective or complex judgments, often as a result
of the need to make estimates about the effect of matters that are inherently
uncertain. In applying those policies, our management uses its judgment to
determine the appropriate assumptions to be used in the determination of certain
estimates. Those estimates are based on our historical experience, terms of
existing contracts, our observance of trends in the industry and information
available from other outside sources, as appropriate. We believe that our
following accounting policies fit this definition.

Going concern

These financial statements are prepared assuming that we will continue as a
going concern.


<PAGE>
We have incurred losses from operations of $11,372,182 and have net current
liabilities of $883,063 as of December 31, 2003. Our net working capital
deficiency may not allow it to meet its financial commitments as presently
structured.

We require further funding to ensure the continued development of our products
and services. Our Management is confident of raising additional funds. We have
engaged investment bankers and other appropriate financial advisers and
institutions to support this process and are actively seeking private financing
of several million dollars. However, there can be no assurance that subsequent
fund raising will be successful. These factors raise substantial doubt about our
ability to continue as a going concern.

In early October 2003, as disclosed in Form 8-K filed on October 23, 2003, IATA
disputed our compliance with the Operating Agreement and contended that the
agreement was terminated. We disputed IATA's termination and are attempting to
resolve the matter so that we can use the IATA services. However, the
contractual dispute resulted in a re-evaluation of settlement service providers
by our Management during late 2003. We are confident that, if required, these
alternatives could be obtained and would be effective but this change would
likely delay the planned launch schedule of the Onelink4travel service in 2004.
As with the IATA system, there can be no assurances that these alternatives
would be successful.

As a result of the dispute with IATA and the re-evaluation of our settlement
service providers, our Management has assessed the possible impact of this
change on the software development work carried out to date. Our Management has
concluded that $350,000 of costs incurred in relation to part of the development
of the portal is impaired as we intend to re-write the software code with a
different software tool set to improve the Onelink4travel system. In addition, a
provision of $272,000 has been made against costs incurred in relation to
software links between our system and a third-party's proprietary software as it
is now uncertain that these will utilized.

Notwithstanding these uncertainties, our Management has concluded that it is
appropriate to prepare the financial statements on a going concern basis.
Consequently, the financial statements do not include any adjustments that might
result from the outcome of these uncertainties and the carrying value of assets
and liabilities do not purport to represent realizable or settlement values.

Software development costs

Software development designed to interface and link the systems in our service
have been capitalized as the software is being developed for internal use. In
assessing the future operational use of the product, management have made
estimations with respect to future revenues and costs and the ongoing viability
of the business. Our management has determined that the product will reach the
operational stage. If the product does not reach the operational stage then the
costs will have to be written off to the statement of operations. The
capitalized costs will be amortized over the life of the product once the
software has become operational and ready for use. As noted above, our
Management has also reviewed software development costs for any impairment.


<PAGE>
Fair value of equity instruments issued

In assessing the fair value of equity instruments, our Management has used the
market price of our shares at the commitment date to determine the fair value.
With regard to the fair value of warrants issued to our professional advisers,
we value them using the Black-Scholes model and used the market price of our
shares and other relevant data required by the model at the commitment date.

Results of operations for the year ended December 31, 2003 compared to the year
ended December 2002

We have no revenues or profits for the period since inception as we are a
development stage company. Our operating expenses, including $2,261,244 for the
cost of warrants issued and the fair value of shares issued, were $6,509,863
during the year ended December 31, 2003 compared to $3,819,483 during the
comparative period for 2002. A summary of the operating costs for the year ended
December 31, 2003 and the comparative period is as follows:
<TABLE>
<CAPTION>

                                                        Year ended             Year ended
                                                 December 31, 2003      December 31, 2002
                                                                 $                      $
<S>                                                        <C>                    <C>
Sales and marketing:
Compensation and payments to consultants                   467,478                462,546
Marketing                                                  196,779                 77,556
Travel                                                     (8,687)                 55,577
                                                 ------------------     ------------------
Total sales and marketing                                  655,570                595,679
                                                 ------------------     ------------------
General and administrative expenses:
Compensation and payments to consultants                 1,431,699                391,580
Professional fees                                        2,664,194              1,252,515
Advisory costs for corporate financiers                    535,914              1,388,073
Travel                                                     114,923                105,513
Impairment of software development costs                   622,000                      -
Other costs                                                473,049                 72,361
                                                 ------------------     ------------------
Total general and administrative expenses                5,841,779              3,210,042
                                                 ------------------     ------------------
Depreciation and amortization                               12,514                 13,762
                                                 ------------------     ------------------
Total operating expenses                                 6,509,863              3,819,483
                                                 ------------------     ------------------
</TABLE>


Compensation and payments to consultants within general and administrative
expenses amounted to $1,431,699 in the year ended December 31, 2003, including
$525,000 for the cost of shares granted for services, compared to $391,580 in
2002. The significant component of costs within sales and marketing is for
compensation and payments to sales consultants, being $467,478 in the year to
December 31, 2003 compared with $462,546 in the comparative period in 2002. The
number of consultants within general and administrative activities has risen
since the reverse takeover in September 2002 as our management has been
strengthened to meet the Company's needs (see Note 2 to the financial statements
included within this filing). One consultant who assisted with sales and
marketing in 2002 became Operations Director in 2003 and his costs are now
included within general and administrative expenses. The overall number of
consultants retained in the year to December 31, 2002 was lower than during the
same period in 2003 as we had only just completed the reverse takeover in
September 2002.


<PAGE>
Marketing costs, including public and investor relations, were $196,779 in the
year to December 31, 2003 whereas only $77,556 was incurred in the comparative
period in 2002 due to the stage of the Company's development.

Total travel costs were $106,236 in the year ended December 31, 2003 compared
with $161,090 in the same period in 2002 due to the stage of the Company's
development. In 2002 when our development activities commenced, it was necessary
for us to meet frequently to define the project and software requirements
whereas in 2003 much of the travelling related to fund-raising activities. The
cost reduction within sales and marketing of $8,687 in the year ended December
31, 2003 arose as a result of actual costs being less than provided for as of
December 31, 2002.

Professional fees were $2,664,194 in the year ended December 31, 2003, including
$1,277,944 for the cost of warrants issued to advisers, compared with $1,252,515
in the same period in 2002. $727,507 of the costs in the year to December 31,
2003 is for services from investment bankers and other advisers in support of
fund raising. There were no similar costs in 2002. Other professional fees are
for legal and financial services in relation to SEC filings and the ongoing
support of the business. In the comparative period in 2002, the costs related to
legal advice in connection with agreements with software suppliers and service
providers as the Company was starting-up and in completing the reverse takeover
(see Note 2 to the financial statements included within this filing).

Advisory fees for corporate financiers were $535,914 in the year to December 31,
2003, including $366,800 for the fair value of shares issued to advisers,
compared with $1,388,073 in the same period in 2002 when the costs were related
to the reverse acquisition (see Note 2 to the financial statements included
within this filing).

We have expended $1,895,694 on software development costs since our development
activities commenced, of which $132,205 was incurred in the year ended December
31, 2003. $1,763,489 was incurred through December 31, 2002. These costs, which
include the external technical development time costs specific to this
development, have been capitalized. We have reviewed development costs for any
impairment and have concluded that $350,000 of costs incurred in relation to
part of the development of the portal as we intend to re-write the software code
to improve the Onlink4travel system. In addition, a provision of $272,000 has
been made against costs incurred in relation to software links between our
system and a third-party's proprietary software as it is now uncertain that
these will utilized. These have been included as costs within general and
administrative expenses. We expect to commence amortizing the remaining costs
when the software is operational and ready for use.

Other costs of $473,049 for the year ended December 31, 2003 include $76,000 for
the fair value of shares of common stock issued in connection with the
conversion of accounts payable to convertible loans, $118,826 for insurance and
$229,493 in relation to losses on exchange due to the movement of the US dollar
against the British pound which has moved from an average rate of 0.63 $:(pound)
when the costs were incurred to 0.56 $:(pound) for liabilities still outstanding
as of December 31, 2003. Apart from negligible losses on exchange, there were no
similar costs in the year ended December 31, 2002.


<PAGE>
Depreciation and amortization was $12,514 in the year ended December 31, 2003
and $13,762 in the comparative period in 2002 and related to computer equipment
the majority of which was purchased in the quarter ended June 30, 2002. $2,916
was incurred on computer equipment during the year ended December 31, 2003.
<TABLE>
<CAPTION>

                                                    Year ended            Year ended
                                             December 31, 2003          December 31,
                                                                                2002
                                                             $                     $
<S>                                                <C>                   <C>
Loss from operations                               (6,509,863)           (3,819,483)

Loss on extinguishment of debt                       (351,083)                     -
Gain on extinguishment of debt                          42,800                     -

Interest expense                                     (359,630)             (374,923)
                                             ------------------     -----------------

Loss before income taxes                           (7,177,776)           (4,194,406)
Provision for income taxes                                   -                     -
                                             ------------------     -----------------

Net loss attributable to shareholders              (7,177,776)           (4,194,406)
                                             ------------------     -----------------
</TABLE>


During the year ended December 31, 2003, shares were issued to settle
outstanding loans (see Note 12 to the financial statements included within this
filing). An amount of $335,002 being the excess of the fair value of the shares
over the value of the loans is included as a loss on extinguishment of debt. In
addition, shares were issued to settle accounts payable. This gave rise to a
loss on extinguishments of debt on certain accounts of $16,081 and a gain on
other accounts of $42,800.

Interest expense of $359,630 for the year ended December 31, 2003 includes
$68,434 interest incurred on convertible loan notes together with amortization
of debt discount of $259,077 (see Note 5 to the financial statements included
within this filing). Interest of $32,119 has been incurred on overdue accounts
payable. Interest for the corresponding period in 2002 of $374,923 relates to
$46,157 of interest incurred on convertible loan notes and $328,766 for a
beneficial conversion feature (see Note 5 to the financial statements included
within this filing).

The net loss attributable to common stockholders was $7,177,776 for the year
ended December 31, 2003. We do not consider this indicative of any trend as we
are still in the development stage.

New accounting pronouncements yet to be adopted

In December 2003, the FASB issued a revision to Interpretation No. 46,
"Consolidation of Variable Interest Entities, an Interpretation of ARB No. 51"
("FIN 46R" or the "Interpretation"). FIN 46R clarifies the application of ARB
No. 51, "Consolidated Financial Statements," to certain entities in which equity
investors do not have the characteristics of a controlling financial interest or
do not have sufficient equity at risk for the entity to finance its activities
without additional subordinated financial support. FIN 46R requires the
consolidation of these entities, known as variable interest entities ("VIEs"),
by the primary beneficiary of the entity. The primary beneficiary is the entity,
if any, that will absorb a majority of the entity's expected losses, receive a
majority of the entity's expected residual returns, or both.

Among other changes, the revisions of FIN 46R (a) clarified some requirements of
the original FIN 46, which had been issued in January 2003, (b) eased some
implementation problems, and (c) added new scope exceptions. FIN 46R deferred
the effective date of the Interpretation for public companies, to the end of the
first reporting period ending after March 15, 2004, except that all public
companies must at a minimum apply the provisions of the Interpretation to
entities that were previously considered "special-purpose entities" under the
FASB literature prior to the issuance of FIN 46R by the end of the first
reporting period ending after December 15, 2003. The Company does not anticipate
that the adoption of FIN 46 will have a material impact on its financial
position, cash flows and results of operations.

<PAGE>
In May 2003 the Financial Accounting Standards Board (FASB) issued Statement of
Financial Accounting Standards No. 150 ("SFAS 150"), Accounting for Certain
Financial Instruments with Characteristics of both Liabilities and Equity. SFAS
150 modifies the accounting for certain financial instruments that, under
previous guidance, issuers could account for as equity. The Statement requires
that those instruments be classified as liabilities in statements of financial
position.

SFAS 150 affects an issuer's accounting for three types of freestanding
financial instruments, namely:

     o    mandatorily redeemable shares, which the issuing company is obligated
          to buy back in exchange for cash or other assets.
     o    instruments, other than outstanding shares, that do or may require the
          issuer to buy back some of its shares in exchange for cash or other
          assets. These instruments include put options and forward purchase
          contracts.
     o    obligations that can be settled with shares, the monetary value of
          which is fixed, tied solely or predominantly to a variable such as a
          market index, or varies inversely with the value of the issuers'
          shares.

SFAS 150 does not apply to features embedded in financial instruments that are
not derivatives in their entirety.

In addition to its requirements for the classification and measurement of
financial instruments within its scope, SFAS 150 also requires disclosures about
alternative ways of settling those instruments and the capital structure of
entities, all of whose shares are mandatorily redeemable.

SFAS 150 is effective for financial instruments entered into or modified after
May 31, 2003, and otherwise is effective at the beginning of the first interim
period beginning after June 15, 2003. It is to be implemented by reporting the
cumulative effect of a change in an accounting principle for financial
instruments created before the issuance date of the Statement and still existing
at the beginning of the interim period of adoption. Restatement is not
permitted.

The Company is currently evaluating the impact of SFAS 150 on its results of
operations and financial position, but does not expect the adoption of SFAS 150
to have a material impact on its consolidated financial statements.


Outlook

We have targeted the $100 billion non-air travel sector of the worldwide travel
and tourism market booked by travel agents. We expect to begin implementing our
service in 2004 working with travel industry strategic distribution partners to
achieve our objective.

We have developed a comprehensive marketing and pricing strategy that addresses
the needs of prospective strategic distribution partners. A significant degree
of interest has been established as our service is seen as complementary to
those that they offer to the travel and tourism industry.

According to the World Tourism Organization the travel industry as a whole and
the leisure sector in particular are experiencing a resumption of worldwide
growth in the wake of 9/11. In addition, industry distribution leaders have
recognized that substantial revenue growth opportunities remain in the leisure
travel market, after 30 years of emphasis on serving the business travelers'
needs through their travel agent channel. We believe Onelink4travel is uniquely
positioned without global competitor to facilitate the distribution and
financial settlement of pre-paid travel products and services, a service long
recognized as needed by the leisure travel market and one, if offered in
partnership with a strategic distribution partner, would accelerate their growth
and market penetration (and ours) in this extremely large market sector.

Liquidity and capital resources

We have a highly scalable business model without material long-term needs or
commitments to acquire capital assets, nor do we have plans to acquire any
significant equipment during 2004. We have raised $6.4 million and converted
$3.4 million in trade payables to equity and long term debt in the 24-month
period ended December 31, 2003.

We had cash balances of $13,865 at December 31, 2003, and had $322,676 held by
third parties for our benefit, which was received by us in 2004. In first
quarter 2004, we received an aggregate of $1,080,000 from the sale of
convertible notes and warrants (including $300,000 which was held in the third
party account at December 31, 2003). The convertible notes are payable, with
interest at 6% per annum, on the earlier to occur of February 28, 2005, or the
closing of a sale of our securities in which we receive proceeds of not less
than $5 million. In calculating the $5 million amount, note amounts converted
would be included. The notes are convertible at the option of the holders into
our common stock at the same price per share as would be paid by the investors
in the $5 million financing. The notes are also convertible at the option of the
holders at the same price per share as would be paid by investors in an interim
financing in which we receive proceeds of not less than $2 million. If at
maturity the $5,000,000 financing has not occurred, and the option holders have
not converted their notes, they may be converted into our common stock at $0.50
per share. We also issued to the note purchasers warrants to purchase an
aggregate of 540,000 shares of our common stock at $0.50 per share through
December 31, 2006.

Subsequent to December 31, 2003, we also received $245,000 from the sale of our
common stock. We believe that we will need approximately $4 million to complete
the roll-out of our service, to provide working capital, and to reach a
break-even cash flow level in our operations.



<PAGE>
We are actively seeking equity financing and in August 2003 retained investment
banker Presidio Merchant Partners of San Francisco to represent us, who
facilitated the first quarter 2004 funding received by the Company. We have also
continued to receive support from private and corporate investors, and from
service providers who are willing to receive shares in lieu of cash fees. We
intend to continue to take advantage of opportunities to pay for services with
shares of our common stock to conserve cash. As a result of a refined strategy
that we commenced in the fourth quarter of 2003, we were able to reduce our
expenditures in marketing, operations and procurement of outside services. In
addition we have been able to reduce the planned expenditure on software
development.

Based upon our assessment of the market for our service and anticipated revenue
and expenses, the business is not expected to break-even until late 2005. Our
plans are dependent upon obtaining additional capital, and if we are not
successful in obtaining capital, our liquidity and operational plan will be
adversely affected. There is no assurance that we will be successful in raising
this additional capital. These factors raise substantial doubt about our ability
to continue as a going concern.



                          ITEM 7. FINANCIAL STATEMENTS

        FINANCIAL STATEMENTS FOR THE FISCAL YEAR ENDED DECEMBER 31, 2003

                          INDEPENDENT AUDITORS' REPORT

To the Board of Directors and Stockholders of

One Link 4 Travel, Inc
San Francisco
California

We have audited the accompanying balance sheets of One Link 4 Travel, Inc
(formerly BSP ONElink, Inc) (a development stage company) as of December 31,
2003 and 2002, and the related statements of operations, stockholders' equity,
and cash flows for the period from November 6, 2000 (date of inception) to
December 31, 2003 and the years ended December 31, 2003 and December 31, 2002.
These financial statements are the responsibility of the Company's management.
Our responsibility is to express an opinion on these financial statements based
on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.

In our opinion, such financial statements present fairly, in all material
respects, the financial position of the Company as of December 31, 2003 and
2002, and the results of its operations and its cash flows for the period from
November 6, 2000 (date of inception) to December 31, 2003 and the years ended
December 31, 2003 and December 31, 2002 in conformity with accounting principles
generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. The Company is a development stage
enterprise engaged in developing an on-line global distribution system for an
international range of travel and tourism products. As discussed in Note 3 to
the financial statements, the deficiency in working capital at December 31, 2003
and the Company's operating losses since inception raise substantial doubt about
its ability to continue as a going concern. Management's plans concerning these
matters are also described in Note 3. The financial statements do not include
any adjustments that might result from the outcome of these uncertainties.


DELOITTE & TOUCHE LLP
Manchester, United Kingdom


April 14, 2004



<PAGE>


<TABLE>
<CAPTION>

                             ONE LINK 4 TRAVEL, INC

                          (a development stage company)

                      CONSOLIDATED STATEMENTS OF OPERATIONS
                     YEARS ENDED DECEMBER 31, 2003 AND 2002

                                               Notes       2003           2002     Accumulated from
                                                                                   November 6, 2000
                                                                                           (date of
                                                                                      inception) to
                                                                                  December 31, 2003
<S>                                             <C>    <C>            <C>                  <C>
                                                              $              $                    $
Sales                                                        --             --                   --

Cost of sales                                                --             --                   --
                                                    -----------    -----------          -----------

Gross profit                                                 --             --                   --

Operating expenses
Sales and marketing expenses                            655,570        595,679            1,251,249
General and administrative expenses                   5,841,779      3,210,042            9,051,821
Depreciation and amortization                            12,514         13,762               26,276
                                                    -----------    -----------          -----------

Total operating expenses                              6,509,863      3,819,483           10,329,346
                                                    -----------    -----------          -----------

Loss from operations                                 (6,509,863)    (3,819,483)         (10,329,346)

Loss on extinguishment of debt                         (351,083)            --             (351,083)
Gain on extinguishment of debt                           42,800             --               42,800

Other expense
Interest expense                                5      (359,630)      (374,923)            (734,553)
                                                    -----------    -----------          -----------

Loss before income taxes                             (7,177,776)    (4,194,406)         (11,372,182)
Provision for income taxes                      6            --             --                   --
                                                    -----------    -----------          -----------

Net loss after income taxes                          (7,177,776)    (4,194,406)         (11,372,182)
                                                    ===========    ===========          ===========

Loss per share basic and diluted                7         $0.40          $0.42
</TABLE>


See Notes to Consolidated Financial Statements




                                      F-2
<PAGE>

<TABLE>
<CAPTION>
                             ONE LINK 4 TRAVEL, INC

                          (a development stage company)

                           CONSOLIDATED BALANCE SHEETS
                           DECEMBER 31, 2003 AND 2002

                                                                 Notes    December 31,    December 31,
                                                                                  2003            2002
                                                                                     $               $
<S>                                                                             <C>            <C>
ASSETS

Current assets
Cash                                                                            13,865         110,170
Accounts receivable                                                  8          12,788          64,253
Related party receivable                                            8,15       322,676              --
Prepaid expenses and other current assets                                      216,630           8,804
                                                                             ---------       ---------

Total current assets                                                           565,959         183,227
                                                                             ---------       ---------

Other assets
Fixed assets (net of accumulated depreciation of $26,276 at          9          17,715          27,313
December 31, 2003 and $13,762 at December 31, 2002)
Software development costs                                          10       1,273,694       1,763,489
                                                                             ---------       ---------

Total other assets                                                           1,291,409       1,790,802
                                                                             ---------       ---------

Total assets                                                                 1,857,368       1,974,029
                                                                             =========       =========


LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities
Accounts payable and accrued expenses                               11         977,452       2,218,443
Related party payables - accounts payable and accrued             11,15        299,684              --
expenses
Related party payables - loans from officers                      12,15             --          12,246
Convertible notes                                                   12         169,886         336,400
Other current liabilities                                                        2,000              --
                                                                             ---------       ---------

Total current liabilities                                                    1,449,022       2,567,089
                                                                             ---------       ---------

Long term liabilities
Convertible notes                                                   12         957,486              --
Related party payables - convertible notes                        12,15        479,150              --
                                                                             ---------       ---------

Total long-term liabilities                                                  1,436,636              --
                                                                             ---------       ---------

Total liabilities                                                            2,885,658       2,567,089

Commitments and contingencies ( Note 14)

</TABLE>



                                      F-3
<PAGE>


<TABLE>
<CAPTION>

                             ONE LINK 4 TRAVEL, INC

                          (a development stage company)

                           CONSOLIDATED BALANCE SHEETS
                           DECEMBER 31, 2003 AND 2002
                                   (continued)

                                                                       Notes   December 31,  December 31,
                                                                                      2003           2002
                                                                                         $              $
<C>                                                                                 <C>            <C>
Stockholders' equity

Common stock, $0.001 par value, 100,000,000 shares authorized,            13
20,036,676 shares issued and outstanding                                            20,037         16,765
Preferred stock $0.001 par value, 5,000,000 shares authorized,
0 shares issued and outstanding                                                         --             --
Additional paid-in capital                                                      10,581,455      3,584,581
Share capital issued but unpaid                                                   (257,600)            --
Deficit accumulated during the development stage                               (11,372,182)    (4,194,406)
                                                                               -----------    -----------

Total stockholders' deficit                                                     (1,028,290)      (593,060)
                                                                               -----------    -----------

Total liabilities and stockholders' deficit                                      1,857,368      1,974,029
                                                                               ===========    ===========
</TABLE>


                 See Notes to Consolidated Financial Statements

                                      F-4
<PAGE>


<TABLE>
<CAPTION>

                             ONE LINK 4 TRAVEL, INC

                          (a development stage company)

                 CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
                     YEARS ENDED DECEMBER 31, 2003 AND 2002


                                                   Common stock      Additional        Accumul'
                                                                        paid in            ated           Total
                                                                        capital         deficit
                                       No of shares      Amount
                                                              $               $               $               $
<S>                                      <C>             <C>          <C>           <C>               <C>
Balance, December 31,
2001
                                                  2           3               -               -               3
Issuance of common stock prior to            26,370      40,346         529,126               -         569,472
reverse takeover transactions
Recapitalization pursuant to             13,972,728    (26,349)          26,349               -               -
reserve takeover transaction (see
Note 2 )
Issuance of common stock on
conversion of loans                         745,185         744         551,157               -         551,901
Issuance of common stock for                638,000         638         637,362               -         638,000
services
Issuance of common stock in               1,093,204       1,093       1,092,111               -       1,093,204
satisfaction of liabilities
Issuance of common stock                     30,000          30          29,970               -          30,000
Beneficial conversion feature                     -           -         328,766               -         328,766
Issuance of warrants                              -           -         130,000               -         130,000
Common stock paid for but not               260,000         260         259,740               -         260,000
issued
Net loss                                          -           -               -     (4,194,406)     (4,194,406)

                                     ---------------------------------------------------------------------------
Balance, December 31,
2002                                     16,765,489      16,765       3,584,581     (4,194,406)       (593,060)
                                     ===========================================================================
</TABLE>




                                      F-5
<PAGE>


<TABLE>
<CAPTION>

                             ONE LINK 4 TRAVEL, INC

                          (a development stage company)

                 CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
                     YEARS ENDED DECEMBER 31, 2003 AND 2002



                                          Common stock   Additional         Share       Accumul'
                                                            paid in       capital           ated           Total
                                                            capital    issued but        deficit
                                No of shares    Amount                     unpaid
                                                     $            $             $              $               $
<C>                               <C>           <C>      <C>            <C>         <C>              <C>
Balance,  December 31,
2002                              16,765,489    16,765    3,584,581             -    (4,194,406)       (593,060)

Issuance of common stock           1,007,877     1,008    1,080,764             -              -       1,081,772
Issuance of common stock on
conversion of loans                  224,595       225      620,432             -              -         620,657
Issuance of common stock for
services                           2,016,000     2,016    1,967,714             -              -       1,969,730
Issuance of common stock in
satisfaction of liabilities          384,715       385      348,968             -              -         349,353
Issuance of common stock in
connection with the conversion
of accounts payable to
convertible loans                     50,000        50       75,950             -              -          76,000
Cancellation of common stock
                                   (912,000)     (912)           12             -              -           (900)
Beneficial conversion feature              -         -    1,060,238             -              -       1,060,238
Proceeds of convertible debt               -         -       65,352             -              -          65,352
with detachable warrants
allocated to the warrants
Issuance of warrants                       -         -    1,277,944             -              -       1,277,944
Stock issued upon exercise of        500,000       500      499,500             -              -         500,000
warrants
Share capital issued but                   -         -            -      (257,600)             -       (257,600)
unpaid
Net loss                                   -         -            -             -    (7,177,776)     (7,177,776)

                                ------------- --------- ------------ ------------- -------------- ---------------
Balance, December 31,
2003                              20,036,676    20,037   10,581,455      (257,600)  (11,372,182)     (1,028,290)
                                ============= ========= ============ ============= ============== ===============
</TABLE>




                                    F-6
<PAGE>

<TABLE>
<CAPTION>

                             ONE LINK 4 TRAVEL, INC

                          (a development stage company)

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                     YEARS ENDED DECEMBER 31, 2003 AND 2002

                                                                                                         Accumulated from
                                                                                                         November 6, 2000
                                                                                                                 (date of
                                                                        2003                 2002           inception) to
                                                                                                        December 31, 2003
                                                                           $                    $                       $
Cash flows from operating activities:
<S>                                                              <C>                  <C>                    <C>
Net loss after income taxes                                      (7,177,776)          (4,194,406)            (11,372,182)

Adjustments to reconcile net loss to
net cash used in operating activities:
     Depreciation and amortization                                    12,514               13,762                  26,276
     Impairment of software costs                                    622,000                    -                 622,000
     Amortization of debt discount                                   259,077              328,766                 587,843
     Loss on extinguishment of debt on conversion of                 269,257                    -                 269,257
     convertible notes
     Issuance of warrants for services                             1,277,944              130,000               1,407,944
     Issuance of shares in satisfaction of liabilities               349,353            1,093,204               1,442,557
     Issuance of shares for services                               1,969,730              638,000               2,607,730
     Issuance of shares in connection with the conversion
     of accounts payable to convertible loans                         76,000                    -                  76,000
Changes in operating assets and liabilities:
     Accounts and related party receivables                         (271,211)             (64,253)               (335,464)
     Prepaid expenses                                               (207,826)              (8,804)               (216,630)
     Accounts payable and accrued expenses and related
     party payables                                                1,529,062            1,200,241               2,729,303
     Other current liabilities                                         2,000                    -                   2,000
                                                             ----------------     ----------------     -------------------

Net cash used in operating activities                            (1,289,876)            (863,490)             (2,153,366)
                                                             ----------------     ----------------     -------------------

Cash flows from investing activities:

Software development costs                                         (530,439)            (753,547)             (1,283,986)
Purchase of fixed assets                                             (2,916)             (41,075)                (43,991)
                                                             ----------------     ----------------     -------------------

Cash used by investing activities                                  (533,355)            (794,622)             (1,327,977)
                                                             ----------------     ----------------     -------------------

</TABLE>
(Continued)




                                      F-7
<PAGE>

<TABLE>
<CAPTION>
                             ONE LINK 4 TRAVEL, INC

                          (a development stage company)

                      CONSOLIDATED STATEMENT OF CASH FLOWS
                     YEARS ENDED DECEMBER 31, 2003 AND 2002
                                   (continued)

                                                                   2003                 2002       Accumulated from
                                                                                                   November 6, 2000
                                                                                                           (date of
                                                                                                      inception) to
                                                                                                  December 31, 2003
                                                                      $                    $                      $
<S>                                                             <C>                <C>                    <C>
Cash flows from financing activities:

Proceeds from issuance of convertible notes                     334,648            1,466,036              1,800,684
Proceeds from issuance of warrants                               65,352                    -                 65,352
Proceeds from loans                                              15,000                    -                 15,000
Proceeds from loans from executive officers (see                 48,435               21,933                 70,368
Note 15)
Loans from executive officers repaid                            (60,681)              (9,687)               (70,368)
(see Note 15)
Issuance of common stock                                      1,081,772              290,000              1,371,772
Stock issued upon exercise of warrants                          242,400                    -                242,400
                                                       -----------------    -----------------    -------------------

Net cash provided by financing activities                     1,726,926            1,768,282              3,495,208
                                                       -----------------    -----------------    -------------------

Net (decrease) increase in cash                                 (96,305)             110,170                 13,865

Cash at beginning of period                                     110,170                    -                      -
                                                       -----------------    -----------------    -------------------

Cash at end of period                                            13,865              110,170                 13,865
                                                       =================    =================    ===================

Supplemental disclosures of cash flow information:

Cash paid during the year for:
Interest                                                              -                    -                      -
Income taxes                                                          -                    -                      -

Supplemental disclosures of non-cash activities:

Conversion of accounts payable into convertible
notes (see Note 12)                                           1,999,911                    -              1,999,911

</TABLE>

                 See Notes to Consolidated Financial Statements




                                      F-8
<PAGE>



                             ONE LINK 4 TRAVEL, INC

                          (a development stage company)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           DECEMBER 31, 2003 AND 2002

1.   Description of business

The Company has been established to address the need for an integrated
end-to-end distribution and settlement service in the non-air travel and tourism
industry. The Company's proprietary Onelink4travel service is being introduced
to allow all travel product and service providers to benefit from the same type
of service already available to the airline industry.

The service is designed to provide non-airline travel suppliers with the
immediate benefits of improved cash flow and reduced costs from taking
reservations that are guaranteed pre-paid in their local currency at the time of
booking, and which do not incur the significant administration associated with
tracking and paying agents' commissions in a multiplicity of currencies.
Additionally, they can expect to gain access to broader distribution channels,
benefit from savings in back office costs and have the opportunity to re-deploy
resources to spur new business development.

On the user side, travel agents would receive commissions at the time of
booking, and improved cash flow, as well as have free access to a one-stop-shop
availability and booking portal for all non-air travel products. Furthermore,
they would gain exposure to a wider range of travel products and services, and
experience improved office efficiency/employee utilisation with limited need for
training/system education.

2.   Acquisition of Onelink4travel

On September 12, 2002, the Company closed an Acquisition Agreement by and among
FS2 Limited, a company registered in England and Wales which is now named
Onelink4travel Limited. The transaction has been accounted for as a reverse
acquisition, in which, for accounting purposes, Onelink4travel Limited has been
treated as the acquiring company. Accordingly, the historical financial
statements of Onelink4travel have become those of the combined company. Because
the Company was an inactive company with no identifiable assets at the time of
the reverse acquisition, however, this transaction has been accounted for as a
capital transaction rather than a business combination. The purchase method of
accounting has therefore not been applied.

3.   Going concern

These financial statements are prepared assuming that the Company will continue
as a going concern.

The Company has incurred losses from operations of $11,372,182 and has net
current liabilities of $883,063 as of December 31, 2003. The Company's net
working capital deficiency may not allow it to meet its financial commitments as
presently structured.

The Company requires further funding to ensure the continued development of its
products and services. Management is confident of raising additional funds. The
Company has engaged investment bankers and other appropriate financial advisers
and institutions to support this process and is actively seeking private
financing of several million dollars. However, there can be no assurances that
subsequent fund raising will be successful. These factors raise substantial
doubt about the ability of the Company to continue as a going concern.


                                      F-9
<PAGE>
In early October 2003, as disclosed in Form 8-K filed on October 23, 2003, IATA
disputed Onelink4travel's compliance with the Operating Agreement and contended
that the agreement was terminated. The Company disputed IATA's termination and
is attempting to resolve the matter so that it can use the IATA services.
However, the contractual dispute resulted in a re-evaluation of settlement
service providers by the Company during late 2003 and it has identified
alternative processes and service providers to implement the system. Management
is confident that, if required, these alternatives could be obtained and would
be effective but this change would likely delay the planned launch schedule of
the Onelink4travel service in 2004. As with the IATA system, there can be no
assurances that these alternatives would be successful. As a result of the
dispute with IATA and the re-evaluation of our settlement service providers, our
Management has assessed the possible impact of this change on the software
development work carried out to date. Our Management has concluded that $350,000
of costs incurred in relation to part of the development of the portal is
impaired as we intend to re-write the software code with a different software
tool set to improve the Onelink4travel system. In addition, a provision of
$272,000 has been made against costs incurred in relation to software links
between our system and a third-party's proprietary software as it is now
uncertain that these will utilized.

See also Note 14 Commitments and contingencies.

These financial statements do not include any adjustments that might result from
the outcome of this uncertainty and the carrying value of assets and liabilities
do not purport to represent realizable or settlement values.

4.   Summary of significant accounting policies

The financial statements of the Company have been prepared under accounting
principles generally accepted in the United States of America and reflect the
following significant policies:

Foreign currency
----------------

The functional currency of the Company is the U.S. dollar as a significant
proportion of its expenses are denominated in U.S. dollars and it is expected
that a significant proportion of future revenues will be denominated in U.S.
dollars. Transactions denominated in a currency other than the U.S. dollar are
translated into U.S. dollars at the rates of exchange in place at the date of
the transaction, while monetary assets and liabilities denominated in foreign
currencies are translated into U.S. dollars at the rates of exchange prevailing
at year-end. Any resulting transaction gains and losses are included in period
income.

Fixed assets
------------

Fixed assets are stated at cost less accumulated depreciation and amortization.
Depreciation and amortization are calculated using the straight-line method over
the following estimated useful lives:

Computer equipment         3-4 years.

Software development costs
--------------------------

In accordance with Statement of Position 98-1 ("Accounting for the Costs of
Computer Software Developed or Obtained for Internal Use"), the Company has
capitalized costs associated with the application development of software. The
software development undertaken by the Company's suppliers is designed to
interface and link various systems such that the integrated distribution and
settlement service can be offered. These links are between travel agents, the
Onelink4travel service, travel suppliers and transaction processing and
financial payment systems and included a search engine and linkage to
reservation systems. Included in the development is management and control
software to allow the company to operate the business. To date, $1,895,694 of
external consultancy costs specific to this development have been capitalized.
$1,273,694 (net of impairment costs of $622,000) will commence being amortized
once the software is operational and ready for use.

                                      F-10
<PAGE>
Impairment of long lived assets
-------------------------------

Whenever events or changes in circumstances indicate that the carrying amounts
of those assets may not be recoverable, the Company will compare undiscounted
net cash flows estimated to be generated by those assets to the carrying amount
of those assets. When these undiscounted cash flows are less than the carrying
amounts of the assets, the Company will record impairment losses to write the
asset down to fair value, measured by the discounted estimated net future cash
flows expected to be generated from the assets. During the period from inception
to December 31, 2003, management believes that certain software development may
not now be utilized and an impairment provision of $622,000 has been made during
the year ended December 31, 2003.

Deferred tax
------------

The Company utilizes the asset and liability method of accounting for income
taxes in accordance with SFAS 109, Accounting for Income Taxes. Under the asset
and liability method, deferred taxes are determined based on the differences
between the financial statements and tax basis of assets and liabilities using
enacted tax rates in effect in the years in which the differences are expected
to reverse. Valuation allowances are recorded to reduce deferred tax assets to
amounts that are more likely than not to be realized.

Convertible debt and debt issued with stock purchase warrants
-------------------------------------------------------------

The portion of the proceeds of debt securities issued with detachable stock
purchase warrants which is allocable to the warrants is accounted for as paid-in
capital. The allocation is based on the relative fair values of the two
securities at the time of issuance. Any resulting discount or premium on the
debt securities is accounted for as such. Where the instrument includes a
beneficial conversion option, the beneficial conversion option is accreted from
the date of issuance to the stated date of redemption of the convertible
instrument, regardless of when the earliest conversion date occurs.

Use of estimates
----------------

The preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosures of contingent assets and contingent 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.

Fair value of financial instruments
-----------------------------------

The carrying amounts of cash and cash equivalents, receivables, accounts
payable, and accrued liabilities approximate fair value because of the short
maturity of these instruments. The carrying amounts of long-term receivables
approximates fair value as the effective rates for these instruments are
comparable to market rates at year-end. The carrying amount of investments
approximates fair market value. The carrying value of convertible loans and
loans from officers approximates to fair value and is based on borrowing rates
currently available with similar terms and average maturities.


                                      F-11
<PAGE>
New accounting pronouncements yet to be adopted
-----------------------------------------------

In December 2003, the FASB issued a revision to Interpretation No. 46,
"Consolidation of Variable Interest Entities, an Interpretation of ARB No. 51"
("FIN 46R" or the "Interpretation"). FIN 46R clarifies the application of ARB
No. 51, "Consolidated Financial Statements," to certain entities in which equity
investors do not have the characteristics of a controlling financial interest or
do not have sufficient equity at risk for the entity to finance its activities
without additional subordinated financial support. FIN 46R requires the
consolidation of these entities, known as variable interest entities ("VIEs"),
by the primary beneficiary of the entity. The primary beneficiary is the entity,
if any, that will absorb a majority of the entity's expected losses, receive a
majority of the entity's expected residual returns, or both.

Among other changes, the revisions of FIN 46R (a) clarified some requirements of
the original FIN 46, which had been issued in January 2003, (b) eased some
implementation problems, and (c) added new scope exceptions. FIN 46R deferred
the effective date of the Interpretation for public companies, to the end of the
first reporting period ending after March 15, 2004, except that all public
companies must at a minimum apply the provisions of the Interpretation to
entities that were previously considered "special-purpose entities" under the
FASB literature prior to the issuance of FIN 46R by the end of the first
reporting period ending after December 15, 2003. The Company does not anticipate
that the adoption of FIN 46 will have a material impact on its financial
position, cash flows and results of operations.

In May 2003 the Financial Accounting Standards Board (FASB) issued Statement of
Financial Accounting Standards No. 150 ("SFAS 150"), Accounting for Certain
Financial Instruments with Characteristics of both Liabilities and Equity. SFAS
150 modifies the accounting for certain financial instruments that, under
previous guidance, issuers could account for as equity. The Statement requires
that those instruments be classified as liabilities in statements of financial
position.

SFAS 150 affects an issuer's accounting for three types of freestanding
financial instruments, namely:

     o    mandatorily redeemable shares, which the issuing company is obligated
          to buy back in exchange for cash or other assets.
     o    instruments, other than outstanding shares, that do or may require the
          issuer to buy back some of its shares in exchange for cash or other
          assets. These instruments include put options and forward purchase
          contracts.
     o    obligations that can be settled with shares, the monetary value of
          which is fixed, tied solely or predominantly to a variable such as a
          market index, or varies inversely with the value of the issuers'
          shares.

SFAS 150 does not apply to features embedded in financial instruments that are
not derivatives in their entirety.

In addition to its requirements for the classification and measurement of
financial instruments within its scope, SFAS 150 also requires disclosures about
alternative ways of settling those instruments and the capital structure of
entities, all of whose shares are mandatorily redeemable.

SFAS 150 is effective for financial instruments entered into or modified after
May 31, 2003, and otherwise is effective at the beginning of the first interim
period beginning after June 15, 2003. It is to be implemented by reporting the
cumulative effect of a change in an accounting principle for financial
instruments created before the issuance date of the Statement and still existing
at the beginning of the interim period of adoption. Restatement is not
permitted.


                                      F-12
<PAGE>
The Company is currently evaluating the impact of SFAS 150 on its results of
operations and financial position, but does not expect the adoption of SFAS 150
to have a material impact on its consolidated financial statements.


5.   Interest expense

                                                         2003            2002
                                                            $               $
Interest on accounts payable overdue                   32,119               -
Interest expense on loan notes                         68,434          46,157
Amortization of debt discount                         259,077         328,766

                                                   ----------      ----------
                                                      359,630         374,923
                                                   ----------      ----------


During the year ended December 31, 2002, $514,250 of convertible notes were
issued and subsequently converted into 1,611,600 common shares of the Company.
The conversion rate provided for conversion of the notes at a 40% discount to
the estimated fair value of one common share of the Company at the commitment
date. Consequently, in accordance with the requirements of Emerging Issues Task
Force 98-5 ("Accounting for Convertible Securities with Beneficial Conversion
Features or Contingently Adjustable Conversion Ratios"), this conversion feature
has been considered to be beneficial and $328,766 of the loan proceeds, equal to
the conversion feature's intrinsic value, has been accounted for a debt discount
which has been fully amortized into the income statement as interest expense.

During the quarter ended June 30, 2003, $100,000 of convertible notes which are
convertible into 66,667 common shares of the Company, plus 20,000 detachable
warrants exercisable at $1.50 per share (Note 12), were issued for aggregate
proceeds of $100,000. The proceeds were allocated between convertible debt and
the warrants on a relative fair value basis. $14,273 was allocated to the
warrants and $85,727 was allocated to the convertible debt. In accordance with
Emerging Issues Task Force 00-27 ("Application of Issue 98-5 to Certain
Convertible Instruments"), the value of the beneficial conversion feature has
been determined by management to be $47,334, equal to the conversion feature's
intrinsic value. The beneficial conversion feature together with the value
allocated to the warrants, totalling $61,607, has been included in Additional
paid-in capital and is being accounted for as a debt discount over the period of
the convertible loan (December 19, 2003). The full debt discount of $61,607 has
been amortized into the income statement as interest expense through the period
to December 31, 2003.

On September 29, 2003, $1,999,911 of accounts payable were converted into
convertible notes. The notes are convertible into 1,999,911 shares of common
stock of the Company. The conversion feature of the loan notes in accordance
with the requirements of Emerging Issues Task Force 98-5 ("Accounting for
Convertible Securities with Beneficial Conversion Features or Contingently
Adjustable Conversion Ratios") has been considered to be beneficial and
$1,012,904 of the loan notes, equal to the conversion feature's intrinsic value,
has been accounted for as a debt discount which has been recognised as
Additional Paid in Capital. $197,470 has been amortized into the income
statement as interest expense through the period to December 31, 2003.

On December 31, 2003, $297,000 of convertible notes which are convertible into
594,000 common shares of the Company, plus 297,000 detachable warrants
exercisable at $1.50 per share (Note 12), were issued for aggregate proceeds of
$300,000. The proceeds were allocated between convertible debt and the warrants
on a relative fair value basis. $51,079 was allocated to the warrants and
$248,921 was allocated to the convertible debt. In accordance with Emerging
Issues Task Force 00-27 ("Application of Issue 98-5 to Certain Convertible
Instruments"), the value of the beneficial conversion feature has been
determined by management to be $nil, equal to the conversion feature's intrinsic
value. The value allocated to the warrants, totalling $51,079, has been included
in Additional paid-in capital and is being accounted for as a debt discount over
the period of the convertible loan (December 31, 2006). The debt discount will
be amortized into the income statement as interest expense over the period to
maturity.


                                      F-13
<PAGE>

6.   Income taxes

The components of income before income taxes are as follows:
<TABLE>
<CAPTION>

                                                     December 31, 2003    December 31, 2002
<S>                                                                 <C>                  <C>
Loss:                                                                $                    $
United States                                              (4,859,941)          (2,733,073)
Non-United States                                          (2,317,835)          (1,651,302)
                                                            ----------           ----------
Loss from ordinary activities before income taxes          (7,177,776)          (4,384,375)
                                                         -------------        -------------
</TABLE>






                                      F-14
<PAGE>


<TABLE>
<CAPTION>
Income tax provision includes:

                                                     December 31, 2003   December  31, 2002
                                                                     $                    $
<S>                                                                 <C>                  <C>
Current income taxes:
   United States                                                     -                    -
   Non-United States                                                 -                    -
                                                            ----------           ----------
   Total current taxes                                               -                    -
                                                         -------------        -------------
Deferred income taxes:
   United States                                                     -                    -
   Non-United States                                                 -                    -
                                                          ------------         ------------
Total deferred taxes                                                 -                    -
                                                         -------------        -------------
Total income taxes                                                   -                    -
                                                         -------------        -------------
</TABLE>


The difference between the group's tax on loss on ordinary activities, and the
federal income tax rate are as follows:


<TABLE>
<CAPTION>

                                                  December 31, 2003    December 31, 2002

                                                                  $                    $
<S>                                                     <C>                  <C>
Tax computed at the federal rate (34%)                   (2,440,444)         (1,490,687)
Permanent differences                                       692,539              753,147
Impact of UK losses taxed at 19% rather than 34%            347,675              247,695
State Taxes:  Start-up costs                               (151,257)             (45,816)
Valuation allowance against net operating losses          1,551,487              535,661
                                                         ----------           ----------
Income tax expense                                               --                   --
                                                      -------------        -------------
Effective tax rate                                               0%                   0%
</TABLE>


Deferred income tax assets in the balance sheet are as follows:

<TABLE>
<CAPTION>
                                        December 31, 2003    December 31, 2002
                                                        $                    $
<S>                                               <C>                  <C>
Net current deferred tax assets:
   Net operating losses                         2,252,640              768,711
   Start-up costs                                  76,509              102,012
                                               ----------           ----------
Total deferred tax assets                       2,329,149              870,723
Valuation allowance                            (2,087,147)            (535,661)
                                               ----------           ----------
Net deferred tax assets                           242,002              335,062
Net current deferred tax liability:
   Software development costs                    (242,002)            (335,062)
                                               ----------           ----------
Net deferred tax assets                                --                   --
                                            -------------        -------------
</TABLE>

During the year ended December 31, 2003, the Company recognized a valuation
allowance of $2,605,179 (December 31, 2002: $535,661), against deferred tax
assets. The valuation allowance reduces deferred tax assets to an amount that
represents management's best estimate of the amount of such deferred tax assets
that more likely than not will be realized. Realization of the deferred tax
assets is dependent on sufficient future taxable income during the period that
temporary differences and carryforwards are expected to be available to reduce
taxable income.


                                      F-15
<PAGE>
At December 31, 2003 the Company had approximately $4,785,621 of net operating
losses (NOL) carryforwards (December 31, 2002: $3,079,947) in the United Kingdom
all of which has an indefinite expiration. At December 31, 2002, the Company had
approximately $466,928 of NOL carryforwards in the United States. The NOL for
the year 2002 has been restated to zero in that certain tax elections under
United States income tax law were not made by management relative to the above
capitalized start-up costs. However, these tax elections could be still
available for management to utilize in the future. If management does not choose
to utilize these tax elections, or to the extent they are not otherwise
available, there would be no NOL income tax benefit to the Company.

In addition, because greater than 50% ownership of One Link 4 Travel, Inc
changed hands in the acquisition of Onelink4travel Limited the utilization of a
portion of the tax losses incurred during the 2002 period may be subject to
limitation. This limitation would affect only the amount of certain losses that
could be utilized in any given tax year and would not affect the total carryover
amount.

7.   Loss per share

The calculation of basic and diluted loss per share is based on the following
number of shares:
<TABLE>
<CAPTION>

                                                              2003                 2002
                                                  Number of shares     Number of shares
<S>                                                     <C>                   <C>
Weighted average number of shares:
For basic and diluted loss per share                    18,141,131            9,928,280
                                                        ----------           ----------
</TABLE>


As a result of the net losses for the years ended December 31, 2003 and December
31, 2002, the potential effect of the exercise of warrants and the conversion of
notes was anti-dilutive. Therefore, 3,756,782 (2002: 1,293,333) of potentially
dilutive securities have not been included in the calculation of diluted loss
per common share because to do so would have been anti-dilutive.

8.   Accounts receivable

<TABLE>
<CAPTION>
                                                             December 31,          December 31
                                                                     2003                 2002
                                                                        $                    $
<S>                                                                 <C>                 <C>
VAT recoverable                                                     6,975               64,253
Other receivable                                                    5,813                    -
                                                               ----------           ----------
                                                                   12,788               64,253
                                                               ----------           ----------

Related party receivable - capital held by a                      322,676                    -
related party for the Company's benefit
                                                               ----------           ----------
</TABLE>

See Note 15 Related party transactions.




                                      F-16
<PAGE>

9.   Fixed assets
<TABLE>
<CAPTION>
Cost                                            December 31,         December 31,
                                                        2003                 2002
                                                           $                    $
<S>                                                   <C>                  <C>
Computer equipment                                    43,991               41,075
                                                  ----------           ----------
Total                                                 43,991               41,075

Accumulated depreciation                            (26,276)             (13,762)
                                                  ----------           ----------
Net book value                                        17,715               27,313
                                                  ----------           ----------

10.  Software development costs
                                                December 31,        December 31,
                                                        2003                2002
Cost                                                       $                   $

Software development costs                         1,895,694           1,763,489
                                                  ----------          ----------

Total                                              1,895,694           1,763,489

Impairment provision                               (622,000)                   -
                                                  ----------          ----------

Net book value                                     1,273,694           1,763,489
                                                  ----------          ----------


11.  Trade payables and accrued expenses
                                                December 31,         December 31,
                                                        2003                 2002
                                                            $                   $

Trade accounts payable                                956,599           1,771,409

Accrued expenses                                      320,537             447,034
                                                   ----------          ----------

Total trade payables and other accrued expenses     1,277,136           2,218,443
                                                   ----------          ----------

12.  Convertible notes
                                                        2003                 2002
                                                           $                    $
Convertible notes - current liabilities              169,886              336,400
Convertible notes - long term liabilities          1,436,636                    -
                                                  ----------           ----------
</TABLE>


                                      F-17
<PAGE>

The conversion rights relating to the note outstanding at December 31, 2002
expired on January 2, 2003. The note including the interest accrued, was settled
by the issue of 209,595 shares of common stock of the Company on May 15, 2003.
An amount of $254,340 being the excess of the fair value of the shares over the
value of the loans is included as a loss on extinguishment of debt.

Included within current liabilities outstanding at December 31, 2003 are
convertible notes which are convertible into 66,667 common shares of the
Company, plus 20,000 detachable warrants exercisable at $1.50 per share, which
were issued for aggregate proceeds of $100,000. The note was issued on June 19,
2003, bears interest at 8% and is convertible, at the noteholders' option. The
note was convertible through December 19, 2003. The option had not been
exercised by the expiry date, however, the Company is considering extending the
rights to the holder. The conversion rate provided for conversion of the notes
at 25% discount to the fair value of one common share of the Company at the
commitment date. The proceeds were allocated between convertible debt and the
warrants on a relative fair value basis. $14,273 was allocated to the warrants
and $85,727 was allocated to the convertible debt. In accordance with Emerging
Issues Task Force 00-27 ("Application of Issue 98-5 to Certain Convertible
Instruments"), the value of the beneficial conversion feature has been
determined by management to be $47,334, equal to the conversion feature's
intrinsic value. The beneficial conversion feature together with the value
allocated to the warrants, totalling $61,607, has been included in Additional
paid-in capital and is being accounted for as a debt discount over the period of
the convertible loan. See Note 5.

The Company agreed with a number of its creditors to convert the amounts due to
them into convertible notes at a rate of $1 of convertible note for each $1
owed. The principal of the convertible notes is $1,999,911. There was no
substantial modification to the terms of the original debt as defined by
Emerging Issues Task Force 96-19, ("Debtor's Accounting for a Modification or
Exchange of Debt Instruments") and consequently no gain or loss was recorded on
the conversion of the amounts payable. The notes were issued on September 29,
2003, bear interest at 5% and are convertible, at the noteholders' option, into
1,999,911 shares of common stock of the Company. The notes are repayable or
convertible through January 31, 2005 or on the receipt of a further $3 million
of funding post September 2003. The conversion feature of the loan notes in
accordance with the requirements of Emerging Issues Task Force 98-5 ("Accounting
for Convertible Securities with Beneficial Conversion Features or Contingently
Adjustable Conversion Ratios") has been considered to be beneficial and
$1,012,904 of the loan notes, equal to the conversion feature's intrinsic value,
has been accounted for as a debt discount which has been recognised as
Additional Paid in Capital and will be amortized into the income statement as
interest expense over the period to maturity. Convertible loan notes of
$1,187,715 have been recognised as long term liabilities in the balance sheet
with $65,590 recognised within current liabilities. In addition to the
convertible notes, $83,955 of further liabilities due to two of the noteholders
was converted into 163,400 shares of common stock of the Company. Of the common
stock issued, 125,000 of the shares of common stock were issued to Addlestone
Keane, a firm in which the Company Secretary of Onelink4travel Limited is a
partner. An amount of $80,662 being the excess of the fair value of the shares
over the value of the loans is included as a loss on extinguishment of debt. In
addition, 50,000 shares of common stock were issued in connection with the
conversion of accounts payables to convertible notes. The fair value of these
shares was determined to be $76,000 and this is included within general and
administrative expenses in the statement of operations.

The amounts converted into notes include $120,000 due to Cornerstone Alliance,
LLC, a company in which Mr FW Guerin (Chief Executive Officer) is Manager;
$102,000 due to Nichols & Company, LLC, a company in which Mr WE Nichols
(Director) is Manager; $200,000 due to K3 Business Technology Group plc, a
company in which Mr D Bolton (Chief Financial Officer) is a director; $25,000
due to Emsley Management Limited, a company which is controlled by Mr R Emsley
(Managing Director of Onelink4travel Limited through December 31, 2003);
$312,223 due to Addlestone Keane.

                                      F-18
<PAGE>
Included within long-term liabilities outstanding at December 31, 2003 are
convertible notes which are convertible into 594,000 common shares of the
Company, plus 594,000 detachable warrants exercisable at $0.50 per share, which
were issued for aggregate proceeds of $297,000. The note was issued on December
31, 2003, bears interest at 6% and is convertible, at the noteholders' option.
The note is convertible through February 28, 2005. The conversion rate provided
for conversion of the notes at $0.50 which is in excess of the fair value of one
common share of the Company at the commitment date. Hence, in accordance with
Emerging Issues Task Force 95-8 and 00-27, none of the loan proceeds have been
considered to be a beneficial conversion feature. The warrants are exercisable
through December 31, 2006. The proceeds were allocated between convertible debt
and the warrants on a relative fair value basis. $51,509 was allocated to the
warrants and $245,491 was allocated to the convertible debt. The value allocated
to the warrants has been included in Additional paid-in capital and is being
accounted for as a debt discount over the period of the convertible loan. See
Note 5.

13.  Share capital

Common shares
-------------
<TABLE>
<CAPTION>

                                                          December 31, 2003   December 31, 2002
                                                                          $                   $
<S>                                                                  <C>                 <C>
Common stock, $0.001 par value

Authorized 100,000,000; issued and outstanding 20,036,676
in the period ended December 31, 2003                                20,037              16,765
                                                                 ----------          ----------
</TABLE>

Holders of the Company's common stock are entitled to one vote for each share
held on all matters submitted to a vote of stockholders and do not have
cumulative voting rights. Accordingly, holders of a majority of the shares of
common stock entitled to vote in any election of directors may elect all of the
directors standing for election. Subject to preferences that may be applicable
to any shares of preferred stock outstanding at the time, holders of common
stock are entitled to receive dividends ratably, if any, as may be declared from
time to time by the board of directors out of funds legally available therefor.

Upon the Company's liquidation, dissolution or winding-up, the holders of common
stock are entitled to receive ratably, net assets available after the payment
of:

o    all secured liabilities, including any then outstanding secured debt
     securities which may have issued as of such time;

o    all unsecured liabilities, including any then unsecured outstanding secured
     debt securities which may have issued as of such time; and

o    all liquidation preferences on any then outstanding preferred stock.

Holders of common stock have no preemptive, subscription, redemption or
conversion rights, and there are no redemption or sinking fund provisions
applicable to the common stock. The rights, preferences and privileges of
holders of common stock are subject to, and may be adversely affected by, the
rights of holders of shares of any series of preferred stock which the Company
may designate and issue in future.

During the year ended December 31, 2003 the following equity transactions took
place:

                                      F-19
<PAGE>

<TABLE>
<CAPTION>

                                                                                        Number of           $
                                                                                           shares
<S>                                                                                   <C>                 <C>
Balance at December 31, 2002                                                          16,765,489          16,765
Issuance of common stock                                                               1,007,877           1,008
Issuance of common stock for services                                                  2,016,000           2,016
Issuance of common stock on conversion of convertible loan notes                         224,595             225
Issuance of common stock in connection with the conversion of
accounts payable to convertible loans                                                     50,000              50
Issuance of common stock in satisfaction of liabilities                                  384,715             385
Exercise of warrants                                                                     500,000             500
Cancellation of common stock                                                            (912,000)           (912)
                                                                                      -----------      ----------
                                                                                      20,036,676          20,037
                                                                                      -----------      ----------
</TABLE>


New issuances

1,007,877 common shares were issued for cash proceeds of $1,081,772.

Issuance of shares for services

Included within issuance of common stock for services are 125,000 common shares
issued under an agreement for the engagement of a consultant to provide public
relations, investor relations and other services to the Company. Under the
agreement, there is a future commitment to issue 125,000 common shares on
January 1, 2004 and these shares have been issued since the year end. There is
also a further commitment to issue 150,000 common shares on January 1, 2005.

Conversion of notes

The note outstanding as of December 31, 2002, including the interest accrued,
was settled by the issue of 209,595 shares of common stock of the Company on May
15, 2003. An amount of $214,590 being the excess of the fair value of the shares
over the value of the loans is included as a loss on extinguishment of debt.

A note for $15,000 was settled by the issue of 15,000 shares of common stock in
July 2003. An amount of $39,750 being the excess of the fair value of the shares
over the value of the loans is included as a loss on extinguishment of debt.

Issuance of shares in connection with the conversion of accounts payable to
convertible loans

50,000 shares of common stock were issued in connection with the conversion of
accounts payable to convertible loans. The fair value of these shares was
determined to be $76,000 and this is included within general and administrative
expenses in the statement of operations. See Note 12 Convertible notes.

Cancellation of shares

On January 30, 2003, Mr G Mullett resigned as Managing Director of
Onelink4travel Limited. 400,000 of the 900,000 common shares held by Mr Mullett
were cancelled by the Company and he will be refunded at the original purchase
price paid for the shares (approximately $0.005 per share after conversion for
exchange rate and currency translation).

                                      F-20
<PAGE>
500,000 common shares had been issued to Nichols & Company, LLC under an
agreement between the Company and Nichols & Company, LLC (the "Consultant"), a
company in which W E Nichols is Manager. Mr Nichols is a director of the
Company. There was a provision for the return of the shares to the Company in
the event that the Consultant's shareholding was greater than 5% of the issued
share capital of the Company as at September 12, 2003. This was the case and the
shares were returned to the Company and cancelled.

12,000 common shares had been issued to a consultant under an agreement for the
engagement of a consultant to provide services to the Company. The conditions of
the agreement were not fulfilled by the consultant and the 12,000 common shares
were cancelled by the Company.

Preferred shares
----------------

Our board of directors is authorized, without further stockholder approval, to
issue up to 5,000,000 shares of preferred stock in one or more series and to fix
the rights, preferences, privileges and restrictions of these shares, including
dividend rights, conversion rights, voting rights, terms of redemption and
liquidation preferences, and to fix the number of shares constituting any series
and the designations of these series. These shares have rights senior to the
Company's common stock. The issuance of preferred stock may have the effect of
delaying or preventing a change of control of the Company. The issuance of
preferred stock could decrease the amount of earnings and assets available for
distribution to the holders of common stock or could adversely affect the rights
and powers, including voting rights, of the holders of common stock. At present,
the board of directors has no plans to issue any shares of preferred stock.

Warrants and options
--------------------

The Company has the following warrants and options outstanding as at December
31, 2003 and December 31, 2002:
<TABLE>
<CAPTION>

                                                        December 31, 2003  December 31, 2002
<S>                                                               <C>                <C>
Cornerstone Alliance, LLC                                               -            450,000
Company Secretary of Onelink4travel Limited                             -             50,000
Other non-related parties                                         817,000            330,000
Noteholders (see below)                                                 -            270,000
                                                                  -------          ---------
Total warrants and options outstanding                            817,000          1,100,000
                                                                  =======          =========
</TABLE>

An option held by a noteholder at December 31, 2002 to purchase up to 270,000
shares of common stock of the Company at a price of $1.50 per share expired
during 2003 and was not exercised.

The warrants issued to Cornerstone Alliance, LLC, the Company Secretary of
Onelink4travel Limited, and 330,000 warrants held by other non-related parties
expired on September 12, 2003, and were not exercised.

Under an agreement dated March 21, 2003 for the engagement of a consultant as
investment banker, financial advisor and consultant to the Company, the Company
issued warrants for 250,000 shares as a commencement retainer. This agreement,
together with the warrants issued, was cancelled in September 2003. The fair
value of these warrants on March 21, 2003 of $350,000 was determined using the
Black-Scholes method with the following assumptions: a volatility of 138%, a
dividend yield of 0%, a risk-free interest rate of 4.83%, and a life of 1.04
years. The fair value of $350,000 has been included within general and
administrative expenses in the statement of operations.


                                      F-21
<PAGE>
Under an agreement dated June 19, 2003, the Company issued warrants for 20,000
shares in connection with a convertible loan (see Note 12). These warrants are
included above under Other non-related parties and can be exercised at $1.50
during the period June 19, 2003 through June 19, 2006. The fair value of these
warrants on June 19, 2003 of $22,200 was determined using the Black-Scholes
method with the following assumptions: a volatility of 80%, a dividend yield of
0%, a risk-free interest rate of 4.43%, and a life of 1.04 years. The fair value
of $22,200 has been included within general and administrative expenses in the
statement of operations.

Under an agreement dated July 2, 2003 which replaced an agreement dated June 19,
2003, for the engagement of a consultant as a management consultant to the
Company, the Company issued warrants for 270,000 shares. This agreement,
together with the warrants issued, was cancelled in September 2003. The fair
value of these warrants on June 19, 2003 of $226,800 was determined using the
Black-Scholes method with the following assumptions: a volatility of 80%, a
dividend yield of 0%, a risk-free interest rate of 4.43%, and a life of 1.04
years. The fair value of $226,800 has been included within general and
administrative expenses in the statement of operations.

Under an agreement dated July 2, 2003 which replaced an agreement dated June 19,
2003, for the engagement of a consultant as a management consultant to the
Company, the Company issued warrants for 300,000 shares. These warrants, which
had been exercisable at $1.50, were cancelled and replaced with 300,000 warrants
which can be exercised at $1.00 to reflect the movement in the market price of
the Company's common stock. The fair value of the original warrants on June 19,
2003 of $252,000 was determined using the Black-Scholes method with the
following assumptions: a volatility of 80%, a dividend yield of 0%, a risk-free
interest rate of 4.43%, and a life of 1.04 years. The fair value of $252,000 has
been included within general and administrative expenses in the statement of
operations. Under the new agreement dated July 23, 2003 which replaced the
agreement dated July 2, 2003, the Company issued warrants for 300,000 shares.
These warrants are included above under Other non-related parties and can be
exercised at $1.00 during the period July 23, 2003 through July 23, 2004 and
there is no minimum service period that is required before the warrants can be
exercised. The fair value of these warrants on July 23, 2003 of $534,000 was
determined using the Black-Scholes method with the following assumptions: a
volatility of 78%, a dividend yield of 0%, a risk-free interest rate of 5.04%,
and a life of 1 year. The additional fair value of $282,000 has been included
within general and administrative expenses in the statement of operations.
Hence, the total cost included within general and administrative expenses in the
nine-month period ended September 30, 2003 in relation to these warrants is
$534,000.

Under an agreement dated September 10, 2003, for the engagement of a consultant
as a management consultant to the Company, the Company issued warrants for
200,000 shares. These warrants are included above under Other non-related
parties and can be exercised at $1.00 during the period September 10, 2003
through September 10, 2004 and there is no minimum service period that is
required before the warrants can be exercised. The fair value of these warrants
on September 10, 2003 of $84,000 was determined using the Black-Scholes method
with the following assumptions: a volatility of 70%, a dividend yield of 0%, a
risk-free interest rate of 5.12%, and a life of 1 year. The fair value of
$84,000 has been included within general and administrative expenses in the
statement of operations.

Under an agreement dated January 6, 2004, the Company issued warrants for
297,000 shares in connection with a convertible loan dated December 31, 2003
(see Note 12). These warrants are included above under Other non-related parties
and can be exercised at $0.50 during the period January 6, 2004 through December
31, 2006. The fair value of these warrants on December 31, 2003 of $60,944 was
determined using the Black-Scholes method with the following assumptions: a
volatility of 180%, a dividend yield of 0%, a risk-free interest rate of 5.06%,
and a life of 3 years. The fair value of $60,944 has been included within
general and administrative expenses in the statement of operations.


                                      F-22
<PAGE>

14.  Commitments and contingencies

The Company is committed to paying license fees for software used by the
business. The licenses expire in five and ten years respectively. As at December
31, 2003, it is not possible to assess the amount payable over the remaining
period of these licenses as the amounts paid under the licences are expected to
be determined when the Company begins to generate revenues.

The Company, through its wholly owned subsidiary Onelink4travel Limited, entered
into an Operating Agreement in June 2002 with the International Air Transport
Association ("IATA"). Under the agreement, the Company was granted a license to
use IATA's intellectual property in return for transaction fees for the services
it provides and license fees for the use of the IATA brand and logo and in
recognition of the value of the IATA investment in software and other
facilities. License fees are payable based upon a percentage of the Company's
revenues but capped as the percentage payable reduces as the level of revenue
increases.

As a result of a dispute between the Company and IATA, IATA sent the Company a
notice of termination in 2003. Because the Company believes that it complied
with the requirements of the Operating Agreement, the Company has disputed
IATA's termination. The Company is attempting to resolve the matter with IATA
under mutually acceptable terms.

15.  Related party transactions

The following related party transactions took place during the period:
<TABLE>
<CAPTION>

Transaction                            Amount              Amount             Related Party
-----------                            ------              ------             -------------
<S>                                    <C>                 <C>                <C>
Agreement with IATA                                                           The  Company,  through  its  wholly  owned subsidiary
                                                                              Onelink4travel Limited,  entered  into  an Operating
                                                                              Agreement   with   the  International  Air  Transport
                                                                              Association ("IATA"),  See Note 14.

Consulting and Services Agreements     Outstanding as of   Invoiced during    Cornerstone  Alliance,  LLC, a company in which Mr FW
                                       December 31:        the year:          Guerin  (Chief  Executive  Officer)  is  Manager  has
                                                                              entered into a  consulting  services  agreement  with
                                       2003: $120,000      2003: $200,400     the  Company to  provide  the  services  of Mr Guerin
                                                                              which terminates on December 31, 2004.
                                       2002: $133,141      2002: $272,905


                                      F-23
<PAGE>

                                       2003: $280,469      2003: $179,000     K3 Business  Technology Group plc, a company in which
                                                                              Mr D Bolton (Chief Financial  Officer) is a director,
                                       2002: $89,344       2002: $127,000     has  entered  into a  consulting  services  agreement
                                                                              with  the  Company  to  provide  the  services  of Mr
                                                                              Bolton,  which is terminable on three months  notice.
                                                                              Mr  Bolton  was  a  director  of  the  Company  until
                                                                              November 26, 2003.


                                       2003: $125,260      2003: $124,400     Nichols & Co,  LLC,  a company in which Mr WE Nichols
                                                                              (Director)  is an owner,  entered  into a  consulting
                                       2002: $60,739       2002: $102,750     services  agreement  with the  Company to provide the
                                                                              services of Mr Nichols,  which terminated on December
                                                                              31, 2003.

                                       2003: $116,437      2003: $144,000     Emsley  Management Ltd, a company which is controlled
                                                                              by Mr R Emsley,  entered into a  consulting  services
                                       2002: $nil          2002: $nil         agreement  with the Company to provide  the  services
                                                                              of Mr Emsley which terminated on December 31, 2003.

                                       2003: $136,668      2003: $111,895     A  holder  of more  than 5% of the  Company's  common
                                                                              stock has a consulting  services  agreement  with the
                                       2002: $77,441       2002: $123,000     Company which is terminable on three months notice.

Loans from executive officers                                                 All  loans  from  executive officers have been repaid
                                                                              during the year ended December 31, 2003.

Share grants                                                                  On  February  3,  2003,  the  Board  agreed  to grant
                                                                              shares to the  directors  for their  services  to the
                                                                              Board  during  2003.   50,000   common   shares  were
                                                                              granted to  Cornerstone  Alliance,  LLC, a company in
                                                                              which Mr FW Guerin is Manager.  50,000  common shares
                                                                              were granted to Mr. D Bolton.  50,000  common  shares
                                                                              were  granted to  Nichols &  Company,  LLC, a company
                                                                              owned by Mr. W E Nichols (Director).

                                                                              200,000 common shares were also granted to Cornerstone
                                                                              Alliance, LLC, for services.

Capital held for the Company's benefit $322,676                               A  number  of  cash   receipts  and   payments   were
                                                                              administered  through the bank account of Cornerstone
                                                                              Alliance,  LLC,  on  behalf  of  the  Company.  Mr FW
                                                                              Guerin  (Chief  Executive   Officer)  is  Manager  of
                                                                              Cornerstone  Alliance,  LLC. As of December 31, 2003,
                                                                              the  capital  held  for  the  Company's  benefit  was
                                                                              $322,676.

                                                                              Since  the  year  end, all  of this  capital has been
                                                                              utilized  for the  Company's  benefit and the Company
                                                                              no longer uses Cornerstone's account on its   behalf.
</TABLE>


See also the events described in Note 13.


                                      F-24

<PAGE>




16. Subsequent events


     a)   On January 12, 2004, Peter Boatright was appointed to the Board of
          Directors.

     b)   On January 20, 2004, the company announced that it has changed its
          name to One Link 4 Travel, Inc.

     c)   Since the year end, the Company has received over $1 million from the
          issue of shares of common stock and convertible loan notes.

                                      F-25
<PAGE>

ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
        FINANCIAL DISCLOSURE

None.

ITEM 8A. CONTROLS AND PROCEDURES

     (a)  Evaluation of disclosure controls and procedures.

               The Company's principal executive officer and its principal
               financial officer, based on their evaluation of the Company's
               disclosure controls and procedures (as defined in Exchange Act
               Rules 13a-15(e) and 15d-15(e)) as of the end of the period
               covered by this Annual Report on Form 10-KSB, have concluded that
               the Company's disclosure controls and procedures are effective
               for ensuring that information required to be disclosed by the
               Company in the report that it files or submits under the
               Securities Exchange Act of 1934 is recorded, processed,
               summarized and reported within the time period specified in the
               SEC's rules and forms.(b) Changes in Internal Controls.

               There were no changes in the Company's internal control over
               financial reporting that occurred during the Company's last
               fiscal quarter that have materially affected, or are reasonably
               likely to materially affect, the Company's internal control over
               financial reporting.


                                    PART III.

Information concerning matters in Items 9, 10, 11, 12 and 14 is being
incorporated by reference into a definitive proxy statement, which is expected
to be filed within 120 days after the close of our fiscal year.



ITEM 13. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K

(a)  Exhibits

       Exhibit 2    Acquisition Agreement by and among the Company, FS2 Limited,
                    the shareholders of FS2 Limited and Nichols & Co., LLC,
                    dated September 12, 2002 (incorporated by reference to an
                    exhibit to the Company's report on Form 8-K filed September
                    27, 2002).
<PAGE>
       Exhibit 3.1    Amended and Restated Certificate of Incorporation (1).

       Exhibit 3.1.1  Certificate of Amendment of Certificate of Incorporation.

       Exhibit 3.2    Bylaws (incorporated by reference to the Company's Form
                      SB-2, filed February 1, 2002).

       Exhibit 4      Common Stock Certificate (1).

       Exhibit 10.1   Consulting  Services Agreement between the Company and
                      Cornerstone  Alliance,  LLC, dated September 12, 2002 (1).

       Exhibit 10.1.1 Restricted Stock Agreement and Consulting Services
                      Agreement Modifications between the Company and
                      Cornerstone Alliance, dated February 3, 2003 (1).

       Exhibit 10.2   Warrant to Purchase Common Shares issued by the Company to
                      Cornerstone Alliance dated September 13, 2002 with respect
                      to 450,000 shares of the Company's common stock (1).

       Exhibit 10.3   Operating Agreement between FS2 Limited and International
                      Air Transport Association (1).*

       Exhibit 10.4   Restricted Stock Purchase Agreement between FS2 Limited
                      and David Bolton, dated July 24, 2002 (1).

       Exhibit 10.5   Restricted Stock Purchase Agreement between FS2 Limited
                      and Cornerstone Alliance, LLC (1).

       Exhibit 10.6   Restricted Stock Purchase Agreement between FS2 Limited
                      and Red Sky Holdings, LLC (1).

       Exhibit 10.7   Support Agreement between FS2 Limited and K3 Business
                      Technology Group plc, dated May 23, 2002 (1).

       Exhibit 10.8   Agreement between FS2 Limited and World Distribution
                      Consultants Limited, dated April 15, 2002, as amended by
                      the Deed of Variation (1).

       Exhibit 10.9   Consulting and Services Agreement between FS2 Limited and
                      Emsley Management Ltd., dated January 1, 2002 (1).

       Exhibit 10.10  Services Agreement between FS2 Limited and Videcom
                      International Limited (1).*

       Exhibit 10.11  Services Agreement between FS2 Limited and Webb &
                      Flo Inc., dated May 28, 2002 (1).*

       Exhibit 10.12  Services Agreement between FS2 Limited and Thermeon
                      Corporation, dated September 11, 2002 (1).*

       Exhibit 10.13  Engagement Letter as Finance Director between FS2 Limited
                      and David J. Bolton, dated May 15, 2002 (1).
<PAGE>
       Exhibit 10.14  Engagement Letter as Director - Corporate  Development
                      between FS2 Limited and F. William Guerin,  dated May
                      15, 2002 (1).

       Exhibit 10.15  Engagement Letter as Director and COO between FS2 Limited
                      and Roger Emsley, dated May 15, 2002 (1).

       Exhibit 10.16  Engagement  Letter as Director,  Chairman of the Board and
                      CEO between FS2 Limited and Graeme Pearce,  dated May 15,
                      2002 (1).

       Exhibit 10.17  Note and Warrant Purchase Agreement, among the Company and
                      various lenders, dated January 6, 2004, together with form
                      of Convertible Promissory Note and Warrant.

       Exhibit 10.18  Agreement between the Company and Waterford Equities,
                      Inc., dated April 9,  2003.

       Exhibit 14     Code of Ethics.

       Exhibit 21     Subsidiaries of the Registrant.

       Exhibit 31.1   Certification of CEO pursuant to Section 906 of the
                      Sarbanes-Oxley Act of 2002.

       Exhibit 31.2   Certification of CFO pursuant to Section 906 of the
                      Sarbanes-Oxley Act of 2002.

       Exhibit 32     Certification of CEO and CFO pursuant to Section 1350 of
                      the Sarbanes-Oxley Act of 2002.

     (1)  Incorporated by reference to an exhibit to the Company's Report on
          Form 10-KSB for the year ended December 31, 2002.

     *    Portions of Exhibits 10.3, 10.10, 10.11 and 10.12 have been omitted
          from the publicly filed copy and have been filed separately with the
          Secretary of the Commission pursuant to requests for confidential
          treatment.

(b)  Reports on Form 8-K

The Company filed two Reports on Form 8-K on October 24, 2003, attaching as
exhibits news releases which reported developments related to the Company's
relationship with IATA and conversion of payables to common stock, respectively.




<PAGE>




                                   SIGNATURES


In accordance with the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant caused this report to be signed on its
behalf on April 13, 2004 by the undersigned, thereunto duly authorized.


                                       ONE LINK 4 TRAVEL, INC


                                       /s/ F.W. Guerin
                                       ---------------
                                        F. W. Guerin
                                       Chief Executive Officer

In accordance with the Securities Exchange Act of 1934, this report has been
signed below by the following persons on behalf of the registrant on April 13,
2004 and in the capacities indicated below.



                                       /s/ F.W. Guerin
                                       ---------------
                                       F. W. Guerin
                                       Chief Executive Officer, President,
                                       Secretary and Director


                                       /s/ David Bolton
                                       ----------------
                                       David Bolton
                                       Chief Financial Officer


                                       /s/ Peter Boatright
                                       -------------------
                                       Peter Boatright,
                                       Director


                                       /s/ Edward Nichols
                                       ------------------
                                       Edward Nichols
                                       Director

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