UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON D.C. 20549


                           -------------------------

                                   FORM 10-QSB/A

              QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (D) OF
                           THE SECURITIES ACT OF 1933

                      FOR THE QUARTER ENDED MARCH 31, 2004

                           COMMISSION FILE NO. 0-21991

                            -------------------------

                                 MEDIAWORX, INC.
                 (Name of small business issuer in its charter)


          WYOMING                         2750                   98-0152226
(State or other Jurisdiction of (Primary Standard Industrial (I.R.S. Employer
Incorporation or Organization)  Classification Code Number)  Identification No.)
------------------------------- ---------------------------- -------------------


                       1895 PRESTON WHITE DRIVE, SUITE 250
                             RESTON, VIRGINIA 20191
                                 (703) 860-6580
(Address and telephone number of principal executive offices and principal place
 of business)



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

Securities registered under Section 12(g)of the Exchange Act: Common Stock,
$.005 par value

Check whether the  registrant  filed all  documents  and reports  required to be
filed by Section 12, 13 or 15 (d) of the Exchange Act after the  distribution of
securities under a plan confirmed by a court. Yes [X] or [ ]

As of May 10,  2004,  there were  8,155,143  shares of the  Registrant's  Common
Stock, par value $0.005, issued and outstanding.

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


<PAGE>



                                 MEDIAWORX, INC.
                          FORM 10-QSB/A QUARTERLY REPORT

                                TABLE OF CONTENTS


PART I: FINANCIAL INFORMATION

     ITEM 1:  CONSOLIDATED INCOME STATEMENTS

            Consolidated Balance Sheets  ...................................F-2

            Consolidated Statements of Income  .............................F-4

            Consolidated Statements of Stockholders' Equity (Deficit) ......F-5

            Consolidated Statements of Cash Flows  .........................F-8

            Notes to Consolidated Financial Statements ....................F-10


     ITEM 2:  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
              RESULTS OF OPERATIONS


PART II: OTHER INFORMATION




<PAGE>


                                 MEDIAWORX, INC.
                           CONSOLIDATED BALANCE SHEET
                                   (UNAUDITED)
                                    ---------


                                                      March 31,     December 31,
ASSETS:                                                 2004           2002
-------                                             ------------    ------------


CURRENT ASSETS
     Cash and Cash Equivalents                        $  80,274       $ 101,807
     Accounts Receivable                                 35,069          35,513
     Prepaid Expenses                                     4,939             793
                                                    ------------    ------------
          Total Current Assets                          120,282         138,113
                                                    ------------    ------------

FIXED ASSETS
     Furniture, Fixtures, and Equipment                  16,580           7,362
     Software                                            25,548          12,045
     Less Accumulated Depreciation                       (4,426)         (1,200)
                                                    ------------    ------------
          Net Fixed Assets                               37,702          18,207
                                                    ------------    ------------

OTHER ASSETS
     Notes Receivable - Related Party                    62,253          59,171
                                                    ------------    ------------
          Total Other Assets                             62,253          59,171
                                                    ------------    ------------
TOTAL ASSETS                                          $ 220,237       $ 215,491
                                                    ============    ============




                See accompanying notes to financial statements.

                                      F-2

<PAGE>

<TABLE>

<CAPTION>

                                 MEDIAWORX, INC.
                           CONSOLIDATED BALANCE SHEET
                                   (UNAUDITED)
                                   (Continued)

                                                             March 31,     December 31,
LIABILITIES AND STOCKHOLDERS' EQUITY:                          2004           2003
------------------------------------                       ------------    ------------
<S>                                                        <C>             <C>

CURRENT LIABILITIES
     Accounts Payable                                       $    48,043    $    41,373
     Accrued Expenses                                            39,071         40,369
     Accrued Interest                                            39,738         23,408
     Note Payable-Related Party                                 275,000        275,000
     Short Term Notes Payable                                   100,000        100,000
                                                           ------------    ------------
          Total Current Liabilities                             501,852        480,150
                                                           ------------    ------------

NON-CURRENT LIABILITIES
     Convertible Debenture                                      240,000          --
     Long Term Note Payable                                     544,333        544,333
                                                           ------------    ------------
          Total Long Term Liabilities                           784,333        544,333
                                                           ------------    ------------

TOTAL LIABILITIES                                             1,286,185     1,024,483
                                                           ------------    ------------

STOCKHOLDERS' EQUITY (DEFICIT)
     Preferred Stock - 10% Cumulative, $.10 par value,
         4,000,000 Authorized; 3,500,000 and 0 Issued and
         Outstanding at March 31, 2004 and
         December 31, 2003                                      350,000        350,000
    Common Stock - $.005 par value, 150,000,000
         Authorized, 7,733,740 and 6,834,610 Issued and
         Outstanding at March 31, 2004 and
         December 31, 2003                                       38,669         34,097
    Common Stock to be Issued, 250,000 and 250,000                1,250          1,250
     Paid in Capital                                          1,073,938        763,136
    Accumulated Deficit                                      (2,529,805)    (1,957,475)
                                                           ------------    ------------
          Total Stockholders' Equity (Deficit)               (1,065,948)      (808,992)
                                                           ------------    ------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                  $   220,237    $   215,491
                                                           ============    ============

</TABLE>







                 See accompanying notes to financial statements.

                                      F-3
<PAGE>



                                 MEDIAWORX, INC.
                        CONSOLIDATED STATEMENT OF INCOME
                                   (UNAUDITED)


                                              For the Three Months Ended
                                                       March 31,
                                                 2004           2003
                                             -----------    -----------

Revenue                                      $    73,142    $      --

Cost of Goods Sold                                55,382           --
                                             -----------    -----------
Gross Profit                                      17,760           --
                                             -----------    -----------
Operating Expenses
  Selling and Marketing                           99,158           --
  Printing Services                               22,449           --
  General and Administrative                     206,427          2,627
                                             -----------    -----------
  Total Operating Expenses                      (307,034)         2,627
                                             -----------    -----------

Operating Income (Loss)                         (307,274)        (2,627)
                                             -----------    -----------
Other Income (Expense)
  Miscellaneous Income                              --            8,745
  Finance Fees                                  (240,000)          --
  Interest Income (Expense)                      (22,056)       (21,171)
                                             -----------    -----------
  Total Other Income (Expense)                  (262,056)       (12,426)
                                             -----------    -----------

Net Income (Loss)                            $  (572,056)   $   (15,053)
                                             ===========    ===========

Basic Earnings Per Share                     $     (0.08)   $     (0.07)
                                             ===========    ===========

Weighted Average Shares Outstanding            7,014,224        214,306
                                             ===========    ===========




                 See accompanying notes to financial statements

                                      F-4
<PAGE>

<TABLE>

<CAPTION>

                                 MEDIAWORX, INC.
            CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)
                                   (UNAUDITED)
                                                                                                         Accumulated     Retained
                                    Preferred Stock               Common Stock                Paid in      Comp.         Earnings/
                                 Shares   Par Value    Shares     To be Issued   Par Value    Capital      Income        (Deficit)
                               ---------  ---------    --------   ------------   ---------   --------    -----------   -------------
<S>                                                                             <C>          <C>         <C>           <C>

Balance at December 31, 2002           -    $     -     214,306            -      $  1,072   $ 106,081   $    2,500    $ (1,120,356)

Issuance of Stock for Services
   June 17, 2003                       -          -      10,000            -            50      19,950            -               -

Issuance of Stock for Services
   June 30, 2003                       -          -     800,000            -         4,000      12,000            -               -

Issuance of Shares in
   Connection with MediaWorx
   Merger, July 1, 2003        3,500,000    350,000   4,000,000        1,250        20,000           -            -               -

Shares Issued For Cash
    July 31, 2003                      -          -     263,016                      1,315      87,987
                                                                                                                  -               -
Shares Issued For Cash
    August 15, 2003                    -          -     160,647                        803      62,746            -               -

Shares Issued For Cash
    September 2, 2003                  -          -     398,318                      1,992     145,916            -               -

Shares Issued For Cash
    September 17, 2003                 -          -     288,323                      1,441     100,811            -               -

Shares Issued For Cash
    October 3, 2003                    -          -      73,296                        366      24,371            -               -

Shares Issued for Cash
    October 15, 2003                   -          -      69,298                        347      23,041            -               -



                                      F-5
<PAGE>




                                 MEDIAWORX, INC.
            CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)
                                   (UNAUDITED)
                                   (Continued)
                                                                                                          Accumulated    Retained
                                   Preferred Stock                  Common Stock               Paid in      Comp.        Earnings/
                                 Shares   Par Value       Shares    To be Issued   Par Value   Capital      Income       (Deficit)
                               ---------  ---------      --------   ------------   ---------   ---------  -----------    ----------
Shares Issued for Cash
    November 1, 2003                   -     $    -       192,309       $     -      $   962   $  63,942     $      -      $      -

Shares Issued for Cash
    November 18, 2003                  -          -       105,572             -          528      35,103            -             -

Shares Issued for Cash
    December 1, 2003                   -          -       113,868             -          569      37,861            -             -

Shares Issued for Cash
    December 15, 2003                  -          -       130,306             -          652      43,327            -             -
                                                                              -                                                   -
Other Comprehensive Loss                                                                                       (2,500)
Net Loss                                                                                                                   (837,119)
                               ---------  ---------      --------   ------------   ---------   ---------  -----------    ----------
Balance December 31, 2003      3,500,000    350,000     6,819,259         1,250       34,097     763,136            -    (1,957,475)

Shares Issued For Cash
     January 7, 2004                   -          -       173,520             -          867      57,695            -             -

Shares Issued For Cash
     January 19, 2004                  -          -       139,601             -          698      46,417            -             -

Shares Issued For Cash
     February 5, 2004                  -          -       207,309             -        1,037      68,930            -             -

Shares Issued For Cash
     February 28, 2004                 -          -       150,452             -          752      50,026            -             -

Issuance of Convertible Debenture
     February 24, 2004                                                                             5,854



                                    F-6
<PAGE>



                                 MEDIAWORX, INC.
            CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)
                                   (UNAUDITED)
                                   -----------
                                   (Continued)
                                                                                                         Accumulated     Retained
                                   Preferred Stock                 Common Stock               Paid in      Comp.         Earnings
                                Shares     Par Value      Shares   To be Issued   Par Value   Capital     Income        (Deficit)
                               ---------  ---------    --------    ------------   ---------   ---------  -----------    ----------
Shares Issued for Cash
    March 1, 2004                    -       $    -        8,000    $     -       $      40   $   3,543   $        -    $       -

Shares Issued for Cash
    March 2, 2004                    -            -      207,309          -           1,037      68,930            -            -

Shares Issued for Cash
    March 15, 2004                   -            -       28,290          -             141       9,407            -            -

Net Loss                                                                                                                  (572,330)
                             ---------    ---------    ---------   ------------  ----------   ----------  ----------    -----------
Balance March 31, 2004       3,500,000    $ 350,000    7,733,740   $  1,250      $   38,669   $1,073,938  $        -    $(2,529,805)
                             =========    =========    =========   ============  ==========   ==========  ==========    ===========


</TABLE>









                 See accompanying notes to financial statements.

                                      F-7
<PAGE>

<TABLE>

<CAPTION>

                                 MEDIAWORX, INC.
                      CONSOLIDATED STATEMENT OF CASH FLOWS
                                   (UNAUDITED)
                                   -----------

                                                           For the Three Months Ended
                                                                   March 31,
                                                               2004         2003
                                                             ---------    ---------
<S>                                                          <C>          <C>

CASH FLOWS FROM OPERATING ACTIVITIES
------------------------------------
Net Income (Loss)                                            $(572,330)   $ (15,053)

  Adjustments to Reconcile Net Income to Net Cash Provided
  by Operating Activities:
       Depreciation                                              3,226          108

   Change in Operating Assets and Liabilities:
      (Increase) Decrease in Accounts Receivable                   444         --
      (Increase) Decrease in Prepaid Expenses                   (4,146)      (3,778)
      (Increase) Decrease in Related Party Receivable           (3,082)        --
      Increase (Decrease) in Accounts Payable                    6,670       (3,239)
      Increase (Decrease) in Accrued Payroll & Taxes            (1,298)        --
      Increase (Decrease) in Accrued Interest                   16,330       21,171
                                                             ---------    ---------

    Net Cash Used in Operating Activities                     (554,186)        (791)
                                                             ---------    ---------

CASH FLOWS FROM INVESTING ACTIVITIES
------------------------------------
     Short Term Loan to Related Party                             --          5,331
     Purchase of Marketable Securities                            --         (5,331)
     Purchase of Property and Equipment                         (9,218)        --
     Purchase of Software                                      (13,503)        --
                                                             ---------    ---------

    Net Cash Used in Investing Activities                      (22,721)        --
                                                             ---------    ---------

CASH FLOWS FROM FINANCING ACTIVITIES
     Issurance of Convertible Debenture                        245,854
     Proceeds from Sale of Common Stock                        309,520         --
                                                             ---------    ---------

    Net Cash Used in Financing Activities                      555,374         --
                                                             ---------    ---------
</TABLE>




                See accompanying notes to financial statements.

                                      F-8
<PAGE>



                                 MEDIAWORX, INC.
                      CONSOLIDATED STATEMENT OF CASH FLOWS
                                   (UNAUDITED)
                                    ----------
                                   (Continued)

                                                      For the Three Months Ended
                                                             March 31,
                                                         2004         2003
                                                       ---------    ---------

Net (Decrease) Increase in Cash and Cash Equivalents   $ (21,533)   $    (791)
Cash and Cash Equivalents at Beginning of Period         101,807       10,759
                                                       ---------    ---------

Cash and Cash Equivalents at End of Period             $  80,274    $   9,968
                                                       =========    =========

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the year for:
  Interest                                             $    --      $    --
  Franchise and income taxes                           $     110    $    --


SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES:
None


















                 See accompanying notes to financial statements


                                      F-9
<PAGE>



                                 MEDIAWORX, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
--------------------------------------------------------------------

This summary of accounting  policies for MediaWorx,  Inc. is presented to assist
in understanding the Company's  financial  statements.  The accounting  policies
conform to generally accepted  accounting  principles and have been consistently
applied in the preparation of the financial statements.

Interim Reporting
-----------------

The unaudited financial  statements as of March 31, 2004 and for the three month
period then ended, in the opinion of management,  all adjustments (which include
only normal  recurring  adjustments)  necessary  to fairly  state the  financial
position and results of operations for the three months.  Operating  results for
interim  periods are not  necessarily  indicative  of the  results  which can be
expected for full years.

Organization and Basis of Presentation
--------------------------------------

The  Company  was  incorporated  under the laws of the State of  Wyoming in 1963
under the name MacTay  Investment  Co. The company  changed its name to Advanced
Gaming  Technology,  Inc. in 1991. In June 2002,  the Company ceased its primary
operating  activities,  developing  and marketing  technology for the casino and
hospitality industry.

On July 1, 2003, the Company  completed a reverse  triangular  merger  involving
Advanced  Capital  Services,  LLC,  a  Nevada  limited  liability  company,  The
MediaWorx,  Inc. a wholly owned  subsidiary of Solar  Satellite  Communications,
Inc. and the Company and it's newly formed  wholly  owned  subsidiary  MediaWorx
Acquisition  Company,  LLC. As a result of the merger the Company  acquired  the
assets of The MediaWorx,  Inc., which consisted primarily of a business plan and
the people involved in the management and procurement of print,  packaging,  and
cross-media services. See Note 8 for detailed description of merger.

Nature of Operations
--------------------

MediaWorx, Inc. is a media production and management business. The services that
the Company  provides  include  print,  audio/video,  digital asset  management,
graphic  design,  production  and  fulfillment  for  traditional  and  web-based
marketing  and  communications  products and  services.  MediaWorx  provides the
Company's  sales  representatives  with the  support  and  leverage  of a strong
customer service culture, in-house pre-press capabilities, e-business solutions,
and a base of  production  partners  that  can  fulfill  the  complexity  of any
Customer order. The Company is a virtual  printing  company- it neither owns nor
has its capital tied up in printing  equipment or  facilities  but works with an
established network of the most capable,  technologically  advanced printers and
production houses.



                                      F-10
<PAGE>

                                MEDIAWORX, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
--------------------------------------------------------------------
(Continued)
-----------

Use of Estimates
----------------

The financial  statements are prepared in conformity with accounting  principles
generally  accepted in the United States of America.  In preparing the financial
statements, management is required to make estimates and assumptions that effect
the reported  amounts of assets and  liabilities  and  disclosure  of contingent
assets and  liabilities  as of the date of the balance  sheet and  statement  of
operations  for the year then  ended.  Actual  results  may  differ  from  these
estimates.  Estimates  are used when  accounting  for  allowance  for bad debts,
collectibility  of  accounts  receivable,  amounts  due to  services  providers,
depreciation, and litigation contingencies, among others.

Principals of Consolidation
---------------------------

The consolidated financial statements include the accounts of MediaWorx, Inc and
its wholly owned subsidiary MediaWorx Company, LLC. All significant intercompany
accounts and transactions have been eliminated.

Cash Equivalents
----------------

For the purpose of reporting cash flows, the Company considers all highly liquid
debt  instruments  purchased  with  maturity of three  months of less to be cash
equivalents to the extent the funds are not being held for investment purposes.

Concentration of Credit Risk
----------------------------

The Company has no significant  off-balance-sheet  concentrations of credit risk
such as foreign exchange  contracts,  options contracts or other foreign hedging
arrangements.

Revenue Recognition
-------------------

The  Company's  revenues  are derived from  customized  printing and cross media
services.  Revenue is recognized when earned as the services are provided or the
product is delivered in  accordance  with the  underlying  purchase  order.  The
Company  recognizes  gross revenues under the provision of Emerging  Issues Task
Force (EITF) Issue No. 99-19 "Recording Revenue Gross as Principal vs. Net as an
Agent".  The Company acts as the principal,  takes title to the products and has
the risk and rewards of ownership. The Company has not yet generated any revenue
while  acting as an agent or broker.  If the Company acts as an agent or broker,
the Company will account for those revenues on a net basis.



                                      F-11
<PAGE>

                                 MEDIAWORX, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Property and Equipment
----------------------

Property  and  equipment  is stated at cost.  Depreciation  is  computed  on the
straight-line  method,  based on the  estimated  useful  lives of the  assets of
generally  three to five years.  Expenditures  for  maintenance  and repairs are
charged  to  operations  as  incurred.  Major  overhauls  and  improvements  are
capitalized  and  depreciated  over  their  useful  lives.  Upon  sale or  other
disposition  of  property  and  equipment,  the  cost  and  related  accumulated
depreciation or amortization if removed from the accounts,  and any gain or loss
is included in the determination of income or loss.

Net Income (Loss) Per Common Share
----------------------------------

Basic earnings per share are computed by dividing  earnings  available to common
stockholders by the weighted average number of common shares  outstanding during
the  period.  The  effect  of  outstanding  common  stock  equivalents  would be
anti-dilutive for 2004 and 2003 and are thus not considered.

Reclassifications
-----------------

Certain  reclassifications  have been made in the 2003  financial  statements to
conform with the March 31, 2004 presentation.


NOTE 2 - INCOME TAXES
---------------------

Deferred  income taxes  (benefits)  are provided for certain income and expenses
which are  recognized  in  different  periods  for tax and  financial  reporting
purposes.  The  Company had net  operating  loss carry  forwards  for income tax
purposes of approximately  $36,459,114,  expiring at various dates from December
31, 2015 through  December 31, 2023. A loss generated in a particular  year will
expire for federal  tax  purposes  if not  utilized  within  twenty  years.  The
Internal  Revenue  Code  contains  provisions  that  would  reduce  or limit the
availability  and  utilization  of this net  operating  loss carry  forwards  if
certain  ownership changes have been or will be taking place. In accordance with
SFAS No. 109, a valuation  allowance is provided when it is more likely than not
that all or some portion of the deferred tax asset will not be realized.  Due to
the  uncertainty  with  respect to the  ultimate  realization  of the loss carry
forwards,  the  Company  established  a valuation  allowance  for the entire net
deferred income tax asset as of December 31, 2003.



                                      F-12
<PAGE>

                                 MEDIAWORX, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


NOTE 3 - PREFERRED STOCK
------------------------

The  Company  has  authorized  4,000,000  shares at $.10 par  value  convertible
preferred  stock.  Shares of the Series A Preferred Stock are convertible at the
option  of the  holder  on a  one-for-five  basis,  subject  to  adjustment  for
dilution,  into shares of common stock.  Each share of Series A Preferred  Stock
will be automatically converted into common stock upon a sale or transfer of all
or  substantially  all of  MediaWorx's  assets  for  cash  or  securities,  or a
statutory share exchange in which stockholders of MediaWorx may participate.

Each share of Series A  Preferred  Stock has voting  rights  equal to the voting
rights of the common stock on an as if converted  basis.  Upon any  liquidation,
dissolution or winding up of MediaWorx,  whether  voluntary or involuntary,  the
holders  of record of shares of  Series A  Preferred  Stock  shall be  entitled,
before any  distribution  or payment is made upon  outstanding  shares of common
stock,  to be paid an amount  equal to the Original  Issue Price.  If, upon such
liquidation,  the  assets  to be  distributed  among  the  holders  of  Series A
Preferred Stock shall be  insufficient  to permit such payment,  then the entire
assets of MediaWorx to be so distributed shall be distributed  ratably among the
holders of Series A Preferred Stock.

On July 1, 2003,  the Company  issued  3,500,000  shares of  preferred  stock in
connection  with the merger  between  its  wholly  owned  subsidiary,  MediaWorx
Company, LLC and Advanced Capital Services, LLC.

NOTE 4 - COMMON STOCK
---------------------

The Company has authorized 150,000,000 shares of $0.005 par value common stock.

On June 17, 2003,  the Company issued  1,000,000  shares of common stock (10,000
shares after  retroactive  adjustment for the 100:1 stock split described below)
to a former officer in exchange for continued  consulting  for the Company.  The
shares  were  valued at $.02 and the  Company  recorded  $20,000  of  consulting
expenses.

On June 23, 2003, the Board of Directors approved a proposal to effectuate a 100
to 1 reverse  stock split of the  Company's  outstanding  common  shares with no
effect on the par value or on the number of  authorized  shares.  As a result of
this action,  the total number of outstanding  shares of common stock is reduced
from 22,430,587 to 224,306 shares.

On June 30, 2003,  the Company  issued 800,000 shares of common stock to the Law
Offices  of Henry S.  Meyer  under a legal  services  and  consulting  agreement
entered  into  February 1, 2003.  The shares were valued at $.02 and the Company
recorded $16,000 of consulting expenses.

On July 1,  2003,  the  Company  issued  4,000,000  shares  of  common  stock in
connection  with the merger  between  its  wholly  owned  subsidiary,  MediaWorx
Company, LLC and Advanced Capital Services, LLC.



                                      F-13
<PAGE>


                                 MEDIAWORX, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


NOTE 4 - COMMON STOCK (continued)
---------------------------------

Between July 31, 2003 and December 31, 2003, the Company issued 1,794,953 shares
of common stock in  connection  with a  regulation  S offering.  The shares were
issued from $.34 to $.40 per share.

During the first quarter ended March 31, 2004, the Company issued 914,481 shares
of common stock to various  people in  connection  with a regulation S offering.
The shares were issued from $.34 to $.45 per share.

NOTE 5 - NOTES PAYABLE
----------------------

A note  payable to SDA List  Brokers,  Inc.  (SDA),  in the amount of  $940,939,
accrued  interest  at 9%, and was due in monthly  payments  of $6,200  beginning
March 1, 2000.  On June 25, 2003,  this note and the accrued  interest  totaling
$1,046,504 was settled by the Company in return for issuing a promissory note to
SDA in the amount of  $25,000,  with 2%  interest  per  annum,  and a warrant to
purchase up to 100,000 shares of common stock of the Company.  If the warrant is
not exercised by the expiration date of June 25, 2004 then the Company shall pay
SDA $75,000.  As a result of this  transaction,  debt forgiveness  income in the
amount of $946,504 was recognized during the year ended December 31, 2003.

Equity Line of Credit
---------------------

In February 2004, the Company entered into an equity line of credit with Cornell
Capital Partners, L.P. Under the terms of the agreement, the Company may sell up
to $5,000,000 of its common stock.  The sale price is 95% of the lowest  closing
bid price for the five days  immediately  following the notice date. The Company
also gave Cornell  Capital  Partners an unsecured  convertible  debenture in the
amount of  $240,000  as  compensation,  as well as 5% of any  proceeds  from the
equity line of credit.

Unsecured Convertible Debenture
-------------------------------

During February,  2004 the Company issued an unsecured  convertible debenture in
connection with the Equity Line of Credit. The $240,000 is due and payable, with
5% interest, three years from the date of issuance, unless sooner converted into
shares of common stock.  The debenture is convertible,  subject to a maximum cap
of $50,000 per day any time up to the  maturity at a  conversion  price equal to
100% of the lowest closing bid price of the common stock for the three preceding
trading  days.  At  maturity,  the Company  has the option to pay the  principal
balance and accrued interest in cash or convert the debenture into common shares
at a price  equal to 100% of the lowest  closing  bid price for the three  prior
trading days.






                                      F-14
<PAGE>

                                 MEDIAWORX, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


NOTE 5 - NOTES PAYABLE (Continued)
----------------------------------

As of March 31, 2004 and December 31, 2003 the following amounts are due:


                                                         March 31,  December 31,
                                                           2004        2003
                                                      ------------  ------------
Note Payable-Related Party
Note Payable, Interest at 2%, payable to shareholder
  of Company upon request                             $    275,000  $    275,000
                                                      ============  ============

Long-Term Note Payable
Convertible Debenture                                 $    240,000  $          -
Note Payable, Interest at 12%, Due May 2008                544,333       544,333
                                                      ------------  ------------
Total Long-Term Note Payable                          $    784,333  $    544,333
                                                      ============  ============


NOTE 6 - COMMITMENTS AND CONTINGENCIES
--------------------------------------

The Company filed for reorganization  under Chapter 11 of the US Bankruptcy Code
in Las Vegas,  Nevada on August 26,  1998.  Under  Chapter  11,  certain  claims
against the Debtor in existence  prior to the filing of the petitions for relief
under the Federal Bankruptcy Laws are stayed while the Debtor continues business
operations as Debtor-in-possession. These claims were reflected in the March 31,
1999 balance sheet as "liabilities  subject to compromise".  The bankruptcy plan
was approved June 29, 1999 and became  effective on August 19, 1999. On February
15, 2000, the  Bankruptcy  Court in the District of Las Vegas approved the final
decree of the Company closing the Chapter 11 bankruptcy case of the Company.

The  Company  accounted  for the  reorganization  using  fresh-start  reporting.
Accordingly,   all  assets  and  liabilities  were  restated  to  reflect  their
reorganization   value,   which   approximates   fair   value  at  the  date  of
reorganization.

NOTE 7 - GOING CONCERN
----------------------

The  accompanying  financial  statements  have been prepared in conformity  with
accounting   principles   generally   accepted  in  the  United  States,   which
contemplates the Company as a going concern.  However, the Company has sustained
substantial operating losses in recent years and has used substantial amounts of
working capital in its operations.  Realization of a major portion of the assets
reflected  on  the  accompanying  balance  sheet  is  dependent  upon  continued
operations  of the Company,  which,  in turn,  is dependent  upon the  Company's
ability to meet its financing requirements and succeed in its future operations.
Management  believes that actions  presently being taken to revise the Company's
operating and financial  requirements  provide them with the opportunity for the
Company to continue as a going concern.




                                      F-15
<PAGE>

                                 MEDIAWORX, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


NOTE 8 - MERGER
---------------

On July 1,  2003,  the  Company  completed  a reverse  triangular  merger  ("the
Merger") whereby the Company acquired the assets a subsidiary of Solar Satellite
Communication,  Inc. ("SSCI"), a print and cross-media  marketing and management
company.  The Merger involved Advanced Capital  Services,  LLC, a Nevada limited
liability company ("ACLLC"),  MediaWorx Acquisition Company, LLC, a newly formed
Nevada  limited  liability  company and wholly owned  subsidiary  of the Company
("MWAC"), and the Company.

ACLLC, owned by Diamond Capital LLC and Quest Capital Resources,  LLC, purchased
the assets of The MediaWorx,  Inc., a wholly owned subsidiary of Solar Satellite
Communication,  Inc., a Colorado  corporation,  for 3,000,000  ACLLC  membership
interests.  The  assets of SSCI were  primarily  the  business  plan and  people
involved in the management and procurement of print, packaging,  and cross-media
services.

On July 1, 2003, as part of the Merger,  ACLLC was merged pursuant to Nevada law
into MWAC. As a consequence of the Merger,  MWAC became the surviving entity and
continues  to be a  wholly  owned  subsidiary  of the  Company.  A  copy  of the
associated Plan of Merger was filed with a Schedule 14C Information Statement on
July 1, 2003.

In the exchange,  as described  above,  the original  members of ACLLC  received
4,000,000  of  the  Company's  common  shares  and  3,500,000  preferred  shares
convertible 1 to 5 into common shares with voting rights as if converted,  i.e.,
17,500,000 common shares,  and SSCI received 250,000 of the Company's shares. As
of December 31, 2003, the 250,000 common shares have not been issued to SSCI.

Additionally,  ACLLC  purchased a  convertible  promissory  note held by Private
Investors  Equity,  LLC that was  originated  when SSCI  received  $500,000 from
Private  Investors  Equity,  LLC. In lieu of exercising the default  provisions,
ACLLC converted the Note and accrued interest into 27,216,650 SSCI common shares
and converted 250,000 Preferred C shares into shares with conversion rights of 1
to 40 into shares having  conversion and voting rights of 1 to 360. These shares
were partially  distributed to ACLLC and to the owners of ACLLC, Diamond Capital
LLC and Quest  Capital  Resources,  LLC.  As a result,  MWAC now has 49%  voting
control of SSCI and Diamond and Quest  respectively  each own 23% voting control
of SSCI.  Furthermore  as a result  of this  transaction,  MWAC  holds  the note
payable of $500,000 and accrued interest due to Private Investors Equity, LLC.

The following table  summarizes the estimated fair values of the assets acquired
and  liabilities  assumed  at the date of  acquisition.  The  allocation  of the
purchase price is subject to refinement when the valuation of certain intangible
assets are adjusted.






                                      F-16
<PAGE>


                                 MEDIAWORX, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


NOTE 8 - MERGER (Continued)
---------------------------

                                                      2003
                                                   ----------
       Assets:
           Investment in SSCI                      $1,191,333
                                                   ==========

       Liabilities:
           Accrued expenses                        $   46,333
           Long Term Debt                             775,000
                                                   ----------
                   Total Liabilities                  821,333

       Equity:
            Preferred Stock                        $  350,000
            Common Stock                               20,000
                                                   ----------
                   Total Equity                       370,000
                                                   ==========

                   Total Liabilities and Equity    $1,191,333
                                                   ==========


The  results  of  operations  for MWAC have been  included  in the  consolidated
financial  statements since the inception of MWAC. The aggregate  purchase price
was  4,000,000  common  shares  valued  at par  value  (4,000,000  x $.005)  and
3,500,000  preferred shares valued at par value (3,500,000 x $.10).  Total value
of $370,000.

The  acquired  intangible  assets of  $1,199,333  was  assigned to research  and
development  assets  that  were  written  off  at the  date  of  acquisition  in
accordance with FASB interpretation No. 4, Applicability of FASB Statement No. 2
to Business Combinations  Accounted for by the Purchase Method. Those write-offs
are included in Other Expense - Write Down of Investment.










                                      F-17
<PAGE>


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

This  quarterly  report on Form  10-QSB/A and the  information  incorporated  by
reference  herein  contain  "forward-looking  statements"  within the meaning of
Section 27A of the  Securities  Act of 1933, as amended,  and Section 21E of the
Securities Exchange Act of 1934, as amended.  Such statements  include,  but are
not  limited  to,   declarations   regarding  the  intent,   belief  or  current
expectations of the Company and its management,  projected  sales,  gross margin
and net  income  figures,  the  availability  of  capital  resources,  and plans
concerning  products  and  market  acceptance.  Forward-looking  statements  are
inherently subject to risks and uncertainties, many of which cannot be predicted
with accuracy and some of which may not even be  anticipated.  Future events and
actual results,  financial and otherwise, could differ materially from those set
forth  in or  contemplated  by the  forward-looking  statements  herein  and any
forward looking statements should be considered accordingly.

The  following  discussion  should  be read in  conjunction  with the  Financial
Statements and notes thereto:

OVERVIEW

MediaWorx, Inc. is a media production and management agency. The Company manages
the  production of all of a Customer's  marketing and  communication  materials,
including printing,  packaging,  signage, direct mail, fulfillment,  promotional
specialties,   audio/video,  digital  asset  management,   multi-media  and  Web
publications.  The Company provides  consultative  input to insure that concepts
are turned into practical  solutions.  As a single source solution  partner,  we
simplify the process for our Customers and seek "best fit" solutions.  MediaWorx
is targeting  commercial and other  organizations with annual media expenditures
of $100,000 or more.

MediaWorx   recognizes  that  print  and  media  buying   encompasses  a  strong
relationship aspect between the provider and the Customer.  MediaWorx's business
model is built on providing the Company's sales representatives with the support
and  leverage  of  a  strong  customer  service  culture,   in-house   pre-press
capabilities,  e-business solutions,  and a base of production partners that can
fulfill  the  complexity  of  any  Customer  order.  The  Company  is a  virtual
printing/cross-media  publishing  company-  it neither  owns nor has its capital
tied up in  printing/multi-media  equipment  or  facilities  but  works  with an
established network of the most capable,  technologically  advanced printers and
production houses.  MediaWorx's  Customer's benefit by getting superior customer
service - an end-to-end,  single source  solution from design and pre-press,  to
production  by the most  cost-effective  and time  efficient  production  house,
through distribution and digital asset management.

The Company's business strategy is three-fold:

o    Concentrate on commercial  printing,  a $110 billion business in the United
     States.  This is still a highly  fragmented  industry with more than 58,000
     entities  providing   printing  services.   MediaWorx  has  identified  and
     contracted  with a network of select  printers with specific  capabilities,
     equipment and technology that can be matched with specific printing jobs.





                                       18
<PAGE>


o    Hire high volume  Account  Representatives  and acquire  Print Brokers with
     existing "books" of business. Account Representatives/Brokers recognize the
     following  benefits of joining  MediaWorx:  increased sales productivity as
     the Company takes on the  administrative  and client  management  functions
     freeing them to sell more;  additional product offerings resulting from the
     expanded list of printers  available;  and additional  customer support and
     customer  continuity.  Most importantly  these benefits result in increased
     earning potential for the Account  Representatives/Brokers,  as well as the
     opportunity to participate in the upside growth of a public company.

o    Expand into other media. The processes from design through  fulfillment are
     similar for  electronic  media.  It is a relatively  simple  extension  for
     MediaWorx  to offer other  media  products  and  services,  thus  providing
     significant  benefits to Customers in the  management  and control of their
     intangible assets such as trademarks, logos, and service marks.


RESULTS OF OPERATIONS

THREE MONTHS ENDED MARCH 31, 2004 COMPARED TO THREE MONTHS ENDED MARCH 31, 2003

REVENUES AND GROSS PROFITS

The  Company  had sales of  $73,142  in the first  quarter  and gross  margin of
$17,760,  24.3% of sales. Sales were generated from 23 different customers.  The
Company had no sales and no customers for the same period in 2003.

Consistent with the Company's  business  strategy to hire sales  representative,
the Company hired three sales  representatives at the end of March, bringing the
total number of sales representatives to 6.

The new sales representatives,  the previous sales representatives filling their
pipeline,  and a general improvement in overall business conditions has resulted
in an increase is sales activity in the 2nd quarter.  April billings are $72,593
and as of May 10th, work in process is over $75,000.

OPERATING EXPENSES

Operating  expenses  for the three  months  ended March 31,  2004 were  $307,034
compared to $2,627 for the same period in 2003.

Operating expenses  increased from 2003 as a result of our beginning  operations
in July  2003.  In 2004,  operating  expenses  included  $99,158  for  sales and
marketing expense,  $22,449 for printing services  (pre-press  department),  and
$206,427 for general and administrative costs.




                                       19
<PAGE>



OTHER EXPENSES

Other  expenses  consisted  of $16,202 in  interest  expense.  This  compared to
$12,426  in other  expense  for the same  period in 2003,  made up of $21,171 in
interest expense and $8,745 in other income.

LIQUIDITY AND CAPITAL RESOURCES

The Company has a cash balance of $89,274.  The Company will require  additional
capital to continue  operations.  There is no  assurance  that  capital  will be
available.

The  Company  engaged an  offshore  licensed  brokerage  firm to raise on a best
efforts basis from $1.5 million to $3.0 million,  depending on market price, for
11,000,000 of the Company's common stock. During the first quarter,  the Company
completed a placement of 914,481 shares of common stock with  investors  located
outside of the United States in exchange for  $309,521.  The shares were offered
pursuant to an  exemption  from  registration  afforded by  Regulation  S to the
Securities  Act of  1933.  Shares  sold  pursuant  to  Regulation  S are  deemed
restricted  and may not be sold to any U.S.  Person  (as that term is defined in
the Regulation) for a period of one (1) year from date of sale. Thereafter,  the
shares will be subject to the restrictions of Rule 144.

In February 2004, the Company entered into an equity line of credit with Cornell
Capital Partners,  L.P. Pursuant to the equity line of credit,  the Company may,
at it's  discretion,  periodically  sell to Cornell  Capital  Partners shares of
common stock for a total purchase  price of up to $5,000,000.  For each share of
common stock purchased under the equity line of credit, Cornell Capital Partners
will pay 95% of the bid price on the  Over-the-Counter  Bulletin  Board or other
principal  market  on which  our  common  stock  is  traded  for the  five  days
immediately  following the notice date.  The bid price is defined as the closing
bid price,  as reported by Bloomberg  L.P., of the common stock on the principal
market or if the common stock is not traded on a principal  market,  the highest
reported  bid price as  furnished  by the  National  Association  of  Securities
Dealers,  Inc.  Cornell  Capital  Partners  may not own  more  than  9.9% of our
outstanding  common stock at any time.  Although  Cornell  Capital  Partners can
repeatedly  acquire and sell shares, the 9.9% limitation may hinder or delay our
ability to draw down  additional  advances if such advance  would cause  Cornell
Capital  Partners to own more than 9.9% of the Company's  common stock.  Cornell
Capital Partners is a private limited  partnership whose business operations are
conducted through its general partner, Yorkville Advisors, LLC. The Company also
gave Cornell Capital Partners a compensation debenture in the amount of $240,000
upon execution of the equity line of credit.  Further, the Company has agreed to
pay Cornell Capital Partners,  L.P. 5% of the proceeds that we receive under the
Equity Line of Credit.  In addition,  the Company engaged  Newbridge  Securities
Corporation,  a registered  broker-dealer,  to advise the Company in  connection
with  the  equity  line  of  credit.  For  its  services,  Newbridge  Securities
Corporation received 4,762 shares of our common stock.

In order to  continue to  facilitate  the  Company's  capital  requirements,  in
agreement with Private  Investors'  Equity,  LLC, the interest  payments for the
months August 2003 through  August 2004 will be  capitalized.  The new principal
balance  will be  approximately  $612,000.  Private  Investor's  Equity  will be
granted 200,000 warrants in consideration for this extension.


                                       20
<PAGE>


INFLATION AND REGULATION

The Company's operations have not been, and in the near term are not expected to
be, materially  affected by inflation or changing prices. The Company encounters
competition  from a variety of firms  offering  similar  products  in its market
area. Many of these firms have long-standing customer relationships and are well
staffed and well financed. The Company believes that competition in the industry
is based on competitive pricing, although the ability,  reputation and technical
support of a concern is also significant.  The Company does not believe that any
recently enacted or presently pending proposed  legislation will have a material
adverse effect on its results of operations.


                           PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

From time to time, the Company may become involved in various lawsuits and legal
proceedings which arise in the ordinary course of business.  However, litigation
is subject to inherent  uncertainties,  and an adverse  result in these or other
matters may arise from time to time that may harm our  business.  Currently  the
Company is not aware of any such  legal  proceedings  or claims  that we believe
will have,  individually or in the aggregate,  a material  adverse affect on the
business, financial condition or operating results.

ITEM 2.  CHANGES IN SECURITIES

During the first quarter of 2004, the Company  completed a placement of 914, 481
shares of common stock with  investors  located  outside of the United States in
exchange for  $309,521.  The shares were offered  pursuant to an exemption  from
registration afforded by Regulation S to the Securities Act of 1933. Shares sold
pursuant to Regulation S are deemed  restricted  and may not be sold to any U.S.
Person (as that term is defined in the  Regulation) for a period of one (1) year
from date of sale. Thereafter, the shares will be subject to the restrictions of
Rule 144.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

None.

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

None.

ITEM 5.  OTHER INFORMATION

None.




                                       21
<PAGE>



ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

Exhibit 31.1   Certification Pursuant to Section 302 of the Sarbanes-Oxley Act
               of 2002.

Exhibit 32.1   Certification Pursuant to Section 906 of the Sarbanes-Oxley Act
               of 2002.

Form 8-K:      None














                                       22
<PAGE>






                                   SIGNATURES
In accordance with the  requirements of the Exchange Act, the registrant  caused
this  report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized.

                          MEDIAWORX, INC.
                           (Registrant)

DATE:  August 25, 2004        By: /s/ LINDA A. BROENNIMAN
                                    --------------------------------------------
                                      Linda A. Broenniman
                                      Chief Executive Officer and Director
                                     (Principal Executive and Financial Officer)
























                                       23
<PAGE>



                                                                    EXHIBIT 31.1

                           SECTION 302 CERTIFICATIONS

I, Linda Broenniman, certify that:

         1. I have reviewed this  quarterly  report on form 10-QSB of MediaWorx,
Inc.;

         2. Based on my knowledge,  this  quarterly  report does not contain any
untrue  statement of a material fact or omit to state a material fact  necessary
to make the  statements  made,  in light of the  circumstances  under which such
statements  were made, not misleading with respect to the period covered by this
quarterly report;

         3. Based on my knowledge, the financial statements, and other financial
information included in this report, fairly present in all material respects the
financial  condition,  results of operations and cash flows of the registrant as
of, and for, the periods presented in this report;

         4. The registrant's other certifying officers and I are responsible for
establishing and maintaining  disclosure  controls and procedures (as defined in
exchange act rules 13a-14 and 15d-14 for the registrant and have:

        a)  designed  such  disclosure  controls  and  proceduresto  ensure that
        material   information   relating  to  the  registrant,   including  its
        consolidated  subsidiaries,  is made known to us by others  within those
        entities,  particularly  during the period in which this report is being
        prepared;

        b) evaluated the effectiveness of the registrant's  disclosure  controls
        and  procedures  as of a date within 90 days prior to the filing date of
        this quarterly report (the "Evaluation Date"); and

        c)  presented  in  this  quarterly  report  our  conclusions  about  the
        effectiveness  of the disclosure  controls and  procedures  based on our
        evaluation as of the Evaluation Date;

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

        a) all  significant  deficiencies in the design or operation of internal
        control which could adversely affect the registrant's ability to record,
        process, summarize and report financial data and have identified for the
        registrant's auditors any material weaknesses in internal controls; and



                                       24
<PAGE>


        b) any fraud, whether or not material, that involves management or other
        employees  who  have a  significant  role in the  registrant's  internal
        controls.


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

Date:  August 25, 2004

/s/  Linda Broenniman
--------------------------------------------
     Linda Broenniman
     Chief Executive Officer and Director
    (Principal Executive and Financial Officer)
























                                       25
<PAGE>




                                                                    EXHIBIT 32.1

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



         In  connection  with the Quarterly  Report of  MediaWorx,  Inc. on Form
10-QSB for the period ending  September  30, 2003, as filed with the  Securities
and Exchange Commission on the date hereof (the "Report"),  I, Linda Broenniman,
Chief Executive Officer of the Company,  certify,  pursuant to 18 U.S.C. Section
1350,  as adopted  pursuant  to Section 906 of the  Sarbanes-Oxley  Act of 2002,
that, to the best of my knowledge and belief:

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

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


/s/ Linda Broenniman
----------------------------------------------
    Linda Broenniman
    Chief Executive Officer and Director
    (Principal Executive and Financial Officer)


August 25, 2004


A signed  original of this written  statement  required by Section 906, or other
document authenticating, acknowledging, or otherwise adopting the signature that
appears in typed form within the  electronic  version of this written  statement
has been  provided  to the  Company  and will be  retained  by the  Company  and
furnished to the Securities and Exchange Commission or its staff upon request.







                                       26