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

                        FORM 10-KSB/A (FOURTH AMENDMENT)

[X]  ANNUAL  REPORT  PURSUANT  TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
     ACT  OF  1934
                   For the fiscal year ended December 31, 2003
                                             -----------------

[_]  TRANSITION  REPORT  PURSUANT  TO  SECTION  13  OR  15(D)  OF THE SECURITIES
     EXCHANGE  ACT  OF  1934

                         Commission file number 0-07418
                                                -------

                                  ELINEAR, INC.
                                  -------------
        (Exact name of small business issuer as specified in its charter)

          Delaware                                               76-0478045
(State or other jurisdiction of                                (IRS Employer
 incorporation or organization)                             Identification No.)


     2901 West Sam Houston Parkway North, Suite E-300, Houston, Texas   77043
     ------------------------------------------------------------------------
     (Address of principal executive offices)                         (Zip Code)

   Registrant's telephone number, including area code:          (713) 896-0500
                                                                --------------

      Securities registered pursuant to Section 12(b) of the Act:     None
                                                                      ----

    Securities registered pursuant to Section 12(g) of the Act:  $.02 Par Value
                                  Common Stock

     Check  whether the Issuer (1) has filed all reports required to be filed by
Section  13 or 15(d) of the Securities Exchange Act of 1934 during the preceding
12  months  (or for such shorter period that the registrant was required to file
such  reports) and (2) has been subject to such filing requirements for the past
90  days.  Yes  [X]  No  [_]

     Check  if  there  is no disclosure of delinquent filers in response to Item
405  of  Regulation S-B is not contained in this form, and no disclosure will be
contained,  to  the  best  of  registrant's  knowledge,  in  definitive proxy or
information statements incorporated by reference in Part III of this Form 10-KSB
or  any  amendment  to  this  Form  10-KSB.  [_]

     Issuer's  revenues  for  the  fiscal  year  ended  December  31, 2003, were
$13,598,490.

     The  aggregate market value of the voting and non-voting common equity held
by  non-affiliates  of the Issuer as of November 4, 2004, based upon the average
bid  and  asked  price  as  of  such  date  on  the American Stock Exchange, was
$7,476,176.

     The  Registrant's  common  stock  outstanding  as  of October 31, 2004, was
20,788,257  shares.

                      DOCUMENTS INCORPORATED BY REFERENCE:
     The Registrant is incorporating by reference in Part III of this Form
10-KSB certain information contained in the Registrant's information statement
for its annual meeting of shareholders, which was filed by the Registrant on
October 15, 2004.

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

     Transitional Small Business Disclosure Format (Check One): Yes [_] No [X]


                                        1
<PAGE>
                                EXPLANATORY NOTE

     eLinear,  Inc.  filed  a Report of Form 8-K on October 14, 2004, reflecting
that  it  replaced  Malone & Bailey, LLP, as its independent auditor with Lopez,
Blevins,  Bork and Associates, LLP ("Lopez Blevins").  Members of Lopez Blevins,
prior  to  the  formation of Lopez Blevins, performed all the audit-related work
while  employed  with  Malone  &  Bailey,  LLP,  in  connection  with conducting
eLinear's  audit  for  the  fiscal  year ended December 31, 2003.  Lopez Blevins
reaudited  eLinear's  fiscal  year  ended  December  31,  2003,  which  audit is
contained  herein.  There  are  no  other  changes  to  the  Amended  Form  10-K
previously  filed  on  September  8,  2004.

                                     PART II

ITEM 7.  FINANCIAL STATEMENTS

     The financial statements commencing on page F-1 have been audited by Lopez,
Blevins,  Bork  and  Associates,  LLP  as  of December 31, 2003, and the related
statements of operations, stockholders' equity, and cash flows for the year then
ended  and  Gerald  R.  Hendricks  & Company, P.C., independent certified public
accountants,  to  the  extent  and  for  the  periods set forth in their reports
appearing  elsewhere herein and are included in reliance upon such reports given
upon  the  authority  of  said  firm  as  experts  in  auditing  and accounting.



ITEM 13. EXHIBITS  AND  REPORTS  ON  FORM  8-K

     (a)  Exhibits.  The  following exhibits of the Company are included herein.

<TABLE>
<CAPTION>
Exhibit No.  Description
-----------  -----------
<S>          <C>

2.1          Agreement and Plan of Merger, dated October 11, 1999, between Registrant,
             eLinear Corporation and Imagenuity, Inc. (incorporated by reference to Exhibit
             A-1 to Registrant's Current Report on Form 8-K, dated October 25, 1999)
2.2          Agreement and Plan of Merger, dated April 15, 2003, between Registrant,
             NetView Acquisition Corp. and NetView Technologies, Inc. (incorporated by
             reference to Exhibit 2.2 to Registrant's Annual Report on form 10-KSB, dated
             April 15, 2002)
3.1          Articles of Incorporation of Registrant (incorporated by reference to Registrant's
             Form 10-KSB for the period ended December 31, 1995)
3.2          Bylaws of Registrant (incorporated by reference to Registrant's Form 10-KSB for
             the period ended December 31, 1995)
3.3          Amended and Restated Certificate of Incorporation of Registrant (incorporated
             by reference to Registrant's Form 10-QSB for the period ended June 30, 2000)
4.1          Specimen of Registrant's Common Stock Certificate (incorporated by reference
             to Registrant's Form 10-KSB for the period ended December 31, 1995)
10.1         Employment Agreement with Kevan M. Casey (incorporated by reference to
             Exhibit 10.2 to Registrant's Annual Report on Form 10-KSB, dated April 15,
             2003)
10.2         Employment Agreement with Tommy Allen (incorporated by reference to
             Exhibit 10.3 to Registrant's Annual Report on Form 10-KSB, dated April 15,
             2003)
10.3         2000 Stock Option Plan (incorporated by reference to Exhibit 4.1 to Registrant's
             Definitive Proxy Statement on Schedule 14A, dated June 30, 2000)
10.4         Amendment No. 1 to Registrant's 2000 Stock Option Plan (incorporated by
             reference to Exhibit 4.2 to Registrant's Form S-8, dated July 31, 2001)


                                        2
<PAGE>
10.5         Amended and Restated 2003 Stock Option Plan (incorporated by reference to
             Exhibit 10.1 to Registrant's Form S-8, dated January 14, 2003)
10.6         Form of Indemnification Agreement for all officers and directors of Registrant
             (incorporated by reference to Registrant's Form 10-QSB filed with the
             Commission on October 24, 2000)
10.7         Agreement between eLinear, Inc. and J. Leonard Ivins dated April 15, 2003
             (incorporated by reference to Exhibit 10.10 to Registrant's Annual Report on
             Form 10-KSB, dated April 15, 2003)
10.8         Securities Purchase Agreement dated as of January 12, 2004 between eLinear,
             Inc. and the Investors named therein (incorporated by reference to Exhibit 10.1 to
             Registrant's Form 8-K, dated January 28, 2004)
10.9         Form of Class A Warrant issued to each of the Investors in the Securities
             Purchase Agreements dated as of January 12, 2004 (incorporated by reference to
             Exhibit 10.2 to Registrant's Form 8-K, dated January 28, 2004)
10.10        Form of Class B Warrant issued to each of the Investors in the Securities
             Purchase Agreements dated as of January 12, 2004 (incorporated by reference to
             Exhibit 10.3 to Registrant's Form 8-K, dated January 28, 2004)
10.11        Registration Rights Agreement issued to each of the Investors in the Securities
             Purchase Agreements dated as of January 12, 2004 (incorporated by reference to
             Exhibit 10.4 to Registrant's Form 8-K, dated January 28, 2004)
10.12        Employment Agreement with Ramzi Milad Nassar (incorporated by reference to
             Exhibit 10.12 to Registrant's Annual Report on Form 10-KSB, dated February
             13, 2004)
10.13        Securities Purchase Agreement dated as of February 4, 2004 between eLinear,
             Inc. and the Investors named therein (incorporated by reference to Exhibit 10.13
             to Registrant's Annual Report on Form 10-KSB, dated February 13, 2004)
10.14        Form of Class A Warrant issued to each of the Investors in the Securities
             Purchase Agreements dated as of February 4, 2004 (incorporated by reference to
             Exhibit 10.14 to Registrant's Annual Report on Form 10-KSB, dated February
             13, 2004)
10.15        Form of Class B Warrant issued to each of the Investors in the Securities
             Purchase Agreements dated as of February 4, 2004 (incorporated by reference to
             Exhibit 10.15 to Registrant's Annual Report on Form 10-KSB, dated February
             13, 2004)
10.16        Registration Rights Agreement issued to each of the Investors in the Securities
             Purchase Agreements dated as of February 4, 2004 (incorporated by reference to
             Exhibit 10.16 to Registrant's Annual Report on Form 10-KSB, dated February
             13, 2004)
10.17        Common Stock Purchase Warrant Agreement dated as of February 23, 2004 by
             and between eLinear, Inc. and Laurus Master Fund, LLC (incorporated by
             reference to Exhibit 10.18 to Registrant's Form 8-K, dated February 26, 2004)
10.18        Secured Revolving Note Agreement dated as of February 23, 2004 by and
             between eLinear, Inc., NetView Technologies, Inc. and NewBridge
             Technologies, Inc. and Laurus Master Fund, LLC (incorporated by reference to
             Exhibit 10.19 to Registrant's Form 8-K, dated February 26, 2004)
10.19        Secured Convertible Minimum Borrowing Note Agreement dated as of February
             23, 2004 by and between eLinear, Inc., NetView Technologies, Inc. and
             NewBridge Technologies, Inc. and Laurus Master Fund, LLC (incorporated by
             reference to Exhibit 10.20 to Registrant's Form 8-K, dated February 26, 2004)
10.20        Minimum Borrowing Note Registration Rights Agreement dated as of February
             23, 2004 by and between eLinear, Inc. and Laurus Master Fund, LLC
             (incorporated by reference to Exhibit 10.21 to Registrant's Form 8-K, dated
             February 26, 2004)
10.21        Funds Escrow Agreement dated as of February 23, 2004 by and between
             eLinear, Inc., NetView Technologies, Inc. and NewBridge Technologies, Inc.


                                        3
<PAGE>
             and Laurus Master Fund, LLC (incorporated by reference to Exhibit 10.22 to
             Registrant's Form 8-K, dated February 26, 2004)
14.1         Code of Ethics (incorporated by reference to Exhibit 14.1 to Registrant's Annual
             Report on Form 10-KSB, dated February 13, 2004)
21.1         Subsidiaries of Registrant (incorporated by reference to Exhibit 21.1 to
             Registrant's Form 10-QSB filed with the Commission on December 19, 2003)
23.1         Consent of Gerald R. Hendricks & Company, P.C.
23.2         Consent of Lopez, Blevins, Bork and Associates, LLP
31.1         Certification of Kevan M. Casey
32.1         Certification for Sarbanes-Oxley Act of Kevan M. Casey
</TABLE>


                                        4
<PAGE>
     (b)  Reports on Form 8-K.

          Registrant filed a report on Form 8-K on November 20, 2003, disclosing
     events  pursuant  to Item 9 (Regulation FD Disclosure) and Item 12 (Results
     of Operations and Financial Condition) of Form 8-K. As part of Exhibit 99.1
     to such report, the Company released condensed financial statements for the
     three  and  nine-month  periods  ended  September  30,  2003  and  2002.

          Registrant filed a report on Form 8-K on December 19, 2003, disclosing
     events pursuant to Item 2 (Acquisition or Disposition of Assets) and Item 7
     (Financial  Statements  and  Exhibits).  Included  within  the  report were
     audited  financial  statements  of  NewBridge  Technologies, Inc. which was
     acquired  by  the  Company effective August 1, 2003 and unaudited pro forma
     condensed  consolidated  financial  statements.

          Registrant  filed a report on form 8-K on January 28, 2004, disclosing
     events pursuant to Item 5 (Other Events). Included within the report were a
     Securities Purchase Agreement and exhibits for the sale of 1,964,225 shares
     of  eLinear's  common  stock for an aggregate purchase price of $2,533,850,
     including  warrants to purchase additional common stock. As part of Exhibit
     99.1  to  such  report,  the  Company  announced  a  $2.5  million  private
     placement.

          Registrant filed a report on Form 8-K on February 11, 2004, disclosing
     events  pursuant to Item 12 (Results of Operations and Financial Condition)
     of  Form  8-K. As part of Exhibit 99.1 to such report, the Company released
     condensed  statements  of  operations and pro forma condensed statements of
     operations  for  the  years  ended  December  31,  2003  and  2002.

          Registrant filed a report on form 8-K on February 26, 2004, disclosing
     events  pursuant  to  Item 5 (Other Events). On February 25, 2004, eLinear,
     Inc.  ("eLinear"),  along  with its subsidiaries NetView Technologies, Inc.
             -------
     and  NewBridge  Technologies,  Inc.  (referred  to  collectively  as  the
     "Companies"),  entered  into a revolving credit facility with Laurus Master
     Fund,  Ltd.  ("Laurus") in which it issued Laurus (i) a convertible secured
                    ------
     note in the principal amount of $5,000,000 (the "Company Note"), and (ii) a
                                                      ------------
     common  stock  purchase  warrant  (the "Warrant") to purchase up to 290,000
                                             -------
     shares  of  eLinear  common stock. The credit facility is secured by all of
     the Companies assets. In addition, the payment of interest and principal of
     up  to  $2 million can, under certain circumstances, be made with shares of
     eLinear  common stock at a conversion price of $2.91 per share. eLinear has
     agreed  to  register  the  resale  of  the  shares  of eLinear common stock
     underlying  the  convertible  portion  of  the  Company Note and the shares
     issuable  upon  exercise  of  the  Warrant. As part of Exhibit 99.1 to such
     report,  the  Company  announced  a  $5.0  million  financing.


                                        5
<PAGE>
                                   SIGNATURES

     Pursuant  to  the  requirements  of  Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its  behalf  by  the  undersigned,  thereunto  duly  authorized

                              ELINEAR,  INC.

                              By: /s/ Kevan Casey
                                  --------------------------------
                              Kevan Casey, Chief Executive Officer

                              Date: November 5, 2004

     Pursuant  to the requirements of the Securities Exchange Act of 1934, this
report  has  been  signed  below  by  the  following  persons  on  behalf of the
Registrant  and  in  the  capacities  and  on  the  dates  indicated.

     Signature                    Title                        Date
     ---------                    -----                        ----


/s/  Kevan Casey        Chairman of the Board, Chief           November 5, 2004
--------------------    Executive Officer and Principal
Kevan  Casey            Financial and Accounting Officer


/s/  Tommy  Allen       Vice Chairman and Director             November 5, 2004
--------------------
Tommy  Allen


/s/  Carl  A.  Chase    Director                               November 5, 2004
--------------------
Carl  A.  Chase


/s/  Ryan  Cravey       Director                               November 5, 2004
--------------------
Ryan  Cravey


                                        6
<PAGE>
                          INDEPENDENT AUDITORS' REPORT

To the Board of Directors
eLinear, Inc.
Houston, Texas

     We  have  audited  the  accompanying consolidated balance sheet of eLinear,
Inc.  as  of  December  31,  2003,  and  the  related  statements of operations,
stockholders'  equity,  and  cash flows for the year then ended. These financial
statements  are  the  responsibility  of  eLinear,  Inc.'s  management.  Our
responsibility  is  to express an opinion on these financial statements based on
our  audit.

     We  conducted our audit in accordance with auditing standards of the Public
Company Accounting Oversight Board (United States). 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
audit  provides  a  reasonable  basis  for  our  opinion.

     In  our  opinion,  the  consolidated financial statements referred to above
present  fairly,  in  all  material respects, the financial position of eLinear,
Inc.  as  of  December  31, 2003, and the results of its operations and its cash
flows  for  the  year  then  ended,  in  conformity  with  accounting principles
generally  accepted  in  the  United  States  of  America.

/S/ Lopez, Blevins, Bork and Associates, LLP
Lopez, Blevins, Bork and Associates, LLP
Houston, Texas

October 28, 2004


                                      F-1
<PAGE>
                          INDEPENDENT AUDITORS' REPORT


To the Stockholders
NetView Technologies, Inc.
Houston, Texas

We  have  audited  the  accompanying  statement  of  operations,  changes  in
stockholders'  deficit  and  cash  flows for the year ended December 31, 2002 of
NetView  Technologies,  Inc.  (the Company) (an S Corporation).  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  audit.

We  conducted our audit 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  audit  provides  a
reasonable  basis  for  our  opinion.

In  our  opinion,  the financial statements referred to above present fairly, in
all  material respects, the results of its operations and its cash flows for the
year ended December 31, 2002, in conformity with accounting principles generally
accepted  in  the  Unites  States  of  America.

In  April  2003,  certain  stockholders  of the Company received common stock in
connection  with the merger with eLinear, Inc., as discussed in notes 3 and 7 to
the  financial  statements.  eLinear,  Inc.  retroactively  applied  the
recapitalization  in  the  accompanying  statement  of  stockholders'  equity to
reflect  the  common  stock outstanding giving effect to the merger.  We did not
audit  this  transaction,  and  accordingly,  did not express an opinion on this
transaction.


Gerald R. Hendricks & Company, P.C.

Westminster, Colorado
March 31, 2003


                                      F-2
<PAGE>
<TABLE>
<CAPTION>
                                        ELINEAR, INC.
                                      AND SUBSIDIARIES
                                 CONSOLIDATED BALANCE SHEET
                                      DECEMBER 31, 2003


                                                                                  Restated
                                                                                ------------
<S>                                                                             <C>
                                     ASSETS

Current assets:
    Cash                                                                        $   554,483
    Accounts receivable, net of allowance of $69,289 and $54,000 at
      December 31, 2003 and 2002, respectively                                    1,637,217
    Inventory                                                                       190,555
    Other current assets                                                             45,708
                                                                                ------------
        Total current assets                                                      2,427,963
                                                                                ------------

Property and equipment, net                                                          43,662
Goodwill                                                                          1,943,022
Deposits                                                                             15,049
                                                                                ------------
Total assets                                                                    $ 4,429,696
                                                                                ============

                      LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities:
    Accounts payable, trade                                                     $ 1,101,603
    Payable to officers                                                              36,336
    Accrued liabilities                                                             148,747
    Notes payable, shareholders                                                     215,703
                                                                                ------------
        Total current liabilities                                                 1,502,389
                                                                                ------------
Commitments and contingencies
Shareholders' equity:
    Preferred stock, $.02 par value, 10,000,000 shares authorized, none issued           --
    Common stock, $.02 par value, 100,000,000 shares authorized,
      17,020,754 shares issued and outstanding at
      December 31, 2003                                                             340,415
    Additional paid-in capital                                                    3,982,631
    Accumulated deficit                                                          (1,395,739)
                                                                                ------------
        Total shareholders' equity                                                2,927,307
                                                                                ------------
Total liabilities and shareholders' equity                                      $ 4,429,696
                                                                                ============
<FN>
See accompanying notes to consolidated financial statements.
</TABLE>


                                      F-3
<PAGE>
<TABLE>
<CAPTION>
                                   ELINEAR, INC.
                                 AND SUBSIDIARIES
                       CONSOLIDATED STATEMENTS OF OPERATIONS
                  FOR THE YEARS ENDED DECEMBER 31, 2003 AND 2002


                                                            2003          2002
                                                        --------------------------
<S>                                                     <C>           <C>
Revenue:
  Products                                              $12,623,092   $ 7,437,184
  Services                                                  878,048            --
                                                        --------------------------
        Total revenue                                    13,501,140     7,437,184
                                                        --------------------------

Cost of revenue:
  Products                                               10,840,416     6,461,162
  Services                                                  526,989
                                                        --------------------------
        Total cost of revenue                            11,367,405     6,461,162
                                                        --------------------------

        Gross profit                                      2,133,735       976,022
                                                        --------------------------

Operating expenses:
  Selling, general and administrative expenses:
    Payroll and related expenses                          1,544,431       379,498
    Office administration                                   175,159       136,672
    Professional services                                   526,664       114,409
    Other                                                   905,009       125,976
                                                        --------------------------
  Total selling, general and administrative               3,151,263       756,555
  Depreciation                                               20,290         9,143
                                                        --------------------------
        Total operating expenses                          3,171,553       765,698
                                                        --------------------------

Income (loss) from operations                            (1,037,818)      210,324
                                                        --------------------------

Other income (expense):
    Interest, net                                           (30,775)      (10,930)
    Other income                                             46,432            --
                                                        --------------------------
        Total other income (expense)                         15,657       (10,930)
                                                        --------------------------

Income (loss) before pro forma net income tax expense    (1,022,161)      199,394
Pro forma income tax expense                                     --      (106,554)
                                                        --------------------------
Pro forma net income (loss)                             $(1,022,161)  $    92,840
                                                        ==========================

Net income (loss) per share:
    Basic and diluted                                   $     (0.07)  $      0.01
                                                        ==========================

Weighted average number of common shares outstanding:
    Basic and diluted                                    14,382,140    12,961,979
                                                        ==========================
<FN>
See accompanying notes to consolidated financial statements.
</TABLE>


                                      F-4
<PAGE>
<TABLE>
<CAPTION>
                                                 ELINEAR, INC.
                                               AND SUBSIDIARIES
                     CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (DEFICIT)
                                FOR THE YEARS ENDED DECEMBER 31, 2003 AND 2002


                                               Common Stock      Additional                        Total
                                           --------------------    Paid-in     Accumulated     Shareholders'
                                             Shares     Amount     Capital       Deficit     Equity (Deficit)
                                           -------------------------------------------------------------------
<S>                                        <C>         <C>       <C>          <C>            <C>
Balances, January 1, 2002                          --  $     --  $        --  $         --   $             --
Stock issued to founders for cash          12,961,979   259,240           --      (572,972)          (313,732)
Net income                                         --        --           --       199,394            199,394
                                           -------------------------------------------------------------------
Balances December 31, 2002                 12,961,979   259,240           --      (373,578)          (114,338)
Stock issued in reverse acquisition         1,043,761    20,875      429,843            --            450,718
Stock issued for cancellation of warrants     134,750     2,695       51,205            --             53,900
Exercise of stock options                     573,700    11,474      733,969            --            745,443
Issuance of stock options for
  forgiveness of debt                              --        --       13,188            --             13,188
Stock issued for services                     126,000     2,520      340,789            --            343,309
Stock options issued for services                  --        --      114,493            --            114,493
Stock issued for cash, net of costs         1,330,564    26,611      811,644            --            838,255
Stock options issued for acquisition               --        --      274,000            --            274,000
Stock issued for acquisition                  850,000    17,000    1,195,500            --          1,230,500
Net loss                                           --        --           --    (1,022,161)        (1,022,161)
                                           -------------------------------------------------------------------
Balances, December 31, 2003                17,020,754  $340,415  $ 3,982,631  $ (1,395,739)  $      2,927,307
                                           ===================================================================
<FN>
See accompanying notes to consolidated financial statements.
</TABLE>


                                      F-5
<PAGE>
<TABLE>
<CAPTION>
                                          ELINEAR, INC.
                                        AND SUBSIDIARIES
                              CONSOLIDATED STATEMENTS OF CASH FLOWS
                         FOR THE YEARS ENDED DECEMBER 31, 2003 AND 2002


                                                                          2003          2002
                                                                      --------------------------
<S>                                                                   <C>           <C>
Cash flows provided by (used in) operating activities:
    Net income (loss)                                                 $(1,022,161)  $   199,394
    Adjustments to reconcile net income (loss) to net cash provided
     by (used in) operating activities:
        Depreciation                                                       20,290         9,143
        Stock and stock option based compensation                         511,702            --
        Bad debt expense                                                       --        54,000
        Changes in assets and liabilities:
            Accounts receivable                                          (311,486)   (1,616,653)
            Inventory                                                    (173,608)      (16,947)
            Other current assets                                          (45,708)           --
            Accounts payable                                             (115,517)    1,456,952
            Payable to officers                                           (59,000)       64,000
            Accrued liabilities                                            88,719        91,364
                                                                      --------------------------
Net cash provided by (used in) operating activities                    (1,106,769)      241,253
                                                                      --------------------------

Cash flows from investing activities:
    Purchase of property and equipment                                     (9,886)      (40,735)
    Deposits                                                               (9,257)       (5,792)
                                                                      --------------------------
Net cash used in investing activities                                     (19,143)      (46,527)
                                                                      --------------------------

Cash flows from financing activities:
    Proceeds from notes payable due to officers                           161,262       357,000
    Repayment on notes payable due to officers                           (185,459)     (117,100)
    Proceeds from exercise of stock options                               745,443            --
    Proceeds from sale of common stock                                    838,255         1,000
    Distribution to S Corporation shareholders                                 --      (314,732)
                                                                      --------------------------
Net cash provided by (used in) financing activities                     1,559,501       (73,832)
                                                                      --------------------------
Net increase in cash                                                      433,589       120,894
Cash and cash equivalents, beginning of year                              120,894            --
                                                                      --------------------------
Cash and cash equivalents, end of year                                $   554,483   $   120,894
                                                                      ==========================


Non-cash transactions:
    Issuance of stock in reverse acquisition                          $   450,718   $        --
                                                                      ==========================
    Issuance of stock for acquisition                                 $ 1,504,500   $        --
                                                                      ==========================
    Issuance of options for forgiveness of debt                       $    13,188   $        --
                                                                      ==========================
<FN>
See accompanying notes to consolidated financial statements.
</TABLE>


                                      F-6
<PAGE>
                                  ELINEAR, INC.
                                AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                DECEMBER 31, 2003

Note 1.   Organization and Nature of Business

     On  April  15, 2003, eLinear, Inc. issued 12,961,979 shares of common stock
for  100%  of  the  outstanding  common  stock  of  NetView  Technologies,  Inc.
("NetView").  After  the  merger the stockholders of NetView owned approximately
90%  of  the  combined entity. For financial reporting purposes this transaction
was treated as an acquisition of eLinear and a recapitalization of NetView using
the  purchase  method  of  accounting.  (See  Note  3.)

     eLinear,  Inc. is a technology consulting services firm providing strategic
consulting  solutions,  creative  web  site  design, web site content management
software, and technical project management and development services to companies
seeking  to  increase  productivity  or  reduce  costs  through  investing  in
technology. The Company's current customers are based in the United States.

     NetView  was  incorporated  in  the  State  of Texas in December 2001 as an
S-Corporation  and  commenced  operations  on  January  1,  2002.  NetView is an
information  technology  solutions  company  that  provides  its  customers with
network  and  storage  solutions infrastructure and related services.  NetView's
focus  is  on  creating  recurring  revenue  streams from a diverse client base.
NetView  markets  its  products  and  services  through its own direct sales and
marketing  team,  direct  mail  and  trade  shows.  NetView  sells  to  entities
throughout  the United States; however, a majority of its revenue is earned from
sales  in  the  State  of  Texas.

     On  July  31, 2003, eLinear completed the acquisition of all the issued and
outstanding  shares of NewBridge Technologies, Inc. (formerly MMGD, Inc.).  (See
Note  3.)  NewBridge  Technologies,  Inc. ("NewBridge") is a digital provider of
voice,  data,  video  and  security  services  to  residential  and  commercial
developments.  These  services  are  over  a  fiber  or wireless infrastructure.
NewBridge  markets  its services through its own sales force and the majority of
its  revenue  is  earned  in  Texas.

     Hereinafter, all references to eLinear include the operations and financial
condition  of  NetView  for  the  two  years  ended  December  31, 2003, and the
operations  of  eLinear  consolidated with NetView since April 15, 2003 and with
NewBridge consolidated since July 31, 2003 (see Note 3).

Note 2.   Summary of Significant Accounting Policies

a)   Consolidation

     As  of  December  31,  2003,  eLinear  had three wholly owned subsidiaries,
     eLinear Corporation, NetView Technologies, Inc. and NewBridge Technologies,
     Inc.  All  material  inter-company  balances and inter-company transactions
     have  been  eliminated.

b)   Cash  and  Cash  Equivalents

     Cash  and  cash  equivalents  consist  of cash on hand and held in banks in
     unrestricted  accounts. The Company considers all highly liquid investments
     with  an  original maturity of three months or less to be cash equivalents.


                                      F-7
<PAGE>
c)   Property  and  Equipment

     Property  and equipment are stated at cost.  Depreciation is computed using
     the  straight-line  method  over the estimated economic lives of the assets
     that  range  between  three  and  fifteen  years.

d)   Income  Taxes

     The  Company  accounts  for  income taxes using the liability method, under
     which  the  amount  of deferred income taxes is based on the tax effects of
     the differences between the financial and income tax basis of the Company's
     assets,  liabilities  and operating loss carryforwards at the balance sheet
     date based upon existing tax laws. Deferred tax assets are recognized if it
     is  more  likely  than  not  that  the  future  income  tax benefit will be
     realized.  Since  utilization  of  net  operating loss carryforwards is not
     assured, no benefit for future offset of taxable income has been recognized
     in  the  accompanying  financial  statements.

e)   Goodwill

     Goodwill  represents the excess of purchase price over net assets acquired.
     Goodwill  is not amortized, but is tested at least annually for impairment.
     The  impairment testing is performed at a reporting unit level and consists
     of  two  steps.  In  the first step, the Company compares the fair value of
     each  reporting unit to its carrying value. The Company determines the fair
     value  of its reporting units using the income approach, which requires the
     Company  to  calculate  the  fair  value  of  a reporting unit based on the
     present  value  of  estimated  future  cash flows. If the fair value of the
     reporting  unit  exceeds  the  carrying value of the net assets assigned to
     that  unit,  goodwill  is  not  impaired and the Company is not required to
     perform  further  testing. If the carrying value of the net assets assigned
     to  the  reporting  unit exceeds the fair value of the reporting unit, then
     the  Company must perform the second step in order to determine the implied
     fair  value of the reporting unit's goodwill and compare it to the carrying
     value  of  the  reporting  unit's  goodwill.  If  the  carrying  value of a
     reporting  unit's goodwill exceeds its implied fair value, then the Company
     must  record  an  impairment  loss  equal  to  the  difference.

f)   Long-lived Assets

     The Company reviews for the impairment of long-lived assets whenever events
     or  changes  in circumstances indicate that the carrying amount of an asset
     may  not  be  recoverable.  An  impairment  loss  would  be recognized when
     estimated  future  cash  flows expected to result from the use of the asset
     and its eventual disposition are less than its carrying amount. The Company
     has  not  identified  any  such  impairment  losses.

g)   Use of Estimates

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

h)   Comprehensive Income (Loss)

     Comprehensive  income  is  defined  as all changes in shareholders' equity,
     exclusive  of  transactions  with  owners,  such  as  capital  instruments.
     Comprehensive income includes net income or loss, changes in certain assets
     and  liabilities  that  are reported directly in equity such as translation
     adjustments on investments in foreign subsidiaries, changes in market value
     of certain investments in securities and certain changes in minimum pension
     liabilities.  The  Company's  comprehensive


                                      F-8
<PAGE>
     loss was equal to its net loss for the year ended December 31, 2003 and the
     Company's  comprehensive  income  was  equal to its net income for the year
     ended  December  31,  2002.

i)   Revenue Recognition

     Consulting  Services  Segment  -  Revenue  from  time-and-materials service
     -----------------------------
     contracts,  maintenance  agreements  and  other  services are recognized as
     services  are  provided.

     Communications  Deployment  Segment  -  Revenues from fixed-price contracts
     -----------------------------------
     related to the delivery of voice, video and data services are recognized in
     the  period  the  services  are  performed.  These  services  are generally
     provided  over  a period of one to four weeks, depending on the size of the
     contract.

     Network  Storage  and Solutions Segment - Revenues on the sale of products,
     ---------------------------------------
     which  are  shipped  from eLinear's stock of inventory, are recognized when
     the  products are shipped provided that appropriate signed documentation of
     the  arrangement,  such  as  a signed contract, purchase order or letter of
     agreement,  has  been  received,  the  fee  is  fixed  or  determinable and
     collectability  is  reasonably  assured. In accordance with Emerging Issues
     Task Force ("EITF") Issue No. 99-19 "Recording Revenue Gross as a Principal
     Versus  Net  as  an  Agent",  revenue  from  drop  shipments of third-party
     hardware  and  software sales are recognized upon delivery, and recorded at
     the  gross  amount  when  eLinear  is  responsible  for  fulfillment of the
     customer  order,  has latitude in pricing, has risk of loss during shipment
     of  the  inventory, incurs credit risk on the receivable and has discretion
     in  the  selection  of  the  supplier.

     The  Company  accounts  for  arrangements that contain multiple elements in
     accordance  with  EITF  00-21,  "Revenue  Arrangements  with  Multiple
     Deliverables".  When  elements  such  as  hardware, software and consulting
     services  are contained in a single arrangement, or in related arrangements
     with the same customer, the Company allocates revenue to each element based
     on  its  relative fair value, provided that such element meets the criteria
     for  treatment as a separate unit of accounting. The price charged when the
     element  is sold separately generally determines fair value. In the absence
     of  fair value for a delivered element, the Company allocates revenue first
     to  the  fair  value of the undelivered elements and allocates the residual
     revenue  to  the  delivered  elements.  In the absence of fair value for an
     undelivered  element,  the arrangement is accounted for as a single unit of
     accounting,  resulting  in a delay of revenue recognition for the delivered
     elements  until  the undelivered elements are fulfilled. The Company limits
     the amount of revenue recognition for delivered elements to the amount that
     is not contingent on the future delivery of products or services or subject
     to  customer-specified  return  or  refund  privileges.

     The  Company recognizes revenue from the sale of manufacturer's maintenance
     and  extended  warranty  contracts in accordance with EITF 99-19 net of its
     costs  of  purchasing  the  related  contracts.

     The Company performs ongoing credit evaluations of its customers' financial
     condition and maintains reserves for potential credit losses based upon the
     expected  collectability  of  total  accounts  receivable.  To date, losses
     resulting  from  uncollectible  receivables  have not exceeded management's
     expectations.


                                      F-9
<PAGE>
j)   Earnings (Loss) Per Share

     The  Company  computes net income (loss) per share pursuant to Statement of
     Financial Accounting Standards No. 128 "Earnings Per Share". Basic net loss
     per  share  is  computed  by  dividing  income or loss applicable to common
     shareholders  by  the  weighted  average  number of shares of the Company's
     common  stock  outstanding during the period. Diluted net loss per share is
     determined  in  the same manner as basic net loss per share except that the
     number  of  shares is increased assuming exercise of dilutive stock options
     and warrants using the treasury stock method and dilutive conversion of the
     Company's  convertible  preferred  stock.

     During  the  year  ended  December  31, 2003, options to purchase 1,990,183
     shares  of  common  stock  and warrants to purchase 26,611 shares of common
     stock  were excluded from the calculation of earnings per share since their
     inclusion  would  be antidilutive. During the years ended December 31, 2003
     and  2002  there  was  no  convertible  preferred  stock  outstanding.

k)   Stock-Based Compensation

     The  Company  accounts for compensation costs associated with stock options
     and  warrants  issued  to  employees  under  the  provisions  of Accounting
     Principles  Board  Opinion  No.  25  ("APB  25")  whereby  compensation  is
     recognized  to  the  extent the market price of the underlying stock at the
     date  of  grant exceeds the exercise price of the option granted. (See Note
     8,  "Stock Options and Warrants"). Accordingly, no compensation expense has
     been recognized for grants of options to employees with the exercise prices
     at  or  above market price of the Company's common stock on the measurement
     dates.  eLinear  recognized  compensation  expense totaling $62,000 in 2003
     under  the intrinsic value method for stock options issued to employees and
     $52,493  under  the  fair  value  method for options issued to consultants.

     Had  compensation expense been determined based on the estimated fair value
     at  the  measurement  dates of awards under those plans consistent with the
     method  prescribed  by  SFAS No. 123, the Company's December 31, 2003 , net
     loss  and  the  Company's  December  31,  2002,  net income would have been
     changed  to  the  pro  forma  amounts  indicated  below.

<TABLE>
<CAPTION>
                                                          December 31,   December 31,
                                                              2003           2002
                                                         -----------------------------
<S>                                                      <C>             <C>
     Net income (loss):
       As reported                                       $  (1,022,161)  $     199,394
       Stock based compensation under fair value method       (103,768)             --
                                                         -----------------------------
       Pro forma                                         $  (1,125,929)  $     199,394
                                                         =============================

     Net income (loss) per share - basic and diluted:
       As reported                                       $       (0.07)  $        0.01
       Stock based compensation under fair value method          (0.01)             --
                                                         -----------------------------
       Pro forma                                         $       (0.08)  $        0.01
                                                         =============================
</TABLE>

     The  fair  value  of  each  option grant was estimated on the date of grant
     using  the  Black-Scholes  option  pricing  model  with  the  following
     assumptions:  risk  free rate of 3.5%; volatility of 206% for 2003 and 2002
     with  no  assumed  dividend  yield;  and  expected  lives  of  six  months.

l)   Fair Value of Financial Instruments

     Financial  instruments that are subject to fair disclosure requirements are
     carried  in the financial statements at amounts that approximate fair value
     and  include  cash  and  cash equivalents, accounts receivable and accounts
     payable.  Fair  values  are  based  on  assumptions  concerning  the amount


                                      F-10
<PAGE>
     and  timing  of  estimated  future  cash  flows  and assumed discount rates
     reflecting  varying  degrees  of  perceived  risk.


m)   New Accounting Pronouncements

     The  Company  does  not  expect  the adoption of recently issued accounting
     pronouncements  to  have a significant impact on its results of operations,
     financial  position  or  cash  flow.

n)   Vendor Rebates

     Through May 2003, the Company received vendor rebates for achieving certain
     purchase or sales volume. The Emerging Issues Task Force ("EITF") Issue No.
     02-16,  "Accounting  by  a  Customer  (including  a  Reseller)  for Certain
     Consideration  Received  from  a  Vendor"  ("EITF  02-16") is effective for
     arrangements with vendors initiated on or after January 1, 2003. EITF 02-16
     addresses  the  accounting  and  income  statement  classification  for
     consideration  given  by a vendor to a retailer in connection with the sale
     of  the  vendor's  products  or  for the promotion of sales of the vendor's
     products.  The EITF concluded that such consideration received from vendors
     should  be  reflected  as  a  decrease  in  prices  paid  for inventory and
     recognized  in  cost  of  sales  as  the  related inventory is sold, unless
     specific  criteria  are  met  qualifying the consideration for treatment as
     reimbursement  of  specific, identifiable incremental costs. The provisions
     of  this  consensus  have  been applied prospectively. The adoption of EITF
     02-16  did not have a material impact on the Company's financial statements
     as  a  whole.

Reclassifications

     Certain  amounts  as  previously presented in the 2002 financial statements
     have  been  reclassified  to  conform  to  the  current  year presentation.

Note 3.   Acquisitions

     On  April  15, 2003, eLinear, Inc. issued 12,961,979 shares of common stock
for  100%  of  the  outstanding  common  stock  of  NetView  Technologies,  Inc.
("NetView").  After  the  merger the stockholders of NetView owned approximately
90%  of  the  combined entity. For financial reporting purposes this transaction
was treated as an acquisition of eLinear and a recapitalization of NetView using
the  purchase  method  of  accounting.  For accounting purposes, the outstanding
shares  of eLinear immediately prior to the acquisition was accounted for as the
consideration  paid  by NetView for the acquisition of eLinear and was valued at
$450,718 using the stock price on such date.  The excess purchase price over the
fair  value  of  net tangible assets was $451,920, all of which was allocated to
goodwill.  NetView's  historical  financial  statements replace eLinear's in the
accompanying  financial  statements.

     On  July  31, 2003, eLinear completed the acquisition of all the issued and
outstanding  shares  of  NewBridge  Technologies,  Inc.  (formerly  MMGD, Inc.).
Pursuant  to  the transaction, eLinear issued 850,000 shares of its common stock
valued  at $1,230,500, using the stock price on the date of the merger (See Note
15),  and  options to purchase 300,000 shares of common stock valued at $274,000
using  Black-Scholes to the shareholders of NewBridge.  As of the effective date
NewBridge  became  a  wholly  owned  subsidiary of eLinear.  The acquisition was
accounted  for  using  the  purchase method of accounting resulting in an excess
purchase  price  over  the  fair value of net tangible assets was $1,491,102, as
restated,  all  of  which  was  allocated  to  goodwill.


                                      F-11
<PAGE>
     The  following  table summarizes the estimated fair value of the net assets
acquired  and  liabilities  assumed  at  the  acquisition  dates.

<TABLE>
<CAPTION>
                              eLinear   NewBridge     Total
                              --------  ----------------------
<S>                           <C>       <C>         <C>
     Current assets           $110,467  $  126,455  $  236,922
     Property and equipment     11,392      11,082      22,474
     Goodwill                  451,920   1,491,102   1,943,022
                              --------  ----------  ----------
       Total assets acquired   573,779   1,628,639   2,202,418
                              --------  ----------  ----------

     Current liabilities       123,061     124,139     247,200
                              --------  ----------  ----------
       Net assets acquired    $450,718  $1,504,500  $1,955,218
                              ========  ==========  ==========
</TABLE>

     The  consolidated  statement  of  operations  in the accompanying financial
statements  for  the  year  ended  December  31, 2003 includes the operations of
eLinear  from  April  15, 2003 through December 31, 2003 and NewBridge from July
31,  2003  through  December  31,  2003.  The  following are pro forma condensed
statements  of  operations  for  the  years ended December 31, 2003 and 2002, as
though  the  acquisitions  had  occurred  on  January  1,  2002.

<TABLE>
<CAPTION>
                                                Twelve Months Ended
                                                    December 31,
                                                 2003         2002
                                             ------------  -----------
<S>                                          <C>           <C>
     Revenue                                 $14,059,714   $8,824,164
     Net loss                                $(1,093,213)  $ (264,814)
     Net loss per share - basic and diluted  $     (0.08)  $    (0.02)
</TABLE>

Note 4.   Property and Equipment

     Property and equipment consist of the following at December 31, 2003:

<TABLE>
<CAPTION>
                                 Estimated Lives
                                 ---------------  ---------
<S>                              <C>              <C>
     Automobile                          5 years  $ 12,806
     Computer equipment                  3 years    72,411
     Furniture and equipment             7 years    20,159
                                                  ---------
                                                   105,376
     Accumulated depreciation                      (61,714)
                                                  ---------
     Net property and equipment                   $ 43,662
                                                  =========
</TABLE>

Note 5.   Commitments and Contingent Liabilities

     As of December 31, 2003, the Company's executive and administrative offices
were  located  at  7240  Brittmoore,  Suite  118,  Houston,  Texas  77041, which
facilities  are  leased  by  the Company.  The Company's lease on these premises
covers  approximately  8,100  square  feet and expires on October 31, 2004.  The
Company  is  required  to  make  monthly  payments  of  $5,103.

     The  Company has subleased its previous office space located at 8800 Jameel
Road,  Suite 170, Houston, Texas 77040, for $1,800 per month which substantially
offsets  the  $1,900  per  month  obligation to the Company.  This lease expires
October  31,  2004.  Both  of  the Company's office leases expire on October 31,
2004  with  future  minimum  rent  totaling  approximately  $70,000.


                                      F-12
<PAGE>
Note 6.   Credit Facilities

     On  March 25, 2003, NetView entered into a financing agreement with Textron
Financial ("Textron") whereby Textron will finance up to $1 million of inventory
purchases.  Advances  under  the  agreement are paid directly from the financing
company  to  the  supplier.  The  agreement calls for interest at prime rate, as
quoted  in  the  Wall  Street  Journal,  plus six percent (6%) and is secured by
essentially  all  the  assets  of  the  Company  and  NetView  and  the personal
guarantees  of  two officers and their wives.  The agreement requires NetView to
maintain  certain  financial  ratios.  NetView  was  in  compliance  with  these
covenants  as  of  December  31,  2003.

     The  balance  outstanding at December 31, 2003 was $775,982 and is included
in  trade  accounts  payable  in  the  accompanying  balance  sheet.

Note 7.   Common Stock

     On  April  15, 2003, eLinear, Inc. issued 12,961,979 shares of common stock
for  100%  of  the  outstanding  common  stock  of  NetView  Technologies,  Inc.
("NetView").  After  the  merger the stockholders of NetView owned approximately
90%  of  the  combined entity. For financial reporting purposes this transaction
was treated as an acquisition of eLinear and a recapitalization of NetView using
the  purchase  method  of  accounting.  eLinear  retroactively  applied  the
recapitalization in the accompanying statement of stockholders equity to reflect
the  common stock outstanding (See Note 3). The 1,043,761 shares of common stock
retained by the eLinear shareholders is reflected as being issued in 2003.

     During  2003,  certain  warrant  holders  agreed to terminate their warrant
agreements  and  were issued 134,750 shares of restricted common stock valued at
$0.40  per  share.  In  exchange  for  the issuance of these shares, the warrant
holders agreed to forgo their rights to register these shares.  eLinear recorded
$53,900  of  expense  related  to  the  terminated  warrants.

     eLinear  issued 573,700 shares of common stock for options exercised during
2003  resulting  in  proceeds  totaling  $745,443.

     eLinear  issued  126,000  shares  valued  at  $349,309 to third parties for
consulting  services during 2003.  eLinear measured the transactions at the date
of issuance at the quoted market price.  There are no performance commitments or
penalties  for  non-performance,  therefore eLinear recorded the services at the
date  of  issuance.

     eLinear  sold  1,330,564  shares  of  common stock during 2003 and received
proceeds  totaling  $838,255,  net  of  offering  costs  totaling  $119,621.

     eLinear issued 850,000 shares of common stock valued at $945,000 related to
the  acquisition  of  NewBridge.  (See  Note  3.)

Note 8.   Stock Options and Warrants

     Stock  Option  Plans

     On  March  31,  2000,  the directors of the Company approved the 2000 Stock
Option  Plan  (the  "2000  Plan")  under  which  up  to  1,000,000 shares of the
Company's  common  stock  may  be  issued.  The  2000  Plan  was approved by the
Company's  shareholders at its annual shareholder meeting.  Under the 2000 Plan,
incentive  and nonqualified stock options may be granted to employees, directors
and  consultants  of the Company.  Awards under the 2000 Plan will be granted as
determined by the Company's Board of Directors.  The options that may be granted
pursuant  to  the 2000 Plan may be either incentive stock options qualifying for
beneficial  tax  treatment for the recipient or nonqualified stock options.  The
term  of  the  options granted under the 2000 Plan will be fixed by the Company,
provided  the  maximum  option term may not exceed ten years from the grant date
(incentive  stock options are granted at an exercise price of not less than 100%
(110%  for  individuals  owning 10% or more of the Company's common stock at the
time  of


                                      F-13
<PAGE>
grant)  of  the  common  stock's  fair  market  value  at  the  date  of  grant.
Nonqualified stock options may be granted at an exercise price determined by the
Company's  Board  of  Directors.  Vesting  rights will be fixed by the Company's
Board  of  Directors  provided,  however,  that an outside director not have the
right to exercise more than 50% of the shares granted until six months after the
grant date.  As of December 31, 2003, incentive stock options to purchase 23,100
shares  exercisable  at  prices  ranging from $0.32 to $0.45 per share that vest
immediately  to  over  a  two-year  period were outstanding.  As of December 31,
2003,  non-qualified  stock  options  to  purchase  93,750 shares exercisable at
prices  ranging  from  $1.30 to $39.38 per share that vest immediately to over a
four-year period were outstanding.  Of these amounts, 90,600 options were vested
as  of  December  31,  2003.

     During March 2003, the Company issued 25,000 non-qualified stock options at
an  exercise  price  of  $0.45  per  share  to  Mr. Jon Ludwig, its former chief
executive  officer, as payment for certain travel related and other reimbursable
expenses.

     On  April  15, 2003, the Company issued a total of 200,000 stock options at
an exercise price of $0.50 per share immediately exercisable to two directors of
the Company, one of which is no longer with the Company.

     On  April  16,  2003,  the Board of Directors adopted the 2003 Stock Option
Plan  (the  "2003 Plan"), which allows for the issuance of up to 2,000,000 stock
options  to  directors,  executive  officers,  employees  and consultants of the
Company.  The 2003 Plan was approved by the Company's shareholders at its annual
shareholder  meeting.  Under  the  2003  Plan,  incentive and nonqualified stock
options  may  be granted to employees, directors and consultants of the Company.
Awards  under the 2003 Plan will be granted as determined by the Company's Board
of  Directors.  The options that may be granted pursuant to the 2003 Plan may be
either  incentive  stock  option qualifying for beneficial tax treatment for the
recipient  or nonqualified stock options.  The term of the options granted under
the 2003 Plan will be fixed by the Company, provided the maximum option term may
not exceed ten years from the grant date (incentive stock options are granted at
an exercise price of not less than 100% (110% for individuals owning 10% or more
of  the  Company's common stock at the time of grant) of the common stock's fair
market value at the date of grant.  Nonqualified stock options may be granted at
an  exercise  price  determined  by  the  Company's Board of Directors.  Vesting
rights  will  be  fixed by the Company's Board of Directors.  As of December 31,
2003,  incentive  stock  options to purchase 95,000 shares exercisable at prices
ranging  from  $0.67 to $1.60 per share that vest immediately to over a two-year
period  were  outstanding.  As of December 31, 2003, non-qualified stock options
to  purchase 630,000 shares exercisable at $0.50 per share that vest immediately
to over a three-year period were outstanding.  Of these amounts, 413,333 options
were  vested  as  of  December  31,  2003.

     Stock option activity during the periods indicated is as follows:

<TABLE>
<CAPTION>
                                                    Weighted
                                     Number of       Average
                                       Shares    Exercise Price
                                     ---------------------------
<S>                                  <C>         <C>
     Outstanding, January 1, 2002    1,474,083   $          5.11
         Granted                       191,000              2.28
         Exercised                     (29,500)             1.57
         Forfeited                    (448,500)             3.58
         Expired                            --                --
                                     ---------------------------
     Outstanding, December 31, 2002  1,187,083              5.44
                                     ---------------------------
         Granted                     1,376,800              0.73
         Exercised                    (573,700)             1.31
         Forfeited                          --                --
         Expired                            --                --
                                     ---------------------------
     Outstanding, December 31, 2003  1,990,183   $          3.38
                                     ===========================
     Exercisable, December 31, 2003  1,652,266   $          3.91
                                     ===========================
</TABLE>


                                      F-14
<PAGE>
     At  December  31,  2003,  the range of exercise prices and weighted average
remaining  contractual  life  of outstanding options was $0.32 to $39.38 and 7.8
years,  respectively.  The weighted average grant date fair value of the options
issued  in  2003  and  2002  amounted  to  $1.72  and  $2.28,  respectively.

     Common Stock Warrants

     Effective  April  15,  2003,  certain  warrant  holders agreed to terminate
outstanding  warrant  agreements  and were issued 134,750 shares of common stock
valued  at  $0.40  per share.  In exchange for the issuance of these shares, the
warrant  holders  agreed  to  forgo  their  rights  to  register  these  shares.

     In connection with a private placement completed during December 2003, the
Company issued warrants to purchase 26,611 shares of common stock with an
exercise price of $0.70 per share.

Note 9.   Related Party Transactions

     Notes  payable  and  accrued  liabilities due to officers of the Company at
December  31,  2003,  consist  of  the  following:

<TABLE>
<CAPTION>
<S>                                                                     <C>
          Note payable to an officer with interest at 7% per annum and
          principal and interest due July 1, 2004, without collateral.  $ 81,303

          Note payable to an officer with interest at 7% per annum and
          principal and interest due July 1, 2004, without collateral.   134,400

          Accrued liabilities due to officers                             36,336
                                                                        --------
              Total                                                     $252,039
                                                                        ========
</TABLE>

     Accrued  liabilities  includes  $31,336  of accrued interest related to the
notes  payable  to  officers  and  $5,000  in  advances from an officer.  During
January  2004,  the  Company  repaid  the  aforementioned  notes  payable.

     See Note 8 for stock options issued to the Company's former chief executive
officer.

     Mr.  Ivins,  a  director  of the Company, has an agreement with the Company
whereby  he  earns $2,850 per month for services provided as a director and as a
member  of  certain  committees  of  the Board of Directors of the Company.  Mr.
Ivins  is  also  paid  $200  for  each meeting of the Board of Directors that he
attends  in person.  In addition to the foregoing, Mr. Ivins was granted 100,000
non-qualified  stock  options  at  an exercise price of $0.50 per share expiring
March  31,  2008,  and  the  extension  of expiration dates of previously issued
options to March 31, 2008 and December 29, 2010.  During the twelve months ended
December  31,  2003,  Mr.  Ivins  earned  approximately $20,115 pursuant to this
agreement.  The  original  termination  date  of  this agreement was January 15,
2004, but was extended by the Board of Directors to July 15, 2004.


                                      F-15
<PAGE>
Note 10.  Industry Segments

     The  Company  has  adopted  the  provisions  of  Statements  of  Financial
Accounting  Standards  No. 131, "Disclosures about Segments of an Enterprise and
Related  Information"  ("SFAS  131").  At December 31, 2003, the Company's three
business  units,  NetView, NewBridge and eLinear, have separate management teams
and  infrastructures  that  offer  different  products  and  services;.

<TABLE>
<CAPTION>
                           FOR THE YEAR ENDED DECEMBER 31, 2003
                                        (RESTATED)
     Dollars ($)            Consulting    Network    Communicat  Consolidated
                             Services   and Storage     ions
                                         Solutions   Deployment
                            -------------------------------------------------
<S>                         <C>         <C>          <C>         <C>
     Revenue                   608,370   12,686,133     206,637    13,501,140
     Segment loss              717,565      216,303      88,293     1,022,161
     Total assets            1,071,083    1,695,284   1,663,329     4,429,696
     Capital expenditures           --        9,886          --         9,886
     Depreciation                2,686       15,568       2,036        20,290

                           FOR THE YEAR ENDED DECEMBER 31, 2002
     Dollars ($)            Consulting    Network    Communicat  Consolidated
                             Services   and Storage     ions
                                         Solutions   Deployment
                            -------------------------------------------------
     Revenue                        --    7,437,184          --     7,437,184
     Segment profit                 --      199,394          --       199,394
     Total assets                   --    1,737,878          --     1,737,878
     Capital expenditures           --       40,735          --        40,735
     Depreciation                   --        9,143          --         9,143
</TABLE>

     The  accounting  policies  of  the  reportable  segments are the same.  The
Company  evaluates  the  performance  of  its operating segments based on income
before  net  interest  expense,  income  taxes, depreciation expense, accounting
changes  and  non-recurring  items.

Note 11.  Income Taxes

     eLinear has incurred net losses since the merger with NetView (See Note 3.)
and,  therefore,  has no tax liability.  The net deferred tax asset generated by
the  loss  carry-forward  has  been  fully  reserved.  The  valuation  allowance
increased  by  approximately  $170,000.  The  cumulative  operating  loss
carry-forward is approximately $500,000 at December 31, 2003, and will expire in
2023.

     Deferred income taxes consist of the following at December 31, 2003:

<TABLE>
<CAPTION>
                                                        December 31,
                                                    --------------------
                                                       2003       2002
                                                    --------------------
<S>                                                 <C>         <C>
     Deferred tax assets                            $ 170,000   $     --
     Valuation allowance                             (170,000)        --
                                                    --------------------
                                                    $      --   $     --
                                                    ====================
</TABLE>


                                      F-16
<PAGE>
     NetView  was an S-Corporation in 2002 and upon the completion of the merger
with  eLinear  (See  Note  3.),  NetView terminated its S-Corporation status for
income  tax purposes. The pro forma income tax expense shown in the accompanying
financial statements indicates the results as if the Company applied the current
policy  for  income  taxes.

Note 12.  Litigation

     eLinear is subject to legal proceedings and claims which have arisen in the
ordinary  course  of its business.  Management has determined these actions will
not  have  a material effect on results of operations or the financial condition
of  the  Company.

Note 13.  Significant Concentration

     Four  customers  accounted for approximately 21%, 14%, 10% and 10% of sales
for  the year ended December 31, 2003.  No other customers represented more than
10%  of  sales of the Company for the year ended December 31, 2003.  The Company
had  two  customers,  each  which had in excess of 10% of the Company's accounts
receivable  balance  at December 31, 2003.  These two customers had 30% and 15%,
respectively,  of  the  Company's  accounts  receivable  balance.

Note 14.  Subsequent Events

Securities Purchase Agreements - Funding

     The  Company entered into a Securities Purchase Agreement dated February 4,
2004 with several accredited investors pursuant to which eLinear agreed to sell,
and  the  investors  agreed to purchase, an aggregate of 1,230,000 shares of the
Company's  common  stock  at a price of $2.00 per share, together with five-year
warrants  to  purchase  an  aggregate  of  615,000  shares of common stock at an
exercise  price  of  $3.00  per  share (the "Class A Warrants"), and warrants to
purchase  615,000 shares of common stock at an exercise price of $2.50 per share
expiring  on the earlier of two years from the closing date or one year from the
date  a  registration  statement registering the resale of the shares underlying
the  warrants  and  the  shares  becomes effective the "Class B Warrants" for an
aggregate purchase price of $2,460,000, in a private placement transaction.

     All  of  the  warrants  are  exercisable  immediately.  Subject  to certain
exceptions,  in  the  event that on or before the date on which the warrants are
exercised,  the  Company issues or sells, or is deemed to have issued or sold in
accordance  with  the  terms  of  the  warrants,  any shares of common stock for
consideration  per share less than the exercise price of the warrants as then in
effect,  then  the exercise price of the warrants will be adjusted in accordance
with  a  weighted  average  formula  contained  in  the  warrants.

     The  Company entered into a Securities Purchase Agreement dated January 12,
2004 with several accredited investors pursuant to which eLinear agreed to sell,
and  the  investors  agreed to purchase, an aggregate of 1,964,225 shares of the
Company's  common  stock  at a price of $1.29 per share, together with five-year
warrants  to  purchase  an  aggregate  of 1,178,535 shares of common stock at an
exercise  price  of  $1.89  per  share (the "Class A Warrants"), and warrants to
purchase  1,090,145  shares  of  common  stock at an exercise price of $1.55 per
share  expiring on the earlier of fourteen months from the closing date or eight
months  from  the  date  a  registration statement registering the resale of the
shares  underlying  the  warrants  and the shares becomes effective the "Class B
Warrants"  for an aggregate purchase price of $2,533,850, in a private placement
transaction.

     All  of  the  warrants  are  exercisable  immediately.  Subject  to certain
exceptions,  in  the  event that on or before the date on which the warrants are
exercised,  the  Company issues or sells, or is deemed to have issued or sold in
accordance  with  the  terms  of  the  warrants,  any shares of common stock for
consideration  per share less than the exercise price of the warrants as then in
effect,  then  the  exercise price of the warrants will be adjusted to equal the
consideration  per  share  of common stock issued or sold or deemed to have been
issued  and sold in such dilutive issuance, provided that if such exercise price
is  adjusted  to  a  $1.00  per


                                      F-17
<PAGE>
share  of  common  stock, any additional issuances shall only further reduce the
exercise  price  of  the  warrants in accordance with a weighted average formula
contained  in  the  warrants.

     The Company has agreed to file a registration statement with the Securities
and  Exchange Commission within 45 days after the closing of the initial funding
in  order  to  register  the resale of the shares and the shares of common stock
issuable  upon  exercise  of  the  warrants.  If  the Company fails to meet this
deadline,  if  the registration statement is not declared effective prior to the
120th day after the respective closing dates, if the Company fails to respond to
comments made by the SEC within 10 days, if the registration statement ceases to
remain  effective,  or certain other events occur, the Company has agreed to pay
the  investors  1.5% of the aggregate purchase price for the first month of such
event,  and  if  such  event  continues to occur, 2.0% of the purchase price per
month  thereafter.  As  of  September  17,  2004,  the  effective  date  of  the
registration  statement,  the  Company  had  incurred  $370,931  in  penalties
associated  with  these  fundings.

     In  February 2004, eLinear obtained a revolving credit facility with Laurus
Master  Fund,  Ltd.  Under  the terms of the agreement, eLinear can borrow up to
$5,000,000 at an annual interest rate of prime plus .75% (with a minimum rate of
4.75%) based on its eligible accounts receivable balances.  eLinear is permitted
to  go over its borrowing limit, which is referred to as getting an overadvance,
if it gets the approval of Laurus.  These overadvances typically accrue interest
at  a  rate of 1.5% per month, but until August 2004, no interest is required on
overadvances.  This  credit  facility  is  secured by all of its assets.  At the
option  of  the  holder  the  outstanding  balance  on  the  note payable can be
converted into shares of eLinear common stock at a price of $2.91 per share.  In
connection  with  execution  of  this  credit  facility, eLinear issued Laurus a
seven-year  warrant  to purchase 290,000 shares of its common stock at exercises
prices  ranging  from $3.05 to $3.32 per share.  eLinear can prepay amounts owed
under this credit facility with cash at 115% of the principal amount.

     eLinear  received $3,000,000 from the revolving credit facility in February
2004  and  paid  $221,000  in financing costs which will be recorded as deferred
financing  costs  and  amortized  as  interest  expense  over  the  term  of the
agreement.

     As  part  of  the  above  credit  facility,  the  Company  agreed to file a
registration  statement  with  the  SEC  in  order to register the resale of any
shares  issuable  upon conversion of up to $2 million of the credit facility and
upon  the  exercise of the warrants within 15 days of the Company's current SB-2
becoming effective or 150 days from February 23, 2004, whichever is earlier.  If
the  Company  does  not  file  the SB-2 within the required timeframe it will be
required  to  pay a 1.5% fee every thirty days.  The Company is not obligated at
any  time  to  repurchase  any  portion  of the Laurus conversion shares nor the
shares  underlying  the  warrants.  Laurus  is limited to owning or beneficially
owning  a  maximum of 4.99% of the Company's outstanding shares of common stock.
As  of  October  2004, the Company had incurred $102,597 in penalties associated
with  this  credit  facility.

Impairment

     In  March  2004,  the Company recorded impairment expense totaling $451,920
related  to  100%  of  the goodwill related to the 2003 eLinear acquisition.  In
March  2004,  the consulting services reporting unit lost its largest consulting
contract and the other operations that had been acquired in the eLinear purchase
had declined due to the loss of key employees after the acquisition.  During the
three  months  ended  June 30, 2004, the Company recognized only $220 of revenue
from  the  consulting  services reporting segment.  Based on projected estimated
future  cash  flows  from  the  reporting  unit  purchased  in  2003, management
determined  a  full  impairment  charge  was  required.

Notes Payable, Shareholders

     During  January  2004,  the Company repaid $215,703 principal amount of two
promissory  notes  due  to  two  officers  of  the  Company.


                                      F-18
<PAGE>