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

                                   FORM 10-KSB/A

[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.)


     7240 Brittmoore Road, Suite 118, Houston, Texas                77041
     -----------------------------------------------                -----
       (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 February 9, 2004, based upon the average
bid  and asked price as of such date on the OTC Bulletin Board, was $24,052,000.

     The  Registrant's  common  stock  outstanding  as  of February 9, 2004, was
20,446,167  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 proxy or information
statement  for  its  annual  meeting of shareholders, which will be filed by the
Registrant  on  or  before  April  29,  2004.

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


<PAGE>
<TABLE>
<CAPTION>
                                       ELINEAR, INC.

                                    INDEX TO FORM 10-KSB
                                     DECEMBER 31, 2003

                                                                                   PAGE NO.
                                                                                   --------
<S>       <C>       <C>                                                            <C>
PART I    Item 1.   Description of Business                                               3
          Item 2.   Description of Property                                               6
          Item 3.   Legal Proceedings                                                     7
          Item 4.   Submission of Matters to a Vote of Security Holders                   7

PART II   Item 5.   Market for Common Equity and Related Stockholder Matters              8
          Item 6.   Management's Discussion and Analysis and Results of
                         Operations and Financial Condition                               9
          Item 7.   Financial Statements                                                 14
          Item 8.   Changes in and Disagreements with Accountants on
                         Accounting and Financial Disclosure                             32
          Item 8A.  Controls and Procedures                                              32

PART III  Item 9.   Directors, Executive Officers, Promoters and Control Persons,
                         Compliance with Section 16(a) of the Exchange Act               32
          Item 10.  Executive Compensation                                               32
          Item 11.  Security Ownership of Certain Beneficial Owners and
                         Management                                                      32
          Item 12.  Certain Relationships and Related Party Transactions                 32
          Item 13.  Exhibits and Reports on Form 8-K                                     32
          Item 14.  Principal Accountant Fees and Services                               35
</TABLE>


                                        2
<PAGE>
Some  of  the  statements  contained in this report discuss future expectations,
contain  projections  of  results of operations or financial condition, or state
other  "forward-looking"  information.  The  words  "believe," "intend," "plan,"
"expect,"  "anticipate,"  "estimate," "project" and similar expressions identify
such  statement  was  made.  These  statements  are subject to known and unknown
risks,  uncertainties,  and other factors that could cause the actual results to
differ  materially  from  those  contemplated  by  the  statements.  The
forward-looking  information  is  based  on various factors and is derived using
numerous  assumptions:

-    changes  in  general economic and business conditions affecting Information
     Technology ("IT") consulting development and implementation, computer-based
     project management consulting and strategic business consulting industries;
-    technical  developments  that  make  the  Company's  products  or  services
     obsolete;
-    changes  in  the  Company's  business  strategies;
-    the  level  of  demand  for  the  Company's  products  or  services;
-    the  Company's  ability to develop or maintain strategic relationships; and
-    global  economic  conditions.

The  Company  does  not promise to update forward-looking information to reflect
actual  results  or  changes  in  assumptions or other factors that could affect
those statements.  Future events and actual results could differ materially from
those  expressed  in,  contemplated  by,  or  underlying  such  forward-looking
statements.

                                     PART I

ITEM  1.  DESCRIPTION  OF  BUSINESS

OVERVIEW

     eLinear, Inc. (the "Company" or "eLinear") is a total IT solutions provider
of  technology  consulting,  network  and storage solutions infrastructure and a
provider of digital voice, data, video and security services for both commercial
and  residential customers.  Typically, the Company's customers are Fortune 2000
and  Small to Medium Business ("SMB") organizations.  The Company's services are
offered  to  companies  seeking to increase productivity or reduce costs through
investing  in  technology.  A majority of the Company's customers are located in
Houston,  Texas.  The  Company's  Internet  address  is  http://www.elinear.com.
                                                         ----------------------
Information  contained  on  the Company's web site is not a part of this report.
The Company's stock is traded on the OTC Bulletin Board under the symbol "ELIN."

     The  Company  provides IT consulting services through consulting solutions,
creative  web  site  design,  web site content management software and technical
project  management and development services.  Through its NetView Technologies,
Inc.  subsidiary,  the  Company  provides  network and storage solutions through
product  fulfillment,  network  and  infrastructure  design,  data  storage
architecture  and  is  a certified partner with several Fortune 100 IT solutions
providers.  Through  its  NewBridge  Technologies,  Inc. subsidiary, the Company
provides  structured  cabling, cabling infrastructure design and implementation,
security  installation  and  monitoring  and digital services of voice, data and
video  over  fiber  optic  networks to its residential and commercial customers.

ORGANIZATIONAL  HISTORY

     The  Company  acquired  its technology consulting business as a result of a
reverse  merger with Imagenuity, Inc. ("Imagenuity") in 1999.  Immediately prior
to  acquiring  the  business  of  Imagenuity, the Company, which at the time was
named  Kinetiks.com, Inc. ("Kinetics.com") did not engage in any business except
for  negotiating  and compromising debt and searching for merger candidates.  On
July  31,  2000,  the  Company  changed  its  name  to  eLinear,  Inc.

     On  April  15,  2003,  eLinear 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


                                        3
<PAGE>

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 shares issued to eLinear's stockholders were accounted
for  as the consideration paid by NetView for the acquisition of eLinear and was
valued  using  the  stock  price  on  the  date  issued. The purchase allocation
resulted  in  goodwill  of  $451,920.  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. ("NewBridge"), a provider of
communications  deployment.  Pursuant  to  the  transaction,  eLinear  issued an
aggregate  of  850,000 shares of restricted common stock and options to purchase
300,000  shares  of  common  stock.  NewBridge  was incorporated in the State of
Texas on February 20, 2002, and changed its name from MMGD, Inc. to NewBridge on
August  7,  2003.  As  of  the  effective  date, NewBridge became a wholly owned
subsidiary  of  eLinear.  The  acquisition  was accounted for using the purchase
method  of  accounting.

THE  COMPANY'S  PRODUCTS  AND  SERVICES

     The  Company  offers  its  products  and  services  through  three distinct
business  segments  as  follows:

     1)   Consulting services - the Company offers through this business segment
          strategic  consulting  services,  creative  web  site design, web site
          content  management  software  and  technical  project  management and
          development  services;
     2)   Product  fulfillment  and  network and storage solutions - through its
          wholly  owned  subsidiary,  NetView  Technologies,  Inc.,  the Company
          offers  a  complete  solution  to  its  customers for the acquisition,
          management  and  configuration  of  complex storage and network server
          installations;  and
     3)   Communications  deployment  -  through  its  wholly  owned subsidiary,
          NewBridge Technologies, Inc., the Company provides structured cabling,
          cabling  infrastructure  design  and  implementation,  security
          installation  and  monitoring  and digital services of voice, data and
          video  over  fiber  optic  networks  to its residential and commercial
          customers.

The combination of these three business segments provides a total IT solution to
the  Company's  customers.

Technology  Integration  and  Consulting  Services

     The  Company's  technology consulting segment offers a full set of services
ranging  from  traditional  technology consulting to managing complex technology
integration  projects.  The Company focuses on providing solutions to technology
related  issues  ranging  from  managing  a  software  selection  process  to
installation  and  integration  of  complex  software  products.  In addition to
providing  complete  customer  technology  services,  the  Company  markets  a
proprietary  software  product  called "LinearCMS."  This product is designed to
allow  non-technical  personnel to develop and maintain web pages on one or more
web sites through a web browser.  It allows collaboration between subject matter
experts, web site copywriters and business users, creating a working environment
that  intelligently  differentiates  web site content from design, and separates
content  within  pages  so  it  can be presented, transformed and syndicated for
multiple  purposes.  The Company does not have any patents or copyrights on this
product.  Typically,  the  Company's  contracts  it  has  with its customers are
cancelable  at  any  time  with  fourteen  to  thirty days' notice.  The Company
markets  its  services  through  its  in-house  sales  staff.

Product  Fulfillment  and  Network  and  Storage  Solutions

     NetView  Technologies,  Inc. is a proven supplier of IT product fulfillment
and  network  and  storage  solutions.  NetView  is  classified as a value-added
reseller  ("VAR") and has various retail agreements and certifications with such
companies as Hewlett Packard, Cisco and IBM.  Typically, NetView's customers are
Fortune  2000  businesses  and Small to Medium Business ("SMB") organizations of
which  NetView


                                        4
<PAGE>
markets  its  products  and  services through its own direct sales and marketing
team,  direct  mail  and  trade  shows.

Communications  Deployment

     The  Company  entered  the  communications  deployment  market  through its
acquisition  of  NewBridge  Technologies,  Inc.  on  July  31,  2003.  NewBridge
provides  structured  cabling, cabling infrastructure design and implementation,
security  installation  and  monitoring  and digital services of voice, data and
video  over  fiber  optic  networks to its residential and commercial customers.
NewBridge  markets  its  products  and services through its own direct sales and
marketing  team.  Typical customers of NewBridge are government agencies, school
districts  and  new  construction  residential  sub-divisions.

Sales  and  Marketing

     The  Company  utilizes  its  in-house  staff  of twenty-one sales and sales
support  personnel  to market its products and services.  The Company intends to
increase  this staff to fully implement its business plan.  The Company believes
it  can obtain a greater market share by cross-selling its products and services
to  its  existing  customer base and identifying new customers which can benefit
from  the Company's total IT solutions products and services.  A majority of the
Company's  customers are located in Houston, Texas, however, the Company intends
to  expand  its  marketing  strategy  through  acquisitions  of  complimentary
businesses.

     With  respect to the source of the Company's revenue, the Company had three
customers,  each  which  provided more than 10% of the Company's revenue for the
fiscal  year  ended  December  31,  2003.

COMPETITION

     The Information Technology marketplace is intensely competitive and subject
to  rapid  technological  change.  The  Company's  competitors  include  other
Information  Technology  solutions  firms,  Internet professional service firms,
software  firms,  product and service fulfillment companies for the acquisition,
management  and configuration of storage and network installations and providers
of  communications  deployment.  These  competitors  are  national, regional and
local.  The  Company  anticipates  that it will face additional competition from
new  entrants  that  provide  significant  performance, price, creative or other
advantages  over  those  offered by the Company.  Many of these competitors have
greater  name  recognition  and  resources  than  the  Company.

INTELLECTUAL  PROPERTY,  PROPRIETARY  RIGHTS  AND  LICENSES

     The  Company's success depends to a significant degree on its methodologies
and  software applications.  The Company does not have any patents or registered
copyrights  or  registered  trademarks.  The  Company  relies,  instead, on laws
protecting  trade  secrets,  common  law  rights  with respect to copyrights and
trademarks,  as  well  as  non-disclosure  and  other  contractual agreements to
protect  proprietary rights.  There can be no guarantee that those laws, and the
procedures  initiated  to protect its business, will prevent misappropriation of
its  proprietary  software  and  web  site  applications.  In  addition,  those
protections  do  not  preclude competitors from developing products with similar
features  as  those  of  the  Company.

     Although  the  Company believes its products and services are unique and do
not  infringe  upon  the proprietary rights of others, there can be no assurance
that  infringement claims will not be brought against the Company in the future.
Any  such  claim  could  result  in costly litigation or have a material adverse
effect  on  the  Company's  business, operating results and financial condition.

EMPLOYEES

     As  of  December 31, 2003, the Company had 27 full-time employees.  None of
the  Company's  employees  are  covered by any collective bargaining agreements.
Management  believes  that  its  relations


                                        5
<PAGE>
with  its  employees  are  good  and  the  Company  has not experienced any work
stoppages  attributable  to  employee  disagreements.

VOLATILITY  OF  STOCK  MARKET

     There  have  been  significant  fluctuations  in  the  market price for the
Company's  common  stock.  Factors such as variations in the Company's revenues,
earnings  and  cash flow and announcements of innovations or acquisitions by the
Company  or  its competitors could cause the market price of the common stock to
fluctuate  substantially.  In  addition,  the stock market has experienced price
and  volume  fluctuations  that  have  particularly affected companies in the IT
services  markets, resulting in changes in the market price of the stock of many
companies  which may not have been directly related to the operating performance
of  those  companies.  Such  broad  market fluctuations may adversely affect the
market  price  of  the  Company's  common  stock.

ITEM  2.  DESCRIPTION  OF  PROPERTY

     The  Company's  executive  and  administrative  offices are 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 no present intent to invest in real
estate,  real  estate  mortgages  or  persons  primarily  engaged in real estate
activities,  however,  the  Company  may  change  this  policy  at  any  time.
Furthermore,  the Company believes that suitable additional or replacement space
will  be  available  when  required  on  terms  acceptable  to  the  Company.

     The  Company has subleased its previous office space located at 8800 Jameel
Road,  Suite  170,  Houston,  Texas  77040,  for  $1,800 per month, which amount
substantially  offsets  the  $1,900  per  month obligation to the Company.  This
lease  expires  October  31,  2004.


                                        6
<PAGE>
ITEM  3.  LEGAL  PROCEEDINGS

     From time to time, the Company may become involved in litigation arising in
the  ordinary  course  of its business.  The Company is not presently subject to
any material legal proceedings outside of the ordinary course of business except
as  set  forth  below:

     On  December  16, 1999, eLinear and Imagenuity were served with a complaint
captioned  Chris  Sweeney  v.  Kinetics.com,  Inc. and Imagenuity, Inc., Circuit
Court,  Duval  County,  Florida,  Civil Case Number 1999-7252-CA.  The complaint
alleged  a  breach  of  an  alleged  oral  modification  of a written employment
agreement  between  the  Plaintiff,  Chris  Sweeney,  and Imagenuity and alleged
breaches  by eLinear and Imagenuity of fiduciary obligations which the Plaintiff
claims  were  owed to him.  Plaintiff is seeking as damages twenty percent (20%)
of  eLinear's  common  stock  received  by the sole shareholder of Imagenuity in
connection  with  the  merger  of Imagenuity with and into eLinear's subsidiary.
After  the  filing  of the complaint, eLinear's subsidiary, eLinear Corporation,
was  added  as  a Defendant.  Management intends to vigorously contest the case.
While  the  Company  believes  the  case  to  have no merit, at this stage it is
impossible  to  predict  the  amount  or  range  of  potential  loss,  if  any.

     In  December 1999 eLinear counter-sued Chris Sweeney in a lawsuit captioned
eLinear  Corporation v. Chris Sweeney, United States District Court, District of
Colorado,  Case  Number 99-WM-2434.  The Complaint sought a determination of the
rights  of  the  parties  with  respect  to  the  termination of Chris Sweeney's
employment  agreement  with  Imagenuity.  The  lawsuit  was  indefinitely stayed
pending  resolution  of  the  Florida  litigation  discussed  above.

     On  March  27,  2003,  the Company filed a motion to dismiss for failure to
prosecute,  since  the Plaintiff has failed to file any "record activity" in the
case  for  a  period  of  more  than  one year.  On June 13, 2003, the motion to
dismiss  was  denied  and  the  case  is  moving forward. The Company intends to
vigorously  contest  all claims in this case which is currently in the discovery
phase.

     On  October  17,  2003,  the Company filed a civil suit against Jon Ludwig,
former  CEO  of  the  Company,  for  the  following  causes of action: breach of
fiduciary  duty;  negligent  misrepresentation;  theft  of  trade  secrets;
theft/conversion  of  property;  wrongful  interference  with  existing  and
prospective  contracts;  and  civil  conspiracy.  This  case is currently in the
127th  Judicial  District  in the District Court of Harris County, Texas.  As of
December  31,  2003,  the  Company  has  not requested a specific damage amount.
Discovery  in  this  case  is  at  the  beginning  stages.

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

     No  matters  were submitted during the fourth quarter of the period covered
in  this  report  to  a  vote  of  shareholders.


                                        7
<PAGE>
                                     PART II

ITEM  5.  MARKET  FOR  COMMON  EQUITY  AND  RELATED  STOCKHOLDER  MATTERS

     The  Company's  common  stock trades on the OTC Bulletin Board market under
the  symbol  "ELIN."  The  market  for  the  Company's  common  stock on the OTC
Bulletin  Board  is  limited, sporadic and highly volatile.  The following table
sets  forth  the  approximate  high  and  low  closing sales prices per share as
reported  on  the OTC Bulletin Board for the Company's common stock for the last
two  fiscal  years.  The  quotations reflect inter-dealer prices, without retail
markups,  markdowns  or  commissions  and may not represent actual transactions.
<TABLE>
<CAPTION>

    Year 2003                              High    Low
    ---------                             --------------
<S>                                       <C>     <C>
      Quarter ended December 31           $ 2.75  $ 1.19
      Quarter ended September 30          $ 1.62  $ 0.65
      Quarter ended June 30               $ 1.00  $ 0.45
      Quarter ended March 31              $ 0.45  $ 0.45
    Year 2002
    ---------
      Quarter ended December 31           $ 0.55  $ 0.21
      Quarter ended September 30          $ 1.35  $ 0.32
      Quarter ended June 30               $ 6.00  $ 1.50
      Quarter ended March 31              $ 5.15  $ 1.70
</TABLE>

     As  of  January  20,  2004,  there were approximately 2,083 stockholders of
record of the Company's common stock.  The Company has neither declared nor paid
any cash dividends to date.  The Company does not anticipate paying dividends in
the  foreseeable  future until such time as the Company has sufficient cash flow
from  operations  to  justify  payment  of  a  dividend.

RECENT  SALES  OF  UNREGISTERED  SECURITIES

     Set  forth  below  is  certain  information  concerning  all  issuances  of
securities  by  the  Company  during the fiscal quarter ended December 31, 2003,
that  were  not  registered  under  the  Securities  Act.

     On  October  23,  2003, the Company issued 60,000 shares of common stock to
Capital Research Group in consideration of investor relations services valued at
$141,000  pursuant  to  the exemption provided by Section 4(2) of the Securities
Act.

     On October 23, 2003, the Company issued 6,000 shares of common stock to Roy
Sahachaisere  in  consideration of investor relations services valued at $14,100
pursuant  to  the  exemption  provided  by  Section  4(2) of the Securities Act.

     Between  September 2 and December 13, 2003, the Company completed a private
placement  transaction  in  which  it issued an aggregate of 1,330,564 shares of
common  stock  for an aggregate purchase price of $931,395.  The securities were
issued pursuant to the exemption provided by Regulation D of the Securities Act.
The  Company  used  the services of NevWest Securities Corporation, a registered
broker-dealer,  as placement agent to assist it in this private placement, which
received  sales  commission  of  between  7-10%  of  the  gross  proceeds of the
offering, as  well as warrants to purchase 26,611 shares of Company common stock
at  an  exercise  price  of  $0.70  per  share.

     The  above  transactions  were completed pursuant to either Section 4(2) of
the  Securities  Act  or  Regulation  D  of the Securities Act.  With respect to
issuances  made pursuant to Section 4(2) of the Securities Act, the transactions
did not involve any public offering and were sold to a limited group of persons.
Each  recipient  either  received  adequate information about the Company or had
access,  through employment or other relationships, to such information, and the
Company  determined  that  each  recipient


                                        8
<PAGE>
had  such  knowledge  and experience in financial and business matters that they
were  able  to  evaluate  the  merits and risks of an investment in the Company.

     With  respect  to issuances made pursuant to Regulation D of the Securities
Act,  the Company determined that each purchaser was an "accredited investor" as
defined  in Rule 501(a) under the Securities Act, or if such investor was not an
accredited  investor,  that  such  investor received the information required by
Regulation  D.

     Except  as otherwise noted, all sales of the Company's securities were made
by  officers of the Company who received no commission or other remuneration for
the  solicitation  of  any  person  in  connection  with the respective sales of
securities  described  above.  The  recipients  of  securities represented their
intention  to  acquire the securities for investment only and not with a view to
or  for sale in connection with any distribution thereof and appropriate legends
were  affixed  to  the  share  certificates and other instruments issued in such
transactions.

ITEM  6.  MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  AND RESULTS OF OPERATIONS AND
          FINANCIAL  CONDITION

     The  following discussion and analysis of the Company's financial condition
as  of  December 31, 2003, and the Company's results of operations for the years
in  the  two-year  period  ended  December  31, 2003 and 2002, should be read in
conjunction  with  the  Company's  audited consolidated financial statements and
notes  thereto  included  elsewhere  in  this  report.

OVERVIEW

     The  Company  currently  consists  of  three  operating  segments:

     -    Consulting  services. The Company offers consulting services, creative
          web  site  design,  web site content management software and technical
          project  management  and  development  services.

     -    Product  fulfillment  and  network  and storage solutions. Through its
          wholly  owned  subsidiary,  NetView,  the  Company  offers  a complete
          solution  to  its  customers  for  the  acquisition,  management  and
          configuration  of  complex  storage  and network server installations.

     -    Communications  deployment.  Through  its  wholly  owned  subsidiary,
          NewBridge,  the  Company  provides  structured  cabling,  cabling
          infrastructure  design  and  implementation, security installation and
          monitoring  and  digital  services of voice, data and video over fiber
          optic  networks  to  its  residential  and  commercial  customers.

     The  Company completed the acquisitions of NetView and NewBridge during the
last fiscal year.  In April 2003, the Company issued 12,961,979 shares of common
stock  for  all of the outstanding common stock of NetView. After the merger the
stockholders  of  NetView  owned  approximately  90%  of  eLinear.

     Although  NetView  became  our  wholly  owned  subsidiary,  for  accounting
purposes  this  transaction  was  treated  as  an  acquisition  of eLinear and a
recapitalization  of  NetView  using  the  purchase  method  of  accounting. The
acquisition  resulted in goodwill of $451,920. Since NetView is deemed to be the
acquiring  company  for  accounting  purposes, the financial information for the
years  ended  December  31,  2002  and  2003  is  information  derived  from the
consolidated  financial  statements  of  NetView.

     In  July 2003, the Company completed the acquisition of all the outstanding
shares  of NewBridge. Pursuant to the transaction, eLinear issued 850,000 shares
of  its  common stock valued at $935,000, using an average price for a period of
thirty  days  subsequent  to  the  date  of  the merger, and options to purchase
300,000  shares  of  common  stock valued at $274,000 using Black-Scholes to the
shareholders  of


                                        9
<PAGE>
NewBridge.  The  acquisition  was  accounted  for  using  the purchase method of
accounting  resulting  in  goodwill  of  $1,195,602.

RECENT  DEVELOPMENTS

     In  January  2004, the Company entered into a securities purchase agreement
with  several  accredited investors and raised gross proceeds of $2,533,850.  In
February  2004,  the  Company entered into another securities purchase agreement
with several accredited investors and raised gross proceeds of $2,460,000.  Both
of  these  agreements  include  warrants,  which  if  exercised will bring in an
additional  $6,992,156.  In  each  of  these  offerings  the  Company issued its
securities  at  prices  below  the  then  market  price  of  its  common  stock

     The  Company's  strategy  is  to  expand  its  operations  along  the above
reporting segments through internal growth and through acquisitions. The Company
intends  to  utilize  the proceeds from its recent offerings, as well as through
additional  offerings,  to finance its internal growth and for any acquisitions.
There  is  no  assurance  that  the Company will be able to raise any additional
funds,  or  if  it  does  raise  additional  funds, it may do so at below market
prices,  which  would  cause  dilution  to  its  shareholders.

CRITICAL  ACCOUNTING  POLICIES

     General

     The  Consolidated  Financial Statements and Notes to Consolidated Financial
Statements contain information that is pertinent to this management's discussion
and  analysis.  The  preparation  of  financial  statements  in  conformity with
accounting  principles  generally  accepted  in  the  United  States  of America
requires  management  to make estimates and assumptions that affect the reported
amounts  of  assets  and liabilities and disclosure of any contingent assets and
liabilities.  Management believes these accounting policies involve judgment due
to  the  sensitivity  of  the  methods,  assumptions  and estimates necessary in
determining the related asset and liability amounts.  Management believes it has
exercised  proper judgment in determining these estimates based on the facts and
circumstances  available  to its management at the time the estimates were made.
The  significant  accounting  policies  are described in the Company's financial
statements  (See  Note  2  in  Notes  to  Consolidated  Financial  Statements).

     Revenue  Recognition

     Revenue  includes  all  amounts  that  are  billable to customers.  Product
fulfillment  revenue  is  recognized  when products are shipped to the customer.
Consulting  services  revenue  from  time  and  material  service  contracts  is
recognized as the services are provided.  Communications deployment revenue from
fixed  price  contracts  is  recognized  over  the  contract  term  based on the
percentage  of cost during the period compared to the total estimated cost to be
provided  over  the  entire contract.  Losses on contracts are recognized during
the  period  in  which the loss first becomes probable and reasonably estimable.
At  December  31,  2003,  there  were  no  significant  contracts  in  progress.


     Allowance  for  Doubtful  Accounts

     The  Company  maintains  an allowance for doubtful accounts, which reflects
the  estimate  of  losses  that  may  result  from  the inability of some of the
Company's  customers  to make required payments.  The estimate for the allowance
for  doubtful  accounts is based on known circumstances regarding collectability
of  customer  accounts  and historical collections experience.  If the financial
condition  of  one  or  more  of  the  Company's  customers were to deteriorate,
resulting  in  an  impairment  of  their  ability  to  make payments, additional
allowances  may be required.  Material differences between the historical trends
used  to  estimate  the  allowance  for  doubtful accounts and actual collection
experience  could  result  in  a  material  change to the Company's consolidated
results  of  operations  or  financial  position.


                                       10
<PAGE>
     Goodwill

     As  of  December 31, 2003, the Company had $1,647,522 of goodwill resulting
from  the  acquisitions discussed above.  Goodwill represents the excess of cost
over  the  fair  value of the net tangible assets acquired and is not amortized.
However, goodwill is subject to an impairment assessment at least annually which
may  result in a charge to operations if the fair value of the reporting segment
in which the goodwill is reported declines.  Due to the large amount of goodwill
presently  on  the Company's financial reports, if an impairment is required the
Company's  financial  condition  and  results  would  be  negatively  affected.

     Accounting  for  Stock-Based  Compensation

     The  Company  accounts for stock-based compensation based on the provisions
of  Accounting  Principles Board Opinion No. 25, "Accounting for Stock Issued to
Employees,"  as  amended  by  the  Financial  Accounting  Standards  Board
Interpretation  No.  44,  "Accounting  for  Certain Transactions Involving Stock
Compensation."  Accounting  Principles  Board  Opinion  No.  25  and  Financial
Accounting  Standards  Board  Interpretation  No.  44 state that no compensation
expense  is  recorded for stock options or other stock-based awards to employees
that  are  granted  with  an exercise price equal to or above the estimated fair
value  per  share  of  the company's common stock on the grant date. The Company
adopted  the  disclosure  requirements  of  Statement  of  Financial  Accounting
Standards  No.  123,  "Accounting  for Stock-Based Compensation," which requires
compensation  expense  to  be  disclosed  based on the fair value of the options
granted  at  the  date  of  the  grant.

     In  December  2002,  the  Financial  Accounting  Standards Board issued its
Statement  No.  148,  "Accounting  for Stock-Based Compensation - Transition and
Disclosure-an  amendment  of  Financial Accounting Standards Board Statement No.
123." This Statement amends Statement of Financial Accounting Standards No. 123,
to  provide  alternative  methods  of  transition for an entity that voluntarily
changes  to  the  fair value based method of accounting for stock-based employee
compensation. It also amends the disclosure provisions of Statement of Financial
Accounting  Standards  No. 123 to require prominent disclosure about the effects
on  reported  net income of an entity's accounting policy decisions with respect
to  stock-based  employee  compensation.  The  transition  and annual disclosure
provisions  of Statement of Financial Accounting Standards No. 148 are effective
for  fiscal  years  ending  after  December 15, 2002, and the interim disclosure
provisions  were effective for the first interim period beginning after December
15,  2002. The Company did not voluntarily change to the fair value based method
of  accounting for stock-based employee compensation, therefore, the adoption of
Statement  of  Financial  Accounting  Standards  No. 148 did not have a material
impact on its operations and/or financial position.

RESULTS OF OPERATIONS AND FINANCIAL CONDITION

     Revenue.  Total  revenue  for  the  year  ended  December  31,  2003  was
$13,598,490  which  was  an  increase  of  76%  over  the  prior  year period of
$7,733,119.  Revenue  from  the  consulting services business segment for fiscal
2003  was  $608,370.  Revenue  generated  from the network and storage solutions
business  segment  for  fiscal  2003  was  $12,783,483, which was an increase of
$5,050,364, or 65% over fiscal 2002.  Revenue from the communications deployment
business  segment  for  fiscal  2003  was  $206,637.

     NetView  began its operations in the first quarter of 2002. The increase in
revenue was a result of a full twelve months of sales by NetView during the 2003
period,  as  well  as  an  increase  in  the number of customers and orders that
NetView  procured  during  the  period  and  the  contribution by the consulting
services and communications deployment business segments, which were not present
in  fiscal  2002.  During fiscal 2003, the Company's primary consulting employee
resigned.  The Company has worked to retain additional consultants, but if it is
unable to do so, its consulting services revenues may decline in future periods.

     Of  the  revenue  generated  for  the period ended December 31, 2003, three
customers  provided  in excess of 10% of the Company's revenue.  The loss of any
of  these  customers  may  have  an  adverse  financial  effect  on the Company.


                                       11
<PAGE>
     Cost  of  sales.  Total  cost of sales for the year ended December 31, 2003
was  $11,464,755,  an  increase  of  $4,707,658, or 70%, over the 2002 period of
$6,757,097.  For  the  network  and  storage solutions business segment, cost of
sales is comprised primarily of the costs associated with acquiring hardware and
software to fill customer orders.  For the consulting services business segment,
cost  of  sales  consists primarily of full-time personnel and contract employee
costs  associated  with  projects the Company provides to its clients for a fee.
For  the  communications  deployment  business  segment,  cost of sales consists
primarily  of materials and personnel to build the customer infrastructure.  The
primary  component  of  the  increase in cost of sales was the cost of procuring
hardware  and  software  to  fill  an  expanded number of customer orders.  This
amounted  to  $10,994,036 for fiscal 2003.  The Company anticipates that cost of
sales  will  increase  as  revenue  increases.

     Gross  profit.  Total  gross  profit  increased  from $976,022 for the year
ended  December  31,  2002,  to $2,133,735 for the year ended December 31, 2003.
The  increase  in  gross  profit was a result of an increase in revenue from all
business segments.  Total gross profit as a percentage of revenue increased from
13% for fiscal 2002 to 16% for fiscal 2003.  The primary reason for the increase
was  a  result  of  higher  profit  margin  projects  provided by the consulting
services  and  communications  deployment  business  segments.

     Operating  expenses.  Total  operating expenses for the year ended December
31,  2003, were $3,171,553, an increase of $2,405,855, or 314%, over fiscal 2002
of  $765,698.  The Company added additional personnel in its network and storage
solutions  business  segment to facilitate the rapid increase in customer orders
and  has  reduced  personnel  in  its  consulting  services  business  segment,
reflecting  an  increase  in the use of subcontractors to execute on projects as
opposed  to  full-time employees.  The net effect was an increase in payroll and
related  costs  of  $1,164,933.  Professional  services,  which  is comprised of
legal,  accounting  and  consulting  fees,  increased  from $114,409 for 2002 to
$526,664  for  fiscal  2003.  Of  this  2003 amount, $93,500 was invoiced to the
Company  as  consulting fees from two officers of the Company.  The Company does
not  anticipate  incurring  such  fees  from  the officers in the future.  Other
increases  attributable  to fiscal 2003 were increased legal and accounting fees
arising  from  the  merger  of  NetView  into  eLinear  and  the  acquisition of
NewBridge.

     Office  administration expenses increased from $136,672 for the 2002 period
to  $175,159  for fiscal 2003.  The Company increased its amount of office space
under  lease  during  fiscal  2003  and due to an increase in personnel incurred
additional  office  administration  expenses.  Other  expenses  increased  from
$125,976  for  fiscal  2002 to $905,009 for fiscal 2003.  The primary reason for
the  increase  was  due  to  an  increase in fees paid for advertising to public
relations  firms  and  non-cash  compensation expenses attributable to stock and
stock  option issuances.  The Company is continuing to identify areas whereby it
may  reduce  its  overhead  expenses  during  fiscal  2004.

     Net  Loss.  The  net  loss  for  the  year  ended  December  31,  2003  was
$1,022,161,  or $0.07 per share basic and diluted, compared to net income before
pro  forma  net  income  tax  expense  of $199,394, or $0.02 per share basic and
diluted,  for  fiscal  2002.

LIQUIDITY  AND  CAPITAL  RESOURCES

     Changes  in  cash  flow.  The  Company currently manages the payment of its
current  liabilities  and  other obligations on a monthly basis, as cash becomes
available.  Net  cash  used  in operating activities for the year ended December
31,  2003,  was $1,106,769 compared to net cash provided by operating activities
of  $241,253 for fiscal 2002.  This was a reduction of $1,348,022 over the prior
year.  The  primary  components  of  net  cash  used in operating activities for
fiscal  2003 were a net loss of $1,022,161 and increases in accounts receivable,
inventory  and  other  assets, and decreases in accounts payable, and payable to
officers,  which  were  partially offset by increases in accrued liabilities and
non-cash  charges  totaling  $88,719  and $531,992, respectively..  Cash used by
investing  activities  decreased  from  $46,527  for  fiscal 2002 to $19,143 for
fiscal  2003.  Cash  provided  by  financing  activities increased from a use of
$73,832  for  fiscal  2002  to  $1,559,501  for  fiscal 2003.  This increase was
primarily  attributable  to  sales  of  common stock and through the exercise of
stock  options.


                                       12
<PAGE>
     Capital  Resources.  The Company has funded its operations through the sale
of  common  stock, the exercise of stock options, short-term borrowings from two
of its officers and lines of credit.  From September 2 to December 13, 2003, the
Company sold shares of its common stock in a private placement for aggregate net
proceeds  of  $838,255.  During  the  year  ended December 31, 2003, the Company
received  $745,443  through  the  exercise  of  options.  NetView has funded its
operations  by way of loans from Messrs. Allen and Casey.  At December 31, 2003,
the  amount  due  these individuals was $215,703.  These notes were subsequently
repaid  during  January  2004.  NetView  has funded its purchases of network and
storage  solutions  products  primarily  through  vendor  provided  financing
arrangements.  In  March  2003,  NetView obtained a $1 million line of credit to
fund  purchases  of  network  and  storage  solutions  product  for  delivery to
customers.  Under  the  terms  of  the agreement, NetView has 45 days to pay for
product  financed  by  Textron  at no interest.  After 45 days, NetView must pay
interest  to Textron at the annual rate of prime plus six percent (6%).  This is
secured  by essentially all of the Company's and NetView's assets, as well as by
personal  guarantees delivered by two of the Company's officers and their wives.

     Liquidity.  As  of  December  31,  2003,  the  Company had cash balances in
non-restricted  accounts  of  $554,483 and positive working capital of $925,574.
In  January  2004, the Company entered into a securities purchase agreement with
several  accredited  investors  and  raised  gross  proceeds  of $2,533,850.  In
February  2004,  the  Company entered into another securities purchase agreement
with several accredited investors and raised gross proceeds of $2,460,000.  Both
of  these  agreements  include  warrants,  which  if  exercised will bring in an
additional  $6,992,156.

     Management believes it now has sufficient capital to implement its business
plan  and  to  seek out acquisitions in order to more quickly grow its business.
Management believes it will begin to generate positive cash flow from operations
during  fiscal  2004 and believes that sufficient cash flow from operations will
be  available  during  the  next  twelve  months  to  satisfy  its  short-term
obligations.  If expenses are in excess of management's estimates or if revenues
decline, the Company may need to obtain additional financing to fund operations.
If the Company is required to obtain additional financing it will be required to
do  so  on  a  best  efforts  basis, as it currently has no commitments for such
financing.

NEW  ACCOUNTING  PRONOUNCEMENTS

     During  December  2002,  the  FASB  issued  SFAS  No.  148.  Statement  148
establishes  standards  for  two  alternative  methods of transition to the fair
value  method  of  accounting for stock-based employee compensation of FASB SFAS
No.  123  "Accounting for Stock-Based Compensation" ("SFAS 123").  SFAS 148 also
amends  and  augments  the  disclosure  provisions  of  SFAS  123 and Accounting
Principles  Board Opinion 28 "Interim Financial Reporting" to require disclosure
in  the  summary  of  significant  accounting  policies for all companies of the
effects  of  an  entity's accounting policy with respect to stock-based employee
compensation on reported net income and earnings per share in annual and interim
financial  statements.  The  transition standards and disclosure requirements of
SFAS  148  are  effective  for  fiscal  years  and  interim periods ending after
December  15,  2002.  The  Company has adopted only the disclosure provisions of
this  statement.


                                       13
<PAGE>
ITEM  7.  FINANCIAL  STATEMENTS

                          INDEPENDENT AUDITORS' REPORT

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

We  have audited the accompanying balance sheet of eLinear, Inc., as of December
31,  2003  and  the  related  statements  of  operations,  stockholders'  equity
(deficit), and cash flows for the year ended December 31, 2003.  These financial
statements  are  the responsibility of eLinear'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 financial position of eLinear, Inc. as of December
31,  2003,  and  the results of its operations and cash flows for the year ended
December  31,  2003, in conformity with accounting principles generally accepted
in  the  United  States  of  America.


Malone  &  Bailey,  PLLC
www.malone-bailey.com
Houston,  Texas

January 22, 2004, except for Note 14 dated February 9, 2004


                                       14
<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


                                       15
<PAGE>

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

                                    ASSETS
<S>                                                                           <C>
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                                                                        1,647,522
Deposits                                                                           15,049
                                                                              ------------
Total assets                                                                  $ 4,134,196
                                                                              ============

                     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                                                     3,687,131
 Accumulated deficit                                                           (1,395,739)
                                                                              ------------
     Total shareholders' equity                                                 2,631,807
                                                                              ------------
Total liabilities and shareholders' equity                                    $ 4,134,196
                                                                              ============
</TABLE>

See accompanying notes to consolidated financial statements.


                                       16
<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                                                 $13,598,490   $ 7,733,119
Cost of sales                                            11,464,755     6,757,097
                                                        --------------------------
 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
                                                        ==========================
</TABLE>

See  accompanying  notes  to  consolidated  financial  statements.


                                       17
<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     918,000           --            935,000
Net loss                                           --        --          --   (1,022,161)        (1,022,161)
                                           -----------------------------------------------------------------
Balances, December 31, 2003                17,020,754  $340,415  $3,687,131  $(1,395,739)  $      2,631,807
                                           =================================================================
</TABLE>

See  accompanying  notes  to  consolidated  financial  statements.


                                       18
<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                                 $ 1,209,000   $        --
                                                                   ==========================
 Issuance of options for forgiveness of debt                       $    13,188   $        --
                                                                   ==========================
</TABLE>

See accompanying notes to consolidated financial statements.


                                       19
<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.


                                       20
<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)     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.

f)     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.

g)     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 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.

h)     Revenue  Recognition

       Product  fulfillment  revenue  is recognized when products are shipped to
       the  customer. Consulting services revenue from time and material service
       contracts  is  recognized  as  the  services are provided. Communications
       deployment  revenue  from  fixed  price  contracts is recognized over the
       contract  term based on the percentage of cost during the period compared
       to  the  total  estimated  cost  to be provided over the entire contract.
       Losses  on  contracts  are recognized during the period in which the loss
       first  becomes  probable  and reasonably estimable. At December 31, 2003,
       there  were  no  significant  contracts  in  progress.

       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.


                                       21
<PAGE>
i)     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.

j)     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, 2003   December 31, 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.

k)     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  and  timing  of  estimated future cash flows and assumed discount
       rates  reflecting  varying  degrees  of  perceived  risk.


                                       22
<PAGE>
l)     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.

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 $935,000, using an average price for a period of fifteen days prior to
and  subsequent  to  the  date  of  the  merger, 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 $1,195,602, all of which was allocated to
goodwill.

     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   1,195,602   1,647,522
                            ----------  ----------  ----------
  Total assets acquired        573,779   1,333,139   1,906,918
                            ----------  ----------  ----------

Current liabilities            123,061     124,139     247,200
                            ----------  ----------  ----------
  Net assets acquired       $  450,718  $1,209,000  $1,659,718
                            ==========  ==========  ==========
</TABLE>


                                       23
<PAGE>
     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                                 $   14,143,618   $   9,120,099
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 and
2002:
<TABLE>
<CAPTION>
                            Estimated Lives    2003       2002
                            ---------------  -------------------
<S>                         <C>              <C>        <C>
Automobile                      5 years      $ 12,806   $12,806
                                             -------------------
Computer equipment              3 years        72,411    16,752
Furniture and equipment         7 years        20,159    11,177
                                             -------------------
                                              105,376    40,735
Accumulated depreciation                      (61,714)   (9,143)
                                             -------------------
Net property and equipment                   $ 43,662   $31,592
                                             ===================
</TABLE>

Note  5.     Commitments  and  Contingent  Liabilities

     The  Company's  executive  and  administrative  offices are 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.


                                       24
<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


                                       25
<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.

     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>

     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.


                                       26
<PAGE>
     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
consist  of  the  following:

<TABLE>
<CAPTION>
                                                                  December 31,
                                                               ------------------
                                                                 2003      2002
                                                               ------------------
<S>                                                            <C>       <C>
Note payable to an officer with interest at 7% per annum and
 principal and interest due July 1, 2004, without collateral.  $ 81,303  $ 89,000

Note payable to an officer with interest at 7% per annum and
 principal and interest due July 1, 2004, without collateral.   134,400   150,900

Accrued liabilities due to officers                              36,336    64,000
                                                               ------------------
 Total                                                         $252,039  $303,900
                                                               ==================
</TABLE>

     During  January  2004, the Company repaid the aforementioned notes payable.

     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.


                                       27
<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

Dollars ($)             eLinear    NetView    NewBridge  Consolidated
                       ----------------------------------------------
<S>                    <C>        <C>         <C>        <C>
Revenue                  608,370  12,783,483    206,637    13,598,490
Segment loss             717,565     216,303     88,293     1,022,161
Total assets           1,071,083   1,695,284  1,367,829     4,134,196
Capital expenditures          --       9,886         --         9,886
Depreciation               2,686      15,568      2,036        20,290


                      FOR THE YEAR ENDED DECEMBER 31, 2002

Dollars ($)             eLinear    NetView    NewBridge  Consolidated
                       ----------------------------------------------
Revenue                       --  7,733,119          --     7,733,119
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>


                                       28
<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

     Three  customers  accounted for approximately 21%, 14% 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


                                       29
<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.

     The  following  is  an unaudited consolidated pro forma balance sheet as of
December 31, 2003, giving effect to the funds raised during January and February
2004:

<TABLE>
<CAPTION>
                                             ELINEAR, INC.
                                            AND SUBSIDIARIES
                             UNAUDITED CONSOLIDATED PRO FORMA BALANCE SHEET
                                           DECEMBER 31, 2003

                                                                          Pro Forma         Unaudited
                                                                         Adjustment         Pro Forma
<S>                                                        <C>           <C>          <C>  <C>
ASSETS
Current assets:
    Cash                                                   $   554,483   $ 4,584,281  (1)  $ 5,138,764
    Accounts receivable, net of allowance of $69,289 and
      $54,000 at December 31, 2003 and 2002, respectively    1,637,217                       1,637,217
    Inventory                                                  190,555                         190,555
    Other current assets                                        45,708                          45,708
                                                           --------------------------------------------
        Total current assets                                 2,427,963     4,584,281         7,012,244
                                                           --------------------------------------------

Property and equipment, net                                     43,662                          43,662
Goodwill                                                     1,647,522                       1,647,522
Deposits                                                        15,049                          15,049
                                                           --------------------------------------------
Total assets                                               $ 4,134,196   $ 4,584,281       $ 8,718,477
                                                           ============================================

LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
    Accounts payable, trade                                $ 1,101,603                     $ 1,101,603
    Payable to officers                                         36,336                          36,336
    Accrued liabilities                                        148,747                         148,747
    Notes payable, shareholders                                215,703                         215,703
                                                           --------------------------------------------
        Total current liabilities                            1,502,389            --         1,502,389
                                                           --------------------------------------------
Commitments and contingencies
Shareholders' equity:
    Preferred stock, $.02 par value                                 --                              --
    Common stock, $.02 par value                               340,415        63,885  (1)      404,300
    Additional paid-in capital                               3,687,131     4,520,396  (1)    8,207,527
    Accumulated deficit                                     (1,395,739)                     (1,395,739)
                                                           --------------------------------------------
        Total shareholders' equity                           2,631,807     4,584,281         7,216,088
                                                           --------------------------------------------
Total liabilities and shareholders' equity                 $ 4,134,196   $ 4,584,281       $ 8,718,477
                                                           ============================================
</TABLE>


                                       30
<PAGE>
Pro  Forma  Adjustment

(1)  To record the issuance of 3,194,225 shares of common stock for net proceeds
of  $4,584,281.

Notes  Payable,  Shareholders

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


                                       31
<PAGE>
ITEM  8.  CHANGES AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
          DISCLOSURE

     On  September  2,  2003, the Board of Directors of the Company received and
accepted the resignation of Gerald R. Hendricks & Company, P.C. as the Company's
independent  public  accountants.  The Company retained the services of Malone &
Bailey,  PLLC  as  independent  public  accountants  to  audit  the  Company's
consolidated  financial  statements  for the year ending December 31, 2003.  The
Company  filed  a  Form 8-K on September 8, 2003, which was amended on September
22,  2003  reporting  this  event.

ITEM  8A.  CONTROLS  AND  PROCEDURES.

     In accordance with the Exchange Act, the Company carried out an evaluation,
under  the  supervision  and with the participation of management, including its
Chief  Executive  Officer and Principal Accounting Officer, of the effectiveness
of its disclosure controls and procedures as of the end of the period covered by
this report.  Based on this evaluation, the Copany's Chief Executive Officer and
Principal  Accounting  Officer  concluded that the Company's disclosure controls
and  procedures  were  effective  as of December 31, 2003, to provide reasonable
assurance  that  information  required  to  be disclosed in its reports filed or
submitted under the Exchange Act is recorded, processed, summarized and reported
within  the  time  periods specified in the Securities and Exchange Commission's
rules  and  forms.  There  has been no change in the Company's internal controls
over  financial reporting that occurred during the year ended December 31, 2003,
that  has materially affected, or is reasonably likely to materially affect, its
internal  controls  over  financial  reporting.

                                    PART III

ITEMS 9, 10, 11, AND 12

     These  items  have been omitted in accordance with the general instructions
to Form 10-KSB.  The information required by these items will be included in the
Company's  definitive  proxy  or information statement to be filed no later than
April  29,  2004,  and  are  incorporated  by  reference  in this annual report.

     The  Company  has  adopted  a  Code  of  Ethics  that applies to all of its
directors,  officers  (including  its  chief  executive officer, chief financial
officer,  chief  accounting officer and any person performing similar functions)
and  employees.

ITEM  13.  EXHIBITS  AND  REPORTS  ON  FORM  8-K

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


Exhibit No.    Description
-----------    -----------

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)


                                       32
<PAGE>
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)
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)
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  Malone  &  Bailey,  PLLC


                                       33
<PAGE>
31.1           Certification  of  Kevan  M.  Casey
32.1           Certification  for  Sarbanes-Oxley  Act  of  Kevan  M.  Casey


                                       34
<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.

ITEM  14.  PRINCIPAL  ACCOUNTANT  FEES  AND  SERVICES

     This  item  has been omitted in accordance with the general instructions to
Form  10-KSB.  The  information  required  will  be  included  in  the Company's
definitive  proxy  or  information statement to be filed no later than April 29,
2004,  and  is  incorporated  by  reference  in  this  annual  report.


                                       35
<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:  February 24, 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        Chief  Executive  Officer,          February 24, 2004
-----------------        Chairman  of  the  Board  and
Kevan  Casey             Principal  Accounting  Officer

/s/  Tommy Allen         President and Director              February 24, 2004
----------------
Tommy  Allen


/s/  J. Leonard Ivins    Secretary and Director              February 24, 2004
---------------------
J.  Leonard  Ivins


/s/  Carl  A.  Chase     Director                            February 24, 2004
--------------------
Carl  A.  Chase



                                       36
<PAGE>
                                INDEX TO EXHIBITS
Exhibit No.    Description
-----------    -----------

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)
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)


                                       37
<PAGE>
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)
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  Malone  &  Bailey,  PLLC
31.1           Certification  of  Kevan  M.  Casey
32.1           Certification  for  Sarbanes-Oxley  Act  of  Kevan  M.  Casey


                                       38
<PAGE>