<PAGE>



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

                                   FORM 10-QSB

(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
                  For the quarterly period ended March 31, 2003

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
           For the transition period from ____________ to ___________

                        Commission file number 000-26169


                                Chinawe.com Inc.
--------------------------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)


            California                                   95-462728
  (State or other jurisdiction              (I.R.S. Employer Identification No.)
of incorporation or organization)

                                Chinawe.com Inc.
                            c/o Hartman & Craven LLP
                            Attn: Joel I. Frank, Esq.
                               488 Madison Avenue
                            New York, New York 10022
--------------------------------------------------------------------------------
                    (Address of principal executive offices)

                               c/o (212) 753-7500
--------------------------------------------------------------------------------
                           (Issuer's telephone number)

The number of shares outstanding of the issuer's common stock, par value $.001
per share, as of May 1, 2003 was 40,000,000.

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


<PAGE>



                                Chinawe.com Inc.

<TABLE>
<CAPTION>
PART I - FINANCIAL INFORMATION
                                                                           Page No.
<S>                                                                        <C>
Item 1.  Financial Statements.

         Consolidated Balance Sheet as of March 31, 2003 (Unaudited)             3

         Consolidated Statements of Operations for the Three Months Ended        4
         March 31, 2003 and March 31, 2002 (Unaudited)

         Consolidated Statements of Shareholders' Deficit and Comprehensive      5
         Income (Loss) (Unaudited) for the Three Months
         Ended March 31, 2003

         Consolidated Statements of Cash Flows for the Three Months Ended        6
         March 31, 2003 and March 31, 2002 (Unaudited)

         Notes to Financial Statements                                           7

Item 2.  Management's Discussion and Analysis or Plan of Operation               9

Item 3.  Controls and Procedures                                                21

PART II - OTHER INFORMATION

Item 6.   Exhibits and Reports on Form 8-K                                      22

SIGNATURES                                                                      23
</TABLE>
















                                       2
<PAGE>





PART I - FINANCIAL INFORMATION
ITEM 1.  FINANCIAL STATEMENTS.

                           CONSOLIDATED BALANCE SHEET
                                 MARCH 31, 2003
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                    ---------------   ------------
                                                               NOTE                         RMB           US$
                                                                                    ---------------   ------------
<S>                                                            <C>                    <C>             <C>
ASSETS
Current assets:
   Cash and cash equivalents                                                                 25,808          3,114
   Accounts receivable, net of allowance for
        doubtful  accounts of RMB11,176                                                      28,818          3,477
   Other current assets                                                                      62,293          7,517
                                                                                    ---------------   ------------

      Total current assets                                                                  116,919         14,108
                                                                                    ---------------   ------------

Property, plant and equipment, net                             4                            157,809         19,043
                                                                                    ---------------   ------------

TOTAL ASSETS                                                                                274,728         33,151
                                                                                    ===============   ============

LIABILITIES AND SHAREHOLDERS' DEFICIT
Current liabilities:
   Customer deposits                                                                        232,357         28,039
   Accrued expenses and other current liabilities                                           895,480        108,057
   Current portion of long term debt                           5                             48,504          5,853
   Advances from related parties                               6                          7,246,374        874,415
                                                                                    ---------------   ------------

   Total current liabilities                                                              8,422,715      1,016,364
                                                                                    ---------------   ------------
Non-current liabilities
   Long term debt                                              5                             91,318         11,019
                                                                                    ---------------   ------------

   Total liabilities                                                                      8,514,033      1,027,383

Shareholders' deficit:
   Preferred stock, par value US$0.001 per share,
    authorized 20,000,000 shares, none issued
   Common stock, par value US$0.001 per share,
    authorized 100,000,000 shares; issued
    and outstanding 40,000,000 shares                                                       320,000         38,614
   Capital in excess of par                                                                (319,198)       (38,517)
   Accumulated deficit                                                                   (8,256,471)      (996,304)
   Accumulated other comprehensive income                                                    16,364          1,975
                                                                                    ---------------   ------------
   Total shareholders' deficit                                                           (8,239,305)      (994,232)
                                                                                    ----------------  -------------

   TOTAL LIABILITIES AND
    SHAREHOLDERS' DEFICIT                                                                   274,728         33,151
                                                                                    ===============   ============
See notes to the financial statements.
</TABLE>



                                       3
<PAGE>




                      CONSOLIDATED STATEMENTS OF OPERATIONS
                   THREE MONTHS ENDED MARCH 31, 2003 AND 2002
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                 NOTE                  2003                                 2002
                                          ---------------------------      ------------------------------
                                               RMB               US$               RMB             US$
                                          -------------   -----------      ---------------   ------------
<S>                              <C>        <C>           <C>                  <C>            <C>
Subscription and service income                 130,027        15,690              183,792         21,953

Administrative and general
 expenses                                      (414,712)      (50,043)            (526,309)       (62,865)
                                          --------------   -----------     ---------------        -------

Loss from operations                           (284,685)      (34,353)            (342,517)       (40,912)

Other income                                         10             1                   14              2
                                          -------------   -----------      ---------------   ------------

Loss before income taxes                       (284,675)      (34,352)            (342,503)       (40,910)

Income taxes                        7                 -             -                    -              -
                                          -------------   -----------      ---------------   ------------

Net loss                                       (284,675)      (34,352)            (342,503)       (40,910)
                                          ==============  ============            ========        =======

Basic and diluted net
 loss per common stock                            0.007         0.001                0.008          0.001
                                          =============   ===========      ===============   ============

Weighted average shares
 outstanding                                 40,000,000    40,000,000           40,000,000     40,000,000
                                          =============   ===========           ==========     ==========
</TABLE>













See notes to the financial statements.


                                       4
<PAGE>




              CONSOLIDATED STATEMENTS OF SHAREHOLDERS' DEFICIT AND
                           COMPREHENSIVE INCOME (LOSS)
                        THREE MONTHS ENDED MARCH 31, 2003
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                                Accumulated
                                       Common Stock                                             other            Total
                                       ------------           Capital in        Accumulated     comprehensive    Shareholders'
                                               Amount         excess of par     (deficit)       (loss)           (deficit)
                                Shares         RMB            RMB               RMB             RMB              RMB
                                ------------   ------------   ---------------   --------------- ---------------  --------------
<S>                            <C>                <C>             <C>             <C>                  <C>        <C>
Balances, January 01,
2003                            40,000,000         320,000         (319,198)       (7,971,796)          16,924     (7,954,070)

Comprehensive loss:
   Net loss for the three
   months ended March 31,
   2003                                  -               -                -          (284,675)               -       (284,675)
   Currency translation
   adjustments                           -               -                -                 -             (560)          (560)
                                ----------     -----------    -------------     -------------   --------------   ------------

   Total comprehensive loss                                                                                          (285,235)
                                                                                                                 ------------

Balances, March 31, 2003        40,000,000         320,000         (319,198)       (8,256,471)          16,364     (8,239,305)
                                ==========     ===========    =============     =============    =============   ============

Balances, March 31, 2003     US$                    38,614          (38,517)         (996,304)           1,975       (994,232)
                                               ===========    =============     =============    =============   ============
</TABLE>





See notes to the financial statements.



                                       5
<PAGE>

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                   THREE MONTHS ENDED MARCH 31, 2003 AND 2002
                                   (UNAUDITED)
                                    (NOTE 2)

<TABLE>
<CAPTION>
                                                                        2003                                   2002
                                                          ---------------------------------    -------------------------------
                                                                RMB               US$               RMB                US$
                                                          --------------    ---------------    --------------     ------------
<S>                                                             <C>            <C>                 <C>             <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net loss                                                     (284,675)      (34,352)            (342,503)       (40,910)

   Adjustments to reconcile net loss to net
    cash used in operating activities:
      Depreciation                                                37,256         4,496               10,331          1,234
      Changes in operating assets and liabilities,
       net of effects of acquisition:
         Accounts receivable                                     (10,510)       (1,268)              (1,975)          (236)
         Other current assets                                          -             -               17,848          2,132
          Accounts payable                                             -             -              (19,776)        (2,362)
         Accrued expenses and other current liabilities         (198,268)      (23,925)               2,679            320
         Customer deposits received                                 (355)          (43)            (120,548)       (14,399)
                                                               ---------       -------            ---------        -------

NET CASH USED IN OPERATING ACTIVITIES                           (456,552)      (55,092)            (453,944)       (54,221)
                                                               ---------       -------            ---------        -------

CASH FLOWS FROM INVESTING ACTIVITIES:

Purchase of plant and equipment                                        -             -               (1,938)          (232)
                                                               ---------       -------            ---------        -------

NET CASH USED IN INVESTING ACTIVITIES                                  -             -               (1,938)          (232)
                                                               ---------       -------            ---------        -------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Increase in advances from related parties (Note 6)            689,372        83,187              450,316         53,788
   Repayments to related parties (Note 6)                       (215,650)      (26,023)                   -              -
   Repayment of finance lease obligation                         (11,730)       (1,415)             (11,124)        (1,329)
                                                               ---------       -------            ---------        -------

NET CASH PROVIDED BY FINANCING ACTIVITIES                        461,992        55,749            439,192           52,459
                                                               ---------       -------            ---------        -------
NET (DECREASE) INCREASE IN
  CASH AND CASH EQUIVALENTS                                        5,440           657              (16,690)        (1,994)

CASH AND CASH EQUIVALENTS, BEGINNING                              18,953         2,287               38,859          4,642

EFFECT OF EXCHANGE RATE ON CASH                                    1,415           170                    -              -
                                                               ---------       -------            ---------        -------

CASH AND CASH EQUIVALENTS, ENDING                                 25,808         3,114               22,169          2,648
                                                               =========       =======            =========        =======
</TABLE>






See notes to the financial statements.



                                       6
<PAGE>



                        NOTES TO THE FINANCIAL STATEMENTS
               FOR THE THREE MONTHS ENDED MARCH 31, 2003 AND 2002
                                   (UNAUDITED)

1.       The interim financial statements

         The accompanying financial statements, as of March 31, 2003 and for the
         three months ended March 31, 2003, have been prepared by Chinawe.com
         Inc. (the "Company") without audit. Pursuant to the rules and
         regulations of the Securities and Exchange Commission, certain
         information and footnote disclosures normally included in the financial
         statements prepared in accordance with generally accepted accounting
         principles have been condensed or omitted pursuant to such rules and
         regulations. However, the Company believes that the disclosures are
         adequate to make the information presented not misleading. These
         financial statements should be read in conjunction with the financial
         statements and the notes thereto included in the Company's audited
         annual financial statements for the year ended December 31, 2002.

         The preparation of financial statements in conformity with generally
         accepted accounting principles requires management to make estimates
         that affect the reported amounts of assets, liabilities, revenues and
         expenses and the disclosure of contingent assets and liabilities.
         Actual results could differ from these estimates.

         In the opinion of management, all adjustments (which include only
         normal recurring adjustments) necessary to present fairly the financial
         position as of March 31, 2003, results of operations and cash flows for
         the three months ended March 31, 2003, have been made. The results of
         operations for the three months ended March 31, 2003 and 2002 are not
         necessarily indicative of the operating results for the full year.

2.       Translation of foreign currencies

         The Company considers Renminbi as its functional currency as a
         substantial portion of the Company's business activities are based in
         Renminbi.

         Transactions in currencies other than functional currencies during the
         year are translated into the respective functional currencies at the
         applicable rates of exchange prevailing at the time of the
         transactions. Monetary assets and liabilities denominated in currencies
         other than functional currencies are translated into respective
         functional currencies at the applicable rates of exchange in effect at
         the balance sheet date. Exchange gains and losses are dealt with in the
         consolidated statement of operations.

         The translation of the financial statements of subsidiaries whose
         functional currencies are other than Renminbi, into Renminbi is
         performed for balance sheet accounts using closing exchange rates in
         effect at the balance sheet date and for revenue and expense accounts
         using an average exchange rate during each reporting period. The gains
         or losses resulting from translation are included in stockholders'
         deficit separately as accumulated other comprehensive income or loss.

         Translation of amounts from Renminbi into United States dollars ("US$")
         is for the convenience of readers and has been made at the exchange
         rate of US$1.00 = RMB8.2871 as of March 31, 2003 and US$1.00 =
         RMB8.3721 as of March 31, 2002. No representation is made that the
         Renminbi amounts could have been, or could be, converted into United
         States dollars at that rate or at any other rate.

3.       Risk considerations

                  (i)      As a majority of the Company's operations are
                           conducted in the PRC, the Company is subject to
                           special considerations and significant risks not
                           typically associated with



                                       7
<PAGE>

                           investments in equity securities of North American
                           and Western European companies. The Company's
                           operations may be adversely affected by significant
                           political, economic and social uncertainties in the
                           PRC. Although the PRC government has been pursuing
                           economic reform policies for the past several years,
                           no assurance can be given that the PRC government
                           will continue to pursue such policies or that such
                           policies may not be significantly altered, especially
                           in the event of a change in leadership, social or
                           political disruption or unforeseen circumstances
                           affecting the PRC's political, economic and social
                           life. There is also no guarantee that the PRC
                           government's pursuit of economic reforms will be
                           consistent or effective.

                  (ii)     The Company expects that substantially all of its
                           revenues will be denominated in RMB. A portion of
                           such revenues will need to be converted into other
                           currencies to meet foreign currency obligations such
                           as payment of any dividends declared. Both the
                           conversion of RMB into foreign currencies and the
                           remittance of foreign currencies abroad require PRC
                           government approval. No assurance can be given that
                           the operating subsidiaries within the Company will
                           continue to be able to convert sufficient amounts of
                           foreign currencies in the PRC's foreign exchange
                           markets in the future for payment of dividends.

4.       Stock Plan

         On July 25, 2001 the Board of Directors approved the Chinawe.com Inc.
         2001 Restricted Stock Plan (the "Plan"), under which 5,000,000 shares
         of the Company's common stock have been reserved for award under the
         Plan. Pursuant to the Plan, stock awards may be granted to eligible
         officers, directors, employees and consultants of the Company. Through
         March 31, 2003, no awards have been made under the Plan.
















                                       8
<PAGE>



         Item 2. Management's Discussion and Analysis of Financial Condition and
         Results of Operation.

         The following discussion should be read in conjunction with the
         Consolidated Financial Statements and Notes thereto appearing elsewhere
         in this Form 10-QSB. The following discussion contains forward-looking
         statements. Our actual results may differ significantly from those
         projected in the forward-looking statements. Factors that might cause
         future results to differ materially from those projected in the
         forward-looking statements include, but are not limited to, those
         discussed in "Risk Factors" and elsewhere in this document.

         Overview - Results of Operations

         Our financial statements have been prepared assuming that we will
         continue in business as a going-concern. Presently, we generate no
         significant income and have incurred net losses since inception. Our
         prospects must be considered in light of the significant risks, costs
         and difficulties often encountered by enterprises in their early stages
         of development, in particular companies in the Internet sector and,
         more specifically, targeting and operating in the Greater China and
         Asian markets. As discussed in our financial statements and in this
         section, we have suffered a net loss of RMB284,675 (US$34,352) during
         the three month period ended March 31, 2003. At the end of this period
         we had a stockholders' deficit of RMB8,239,305 (US$994,232) and a
         working capital deficit of RMB8,305,796 (US$1,002,256). The
         Independent's Auditors Report on the Company's financial statements as
         of and for the years ended December 31, 2003 and 2002 included a "going
         concern" explanatory paragraph which means that the Auditors expressed
         substantial doubt about the Company's ability to continue as a going
         concern. Management's plans with respect to these matters are described
         in this section and in our financial statements, but does not include
         any adjustments that might result from the outcome of this uncertainty.
         There is no guarantee that we will be able to raise the needed funds
         and there are no guarantees that we will not be required to raise
         further capital for operations and expansion in the near future.

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




                                       9
<PAGE>



         Three Months Ended March 31, 2003 compared to the Three Months Ended
         March 31, 2002

         Revenues. Subscription and service income for the three months ended
         March 31, 2003 was RMB130,027 as compared to subscription and service
         income of RMB183,792 for the three months ended March 31, 2002, a
         decrease of 29%. Other income for the three months ended March 31, 2003
         was RMB10 as compared to other income of RMB14 for the three months
         ended March 31, 2002, a decrease of 28%.

         Expenses. Administrative and general expenses for the three months
         ended March 31, 2003, were RMB414,712 as compared to administrative and
         general expenses of RMB 526,309 for the three months ended March 31,
         2002, a decrease of 21%.

         As a consequence of the foregoing, our loss for operations decreased
         from RMB342,517 for the three months ended March 31, 2002 to RMB284,685
         for the three months ended March 31, 2003. Our net loss decreased from
         RMB342,503 for the three months ended March 31, 2002 to RMB284,675 for
         the three months ended March 31, 2003.

         Factors That May Affect Future Results

         Management's Discussion and Analysis and other parts of this Report
         contain information based on management's beliefs and forward-looking
         statements that involve a number of risks, uncertainties, and
         assumptions. There can be no assurance that actual results will not
         differ materially from the forward-looking statements as a result of
         various factors, including but not limited to the following:

         The markets for many of our product offerings are characterized by
         rapidly changing technology, evolving industry standards, and frequent
         new product introductions. Our operating results will depend to a
         significant extent on our ability to design, develop, or otherwise
         obtain and introduce new products, services, systems, and solutions and
         to reduce the costs of these offerings. The success of these and other
         new offerings is dependent on many factors, including proper
         identification of customer needs, cost, timely completion and
         introduction, differentiation from offerings of our competitors, and
         market acceptance. The ability to successfully introduce new products
         and services could have an impact on future results of operations.

         Fluctuations in Quarterly Results

         We have incurred operating losses since inception, and cannot be
         certain that we will achieve profitability on a quarterly or annual
         basis in the future. We believe that future operating results will be
         subject to quarterly fluctuations due to a variety of factors,
         including, but not limited to:


         o        Continued growth of business and of the Internet in China;

                                       10
<PAGE>

         o        Our ability to attract and retain customers and maintain
                  customer satisfaction;

         o        Technical difficulties or system outages;

         o        Government regulation;

         o        Fulfilling contractual obligations under the agreements with
                  China Great Wall Asset Management Corporation and others;

         o        Pricing policies of competitors;

         o        Ability to attract and retain qualified personnel with Chinese
                  language and Internet industry expertise, in particular
                  technical, sales and marketing personnel;

         o        The amount and timing of operating costs and capital
                  expenditures relating to expansion of our business and
                  infrastructure;

         o        The ability to upgrade, develop and maintain our systems and
                  infrastructure; and

         o        Failure to increase sales.

         In addition to the factors set forth above, the Company's operating
         results will be impacted by the extent to which the Company incurs
         non-cash charges associated with stock-based arrangements with
         employees and non-employees.

         Liquidity and Capital Resources

         On March 15, 2001, Neo Modern completed a merger with Chinawe, a
         privately-held company incorporated in the State of Delaware, pursuant
         to an Agreement and Plan of Merger dated October 17, 2000 (the "Merger
         Agreement"). In conjunction with the terms of the Merger Agreement, Neo
         Modern changed its name to Chinawe.com Inc. and each outstanding share
         of Chinawe common stock was converted into 2,876.4565 shares of Neo
         Modern common stock. All share and per share amounts reflect the
         conversion.

         The Company's financial statements for the three months ended March 31,
         2003 have been prepared on a going concern basis, which contemplates
         the realization of assets and the settlement of liabilities and
         commitments in the normal course of business. For the three months
         ended March 31, 2003, the Company reported a net loss of RMB284,675 (US
         $34,352) and at March 31, 2003 has a stockholders' deficit and a
         working capital deficit of RMB8,239,305 (US $994,232) and RMB8,305,796
         (US $1,002,256), respectively. The Company has also experienced
         difficulty and uncertainty in meeting its liquidity needs. These
         factors raise substantial doubt about the Company's ability to continue
         as a going concern. Management's plans to address these concerns
         include:

         (1)      In June 2001, the Company signed an agreement with China Great
                  Wall Asset Management Corporation ("Great Wall"), a PRC
                  government-controlled financial company. Under the agreement,
                  which has a five-year term with options to renew, the Company
                  is to help Great Wall dispose of non-performing assets (the
                  "Assets") using both the Company's business and e-business
                  networks. The Company, among other things, has the exclusive
                  right to promote the Assets currently held by Great Wall
                  through the Company's complete electronic business
                  intelligence system. In the event that the promotion efforts
                  result in a successful sale of the Assets, the Company is to
                  receive approximately 1.2% to 2% of the gross sales price of
                  the


                                       11
<PAGE>

                  Assets. Against this background, the Company has decided to
                  enter into the business of servicing non-performing loans,
                  including but not limited to, asset auctions and asset
                  securitizations.

         (2)      In August 2002, the Company signed a Memorandum of
                  Understanding with Great Wall ("MOU-GW") for the purchase of a
                  group of selected assets with a face value of approximately
                  US$400 million directly from Great Wall (the "Acquisition").
                  The Company is currently negotiating the terms and conditions
                  of a definitive agreement for the Acquisition with Great Wall.
                  It is anticipated that the Company will enter into a
                  definitive agreement within three to six months. In order to
                  execute a definitive agreement with Great Wall for the
                  Acquisition, the Company will need to obtain one or more
                  sources of financing. Accordingly, in October 2002, the
                  Company entered into a Memorandum of Understanding with a
                  United States-based investor (the "MOU-USI"). The parties are
                  bound by a confidentiality agreement not to disclose the
                  identity nor the preliminary terms of the deal unless and
                  until a formal agreement is signed. Under the MOU-USI, the
                  Company and such investor are to form a joint venture on terms
                  to be mutually agreed upon for the Acquisition. The Company is
                  currently negotiating with the investor the terms and
                  conditions, including financing, of the joint venture. It is
                  anticipated that the joint venture agreement will be executed
                  at or immediately prior to the time the formal Acquisition
                  agreement with Great Wall is entered into. The agreement with
                  Great Wall will be conditional upon the Company's entering
                  into a definitive agreement with the investor and the
                  agreement with the investor will be conditional upon the
                  Company's entering into a definitive agreement with Great
                  Wall. There can be no assurance that the Company will be able
                  to negotiate mutually satisfactory agreements with Great Wall
                  and/or the investor. Upon completion of the Acquisition and
                  obtaining all necessary PRC government approvals, the Company
                  will be engaged in the asset servicing business as its core
                  activities.

                  Upon signing of the formal agreements, the Company expects to
                  issue an aggregate of five to ten million shares of common
                  stock to various finders as compensation for their efforts and
                  contributions in connection with the Acquisition.

         Our current cash balances will not be sufficient to meet our working
         capital and capital expenditure requirements for the next six months.
         It is anticipated that with the further expansion of operations we will
         incur negative cash flows, therefore requiring us to seek additional
         financings to support the growth in operations, both on a short term
         and long term basis. In addition to the Great Wall agreement, we expect
         to acquire or invest in other businesses, products, services and
         technologies that complement or augment the Company's service offerings
         and customer base. We currently are engaged in discussions with a
         number of companies regarding strategic acquisitions or investments.
         Although these discussions are ongoing, no definitive agreements have
         been signed and there can be no assurance that any of these discussions
         will result in actual acquisitions. In addition, there may be the
         requirement to amortize significant amounts of goodwill and other
         intangible assets in connection with future acquisitions, which would
         materially increase



                                       12
<PAGE>

         the Company's operating expenses. In addition, we may seek to raise
         funds by offering debt or equity to the public. There is no guarantee
         that we will be able to raise the funds. Thereafter, we may need to
         raise additional funds in order to meet funding requirements of a more
         rapid expansion plan, potential acquisitions, development of new or
         enhanced products or services, in response to competitive pressures or
         to acquire technologies or complimentary products or businesses.

         Quantitative And Qualitative Disclosures About Market Risk

         We are not exposed to a material level of market risks due to changes
         in interest rates. We do not have outstanding debt instruments and we
         do not maintain a portfolio of interest-sensitive debt instruments.

         We expect to derive a significant portion of revenues in the form of
         Renminbi and, therefore, may be exposed to significant foreign currency
         risks in the future. During the three months March 31, 2003, we did not
         engage in hedging activities to mitigate the impact of changes in
         foreign exchange rates. We may in the future use foreign currency
         forward exchange contracts as a vehicle for hedging purposes.

         Critical Accounting Policies And Estimates

                  Our financial statements reflect the selection and application
         of accounting policies which require management to make significant
         estimates and assumptions. We believe that the following are some of
         the more critical judgment areas in the application of our accounting
         policies that currently affect our financial condition and results of
         operations.

                  We recognize subscription and service income from members over
         the period of subscription and to the extent of services rendered in
         accordance with the terms of subscription and service agreements.

                  We maintain allowances for doubtful accounts for estimated
         losses resulting from the inability of our customers to make required
         payments. If the financial condition of our customers were to
         deteriorate, resulting in an impairment of their ability to make
         payments, additional allowances may be required which would results in
         an additional general and administrative expense in the period such
         determination was made.

                  We do not have any of the following:

                  o        Off-balance sheet arrangements.

                  o        Certain trading activities that include non-exchange
                           traded contracts accounted for at fair value.

                  o        Relationships and transactions with persons or
                           entities that derive benefits from any
                           non-independent relationships other than related
                           party transactions discussed herein.


                                       13
<PAGE>



                                  RISK FACTORS

         Set forth below are certain risks and uncertainties relating to our
         business. These are not the only risks and uncertainties we face.
         Additional risks and uncertainties not presently known to us or that we
         currently deem immaterial may also impair our business. If any of the
         following risks actually occur, our business, operating results or
         financial condition could be materially adversely affected.

         Risks Relating To Our Business

         IT IS DIFFICULT TO EVALUATE OUR BUSINESS AND PROSPECTS BECAUSE WE HAVE
         A LIMITED OPERATING HISTORY

         If we do not successfully address these risks and uncertainties, our
         business, operating results and financial condition will be materially
         adversely affected.

         WE HAVE A HISTORY OF LOSSES, WE EXPECT TO LOSE MONEY IN THE FUTURE AND
         WE MAY NOT ACHIEVE OR SUSTAIN PROFITABILITY

         WE REQUIRE ADDITIONAL FUNDS TO IMPLEMENT OUR CURRENT PLANS AND FINANCE
         FUTURE GROWTH

         Our business model assumes that we will have substantial additional
         funds to implement the full range of products and services we plan to
         offer.

         We will seek to obtain additional funds through sales of equity and/or
         debt, or other external financing in order to fund our current
         operations and to achieve our business plan. We cannot assure that any
         additional capital resources will be available to us, or, if available,
         will be on terms that will be acceptable to us. Any additional equity
         financing will dilute the equity interests of existing security
         holders. If adequate funds are not available or are not available on
         acceptable terms, our ability to execute our business plan and our
         business could be materially and adversely affected.

         OUR MANAGEMENT HAS LIMITED EXPERIENCE OPERATING A PUBLIC COMPANY

         WE MAY FACE RISKS ASSOCIATED WITH POTENTIAL ACQUISITIONS, INVESTMENTS,
         STRATEGIC PARTNERSHIPS OR OTHER VENTURES, INCLUDING WHETHER SUCH
         TRANSACTIONS CAN BE LOCATED, COMPLETED AND THE OTHER PARTY INTEGRATED
         WITH OUR BUSINESS ON FAVORABLE TERMS

         As part of our long-term growth strategy, we may seek to acquire or
         make investments in complementary businesses, technologies, services or
         products or enter into strategic relationships with parties who can
         provide access to those assets, if appropriate



                                       14
<PAGE>

         opportunities arise. From time to time, we may enter into discussions
         and negotiations with companies regarding our acquiring, investing in,
         or partnering with their businesses, products, services or
         technologies. We may not identify suitable acquisition, investment or
         strategic partnership candidates, or if we do identify suitable
         candidates, we may not complete those transactions on commercially
         acceptable terms or at all. Acquisitions often involve a number of
         special risks, including the following:

         o        we may experience difficulty integrating acquired operations,
                  products, services and personnel;

         o        we may be unable to retain acquired subscribers;

         o        the acquisition may disrupt our ongoing business;

         o        we may not be able to successfully incorporate acquired
                  technology and rights into our service offerings and maintain
                  uniform standards, controls, procedures, and policies;

         o        we may not be able to retain the key personnel of the acquired
                  company;

         o        the businesses we acquire may fail to achieve the revenues and
                  earnings we anticipated; and

         o        we may ultimately be liable for contingent and other
                  liabilities, not previously disclosed to us, of the companies
                  that we acquire.

         We may not successfully overcome problems encountered in connection
         with potential future acquisitions. In addition, an acquisition could
         materially adversely affect our operating results by:

         o        diluting security holders' ownership interest;

         o        causing us to incur additional debt; and

         o        forcing us to amortize expenses related to goodwill and other
                  intangible assets.

         Any of these factors could have a material adverse effect on our
         business. These difficulties could disrupt our ongoing business,
         distract our management and employees and increase our expenses.
         Furthermore, we may incur indebtedness or issue equity securities to
         pay for any future acquisitions.

                                       15
<PAGE>

         IF WE FAIL TO EFFECTIVELY MANAGE OUR GROWTH, OUR BUSINESS WILL SUFFER

         If the Internet and the business-to-business e-marketplace becomes as
         widely used in China as we expect and as estimates suggest and our
         business grows correspondingly, this rapid growth will place a
         significant strain on our managerial, operational, financial and
         information systems resources. To accommodate any significant increase
         in our size and manage our growth, we must implement and improve these
         systems and attract, train, manage and retain qualified employees.
         These demands will require us to add new management personnel and
         develop new expertise. If we fail to successfully manage our growth,
         our ability to maintain and increase our subscriber base will be
         impaired and our business will suffer.

         It is impossible to predict how entry into the World Trade Organization
         will affect China's economy or the manner in which it conducts business
         domestically and internationally.

         NETWORKS ARE SUBJECT TO SECURITY RISKS AND INAPPROPRIATE USE BY
         INTERNET USERS THAT COULD INTERRUPT OUR SERVICES

         The future success of our business will depend on the security of the
         networks of third parties over which we have no control. Despite
         implementation of security measures, we remain vulnerable to computer
         viruses, sabotage, break-ins and similar disruptive problems caused by
         subscribers or other Internet users.

         OUR SERVICES AND REPUTATION MAY BE ADVERSELY AFFECTED BY SOFTWARE
         DEFECTS

         Our services depend on complex software developed by third parties.
         Software often contains defects, particularly when first introduced or
         when new versions are released. These defects could cause service
         interruptions that damage our reputation, increase our service costs,
         cause us to lose revenue, delay market acceptance or divert our
         development resources, any of which could materially adversely affect
         our business, operating results and financial condition. We may not
         discover software defects that affect our services or enhancements
         until we deploy the software.










                                       16
<PAGE>

                    RISKS RELATING TO DOING BUSINESS IN CHINA

         OUR BUSINESS DEPENDS ON CONTINUED GROWTH OF THE INTERNET IN CHINA

         Our future success substantially depends on continued growth in the use
         of computer and the Internet in China. Although we believe that
         computer and Internet usage in China will continue to grow as it has in
         the past, we cannot be certain that this growth will continue or that
         it will continue in its present form. The growth of computer usage and
         the Internet in China is constrained by the cost of computers and other
         Internet access devices to Chinese people relative to their annual
         income and current technology infrastructure and no assurance can be
         given that computers or other Internet access devices will be offered
         at prices within the budget of the average Chinese consumer or that the
         technological infrastructure will be enhanced. If Internet usage
         declines in China or evolves away from our business, our growth will
         slow or stop and our financial results will suffer.

         INCREASED GOVERNMENT REGULATION MAY INCREASE OUR COST OF DOING BUSINESS
         OR CAUSE US TO CHANGE THE WAY WE CONDUCT OUR BUSINESS

         Any new legislation or regulation adopted by the PRC regarding the
         Internet, or the application or uncertainty relating to the application
         of existing laws and regulations to the Internet, could materially
         adversely affect our business, operating results and financial
         condition. Legislation could impair the growth of the Internet and
         decrease the acceptance of the Internet as a communications and
         commercial medium. This could decrease the demand for our services,
         increase our cost of doing business or otherwise have a material
         adverse affect on our business, financial condition and operating
         results. Further, the growth and development of the Internet messaging
         market may prompt calls for more stringent consumer protection laws
         that may impose additional burdens on companies conducting business
         online. These laws may impose additional burdens on our business. For
         example, because we rely on the collection and use of personal data
         from our users for targeting advertisements, any laws or regulations
         that restrict our ability to collect or use such information may harm
         us. Hong Kong has enacted laws or adopted regulations that prevent
         Internet companies or Web portals from selling any information
         collected from users.





                                       17
<PAGE>

         REGULATION OF THE INTERNET AND INFORMATION INDUSTRY IN THE PRC MAY
         ADVERSELY AFFECT OUR BUSINESS

         The PRC has enacted regulations governing the provision of ISP
         services, Internet access and the distribution of news and other
         information. The Chinese government regulates access to the Internet by
         imposing strict licensing requirements and requiring ISPs in China to
         use the international inbound and outbound Internet backbones. Our
         vendors of these services have obtained all licenses required to offer
         Internet access services in the parts of the PRC where we conduct
         business, but there can be no assurance that such licenses will be
         retained.

         We also note that the Chinese legal system is a civil law system in
         which decided legal cases have little precedential value. As a result,
         in many cases it is difficult to determine the type of content that may
         result in liability. We cannot predict the effect of further
         developments in the Chinese legal system, particularly with regard to
         the Internet, including the promulgation of new laws, changes to
         existing laws or the interpretation or enforcement thereof, or the
         preemption of local regulations by national laws. Periodically, the
         Ministry of Public Security has stopped the distribution of information
         over the Internet which it believes to be socially destabilizing. The
         Ministry of Public Security has the authority to cause any local ISP to
         block any Web site maintained outside of China at its sole discretion.
         Web sites that are blocked in China include many major news-related Web
         sites such as www.cnn.com, www.latimes.com, www.nytimes.com and
         www.appledaily.com.hk. These laws will affect the Chinese language Web
         portal which we propose to develop in the future.

         The Chinese government has also expressed its intention to closely
         control possible new areas of business presented by the Internet, such
         as Internet telephony. We cannot provide assurance that we will be able
         to obtain any necessary license required in the future or that future
         changes in Chinese government policies affecting the provision of ISP
         services, information services, including the provision of online
         services, will not impose additional regulatory requirements on us or
         our strategic partners, intensify competition in the Chinese
         information industry or otherwise have a material adverse effect on our
         business, financial condition and results of operations.







                                       18
<PAGE>

         THERE ARE ECONOMIC RISKS ASSOCIATED WITH DOING BUSINESS IN CHINA

         The PRC economy has experienced significant growth in the past decade,
         but such growth has been uneven across geographic and economic sectors
         and has recently been slowing. There can be no assurance that such
         growth will not continue to decrease or that any slow down will not
         have a negative effect on our business. The PRC economy is also
         experiencing deflation which may continue in the future. The current
         economic situation may adversely affect our profitability over time as
         expenditures for advertisements may decrease due to the results of
         slowing domestic demand and deflation. In October, 1998, the Guangdong
         International Trust and Investment Corporation, an investment holding
         company of Guangzhou Province, was declared insolvent and shut down by
         the PRC government. Subsequently many other similarly situated PRC
         provincial investment holding companies have defaulted on their loans
         and experienced financial difficulties. As a result, our clients and
         suppliers may have limited access to credit that may adversely affect
         our business. In addition, the international financial markets in which
         the securities of the PRC government, agencies and private entities are
         traded also have experienced significant price fluctuations upon
         speculation that the PRC government may devalue the Renminbi which
         could increase our costs relative to our PRC revenues.

         RESTRICTIONS ON CURRENCY EXCHANGE MAY LIMIT OUR ABILITY TO UTILIZE OUR
         REVENUES EFFECTIVELY

         We expect to derive a significant portion of revenues in the form of
         Renminbi. Although Chinese governmental policies were introduced in
         1996 to allow greater convertibility of the Renminbi, significant
         restrictions still remain. We can provide no assurance that the Chinese
         regulatory authorities will not impose greater restrictions on the
         convertibility of the Renminbi. Any future restrictions on currency
         exchanges may limit our ability to utilize revenue generated in
         Renminbi to fund our business activities outside the PRC.

         A CHANGE IN CURRENCY EXCHANGE RATES COULD INCREASE OUR COSTS RELATIVE
         TO OUR REVENUES

         We expect to generate a portion of our revenues and to incur expenses
         and liabilities in Chinese Renminbi and U.S. dollars. As a result, we
         are subject to the effects of exchange rate fluctuations with respect
         to any of these currencies. We have not entered into agreements or
         purchase instruments to hedge our exchange rate risks although we may
         do so in the future.








                                       19
<PAGE>

                           RISKS RELATING TO OUR STOCK

         POSSIBLE DELISTING OF OUR STOCK FROM TRADING ON THE ELECTRONIC BULLETIN
         BOARD

         Our common stock is listed on the electronic bulletin board of the
         over-the-counter market. Once delisted, we cannot predict when, if
         ever, our class of common stock would be re-listed for trading on the
         electronic bulletin board or any other market or exchange as the
         approval to re-list the common stock is subject to review by the NASD.

         BECAUSE OUR COMMON STOCK PRICE IS BELOW $5.00, WE ARE SUBJECT TO
         ADDITIONAL RULES AND REGULATIONS.

         The SEC has adopted regulations which generally define a "penny stock"
         to be any equity security that has a market price (as defined) of less
         than $5.00 per share, subject to certain exceptions. Our common stock
         presently is a "penny stock". Because our stock is a "penny stock", it
         is subject to rules that impose additional sales practice requirements
         on broker/dealers who sell our securities to persons other than
         established customers and accredited investors. There can be no
         assurance that the common stock will trade for $5.00 or more per share,
         or if so, when.

         Although we desire to list the common stock on the Nasdaq SmallCap
         Market and intend to apply for a listing on the SmallCap market at such
         time as we meet the listing criteria, there can be no assurance that we
         will ever qualify.

         Absent Nasdaq SmallCap Market or other Nasdaq or stock exchange
         listing, trading, if any, in common stock will, as it presently is,
         continue in the "Electronic Bulletin Board" administered by the
         National Association of Securities Dealers, Inc. As a result, you may
         find it difficult to dispose of or to obtain accurate quotations as to
         the market value of the common stock.

         WE HAVE NO INTENTION TO PAY DIVIDENDS

         We have never paid any cash dividends on our common stock. We currently
         intend to retain all future earnings, if any, for use in our business
         and do not expect to pay any dividends in the foreseeable future.

         Recently Issued Accounting Pronouncements

         In April 2003, the FASB issued SFAS No. 149 Amendment of Statement 133
         on Derivative Instruments and Hedging Activities. The SFAS No. 149
         amends and clarifies financial accounting and reporting for derivative
         instruments, including certain derivative instruments embedded in other
         contracts (collectively referred to as derivatives) and for hedging
         activities under SFAS No. 133, Accounting for Derivative Instruments
         and Hedging Activities. Subject to certain exception, this statement is
         effective for contracts


                                       20
<PAGE>

         entered into or modified after June 30, 2003 and for hedging
         relationships designated after June 30, 2003 and all provisions of this
         Statement should be applied prospectively. The Company had no
         derivative instruments outstanding at March 31, 2003 and the adoption
         of SFAS No. 149 has no impact on the Company's consolidated financial
         statements.

         In November 2002, the FASB issued Interpretation No. 45, "Guarantor's
         Accounting and Disclosure Requirements for Guarantees, Including
         Indirect Guarantees of Indebtedness of Others" ("FIN 45"). The
         disclosure requirements of FIN 45 are effective for the Company's
         consolidated financial statements for the year ended December 31, 2002.
         For applicable guarantees issued after January 1, 2003, FIN 45 requires
         that a guarantor recognize a liability for the fair value of
         obligations undertaken in issuing guarantees. The Company does not
         expect that this standard will have any effect on its consolidated
         financial statements.

         In January 2003, the FASB issued Interpretation No. 46, "Consolidation
         of Variable Interest Entities" ("FIN 46"), which requires the
         consolidation of variable interest entities, as defined. FIN 46 is
         applicable to financial statements to be issued after 2002; however,
         disclosures are required currently if any variable interest entities
         are expected to be combined. The Company currently has no interests in
         variable interest entities, and therefore does not expect adoption of
         FIN No. 46 to have an impact on the Company's consolidated financial
         statements.

         Item 3.  Controls and Procedures.

         (a)      Evaluation of Disclosure Controls and Procedures

         Disclosure controls and procedures are designed to ensure the
         reliability of the financial statements and other disclosures included
         in this report. Within the 90 days prior to the filing of this report,
         the Company carried out an evaluation, under the supervision and with
         the participation of the Company's management, including the Company's
         Chief Executive Officer and Chief Financial Officer, of the
         effectiveness of the design and operation of the Company's disclosure
         controls and procedures pursuant to Exchange Act Rule 13a-14. Based
         upon that evaluation, the Chief Executive Officer and Chief Financial
         Officer concluded that the Company's disclosure controls and procedures
         are effective in timely alerting them to material information required
         to be included in the Company's periodic Securities and Exchange
         Commission filings.

         (b)      Changes in Internal Controls

         There have been no significant changes in the Company's internal
         controls or in other factors that could significantly affect these
         controls subsequent to the date the Company carried out its evaluation.




                                       21
<PAGE>



                           PART II - OTHER INFORMATION



ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.

         (a)      Exhibits.

                  99.1     Certification of Chief Executive Officer.
                  99.2     Certification of Chief Financial Officer.

         (b)      Reports on Form 8-K.

                  No reports on Form 8-K were filed during the quarter ended
                  March 31, 2003.
























                                       22
<PAGE>



                                   SIGNATURES

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


Date: May 30, 2003
                                        Chinawe.com Inc.
                                        ----------------------------------------
                                        (Registrant)


                                        By: /s/ Man Keung Wai
                                            ------------------------------------
                                            Man Keung Wai
                                            Chief Executive Officer (Principal
                                            Executive Officer)

                                        By: /s/ Vivian Chu
                                            ------------------------------------
                                            Vivian Chu
                                            Chief Financial Officer (Principal
                                            Financial Officer)















                                       23
<PAGE>



                                 CERTIFICATIONS
I, Man Keung Wai, certify that:

1.    I have reviewed this quarterly report on Form 10-QSB of Chinawe.com Inc.;

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

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

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

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

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

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

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

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

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

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

Date:  May 30, 2003

/s/  Man Keung Wai
Man Keung Wai
Chief Executive Officer


                                       24
<PAGE>



                                 CERTIFICATIONS
I, Vivian Chu, certify that:

1.    I have reviewed this quarterly report on Form 10-QSB of Chinawe.com Inc.;

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

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

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

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

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

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

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

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

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

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

Date:  May 30, 2003

/s/  Vivian Chu
Vivian Chu
Chief Financial Officer



                                       25