<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 September 30, 2002
                                               ------------------

[ ] 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)

<TABLE>
<CAPTION>
                 California                                           95-462728
---------------------------------------------            ------------------------------------
<S>                                                       <C>
(State or other jurisdiction of incorporation            (I.R.S. Employer Identification No.)
or organization)
</TABLE>

                                Chinawe.com Inc.
                            c/o Hartman & Craven LLP
                         Attn: Edward I. Tishelman, Esq.
                            488 Madison Avenue 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 November 15, 2002 was 40,000,000.

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


<PAGE>


                                Chinawe.com Inc.

<TABLE>
<CAPTION>
<S>                                                                            <C>
PART I - FINANCIAL INFORMATION                                                  Page No.

Item 1.  Financial Statements.

         Balance Sheet as of September 30, 2002 (Unaudited)                        3

         Statements of Operations for the Three Months and Nine Months
         Ended September 30, 2002 and 2001 (Unaudited)                             4

         Statement of Shareholders' Deficit and Comprehensive
         Income (Loss) for the Nine Months Ended September 30, 2002
         (Unaudited)                                                               5

         Statements of Cash Flows for the Nine Months Ended
         September 30, 2002 and September 30, 2001 (Unaudited)                     6

         Notes to Financial Statements                                             7

Item 2.  Management's Discussion and Analysis or Plan of Operation                13

Item 3.   Controls and Procedures

PART II - OTHER INFORMATION

Item 6.   Exhibits and Reports on Form 8-K                                        15

SIGNATURES                                                                        16
</TABLE>


                                        2

<PAGE>


PART I - FINANCIAL INFORMATION
Item 1.  Financial Statements.

                                             CHINAWE.COM INC.
                                              BALANCE SHEET
                                            SEPTEMBER 30, 2002
                                               (UNAUDITED)

<TABLE>
<CAPTION>
                                                                       ------------------------------
                                                          NOTE                RMB             US$
                                                                       ---------------   ------------
<S>                                                       <C>          <C>               <C>
ASSETS
Current assets:
   Cash and cash equivalents                                                    18,232          2,178
   Accounts receivable                                                          27,211          3,250
   Other current assets                                                         61,581          7,356
                                                                       ---------------   ------------
      Total current assets                                                     107,024         12,784
                                                                       ---------------   ------------
Property, plant and equipment, net                          4                  268,508         32,072
                                                                       ---------------   ------------
TOTAL ASSETS                                                                   375,532         44,856
                                                                       ===============   ============
LIABILITIES AND SHAREHOLDERS' DEFICIT
Current liabilities:
   Bank overdraft                                                               21,353          2,551
   Accounts payable                                                             63,436          7,577
   Accrued expenses and others                                               1,054,787        125,990
   Customer deposits                                                           249,468         29,798
   Current portion of long term debt                        5                   47,236          5,642
   Advances from related parties                            6                6,466,033        772,339
                                                                       ---------------   ------------
   Total current liabilities                                                 7,902,313        943,897
                                                                       ---------------   ------------
Non-current liabilities
   Long-term debt                                           5                  115,891         13,843
                                                                       ---------------   ------------
   Total liabilities                                                         8,018,204        957,740

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         40,000
   Capital in excess of par                                                   (319,198)       (39,900)
   Accumulated deficit                                                      (7,605,844)      (910,291)
   Accumulated other comprehensive loss                                        (37,630)        (2,693)
                                                                       ---------------   ------------
   Total shareholders' deficit                                              (7,642,672)      (912,884)
                                                                       ---------------   ------------
   TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT                                 375,532         44,856
                                                                       ===============   ============
</TABLE>



See notes to the financial statements.


                                        3

<PAGE>


<TABLE>
<CAPTION>



                                                     CHINAWE.COM INC.
                                                STATEMENTS OF OPERATIONS
                            THREE MONTHS AND NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                                        (UNAUDITED)


                                    Three months ended September 30,           Nine months ended September 30,
                                    --------------------------------           -------------------------------
                      Note         2002          2001         2002            2002          2001          2002
                                    RMB           RMB          US$             RMB           RMB           US$
                                ----------    ----------   ----------      ----------     ----------   ----------
<S>                             <C>           <C>          <C>            <C>          <C>             <C>
Membership fee income              133,570       612,868       15,954         463,954      1,873,214       55,417
                                ----------    ----------   ----------      ----------     ----------   ----------
Administrative and general
  expenses                        (512,540)     (793,431)     (61,221)     (1,724,769)    (4,947,366)    (206,016)
                                ----------    ----------   ----------      ----------     ----------   ----------
Loss from operations              (378,970)     (180,563)     (45,267)     (1,260,815)    (3,074,152)    (150,599)
Other income                            21         2,040            3              66         13,297            8
                                ----------    ----------   ----------      ----------     ----------   ----------
Loss before income taxes          (378,949)     (178,523)     (45,264)     (1,260,749)    (3,060,855)    (150,591)
Income taxes                 7           -             -            -               -              -            -
                                ----------    ----------   ----------      ----------     ----------   ----------
Net loss                          (378,949)     (178,523)     (45,264)     (1,260,749)    (3,060,855)    (150,591)
                                ==========    ==========   ==========      ==========     ==========   ==========
Basic and diluted net
 loss per share                     (0.009)       (0.003)      (0.001)          (0.03)         (0.08)      (0.004)
                                ==========    ==========   ==========      ==========     ==========   ==========
Weighted average shares
 outstanding                    40,000,000    40,000,000   40,000,000      40,000,000     36,954,497   40,000,000
                                ==========    ==========   ==========      ==========     ==========   ==========
</TABLE>




See notes to the financial statements.



                                        4

<PAGE>

<TABLE>
<CAPTION>

                                                      CHINAWE.COM INC.
                                           STATEMENTS OF SHAREHOLDERS' DEFICIT AND
                                                 COMPREHENSIVE INCOME (LOSS)
                                             NINE MONTHS ENDED SEPTEMBER 30, 2002
                                                          (UNAUDITED)

                                                                                               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 1, 2002            40,000,000     320,000         (319,198)    (6,345,095)        (39,935)       (6,384,228)

Comprehensive loss:
   Net loss for the nine months
   ended September 30, 2002                   -           -                -     (1,260,749)              -        (1,260,749)
   Currency translation
   adjustments                                -           -                -              -           2,305             2,305
                                     ----------   ---------    -------------    -----------   -------------     -------------
   Total comprehensive loss                                                                                        (1,258,444)
                                                                                                                -------------
Balances, September 30, 2002         40,000,000     320,000         (319,198)    (7,605,844)        (37,630)       (7,642,672)
                                     ==========   =========    =============    ===========   =============     =============
Balances, September 30, 2002 -  US$                  40,000         (39,900)       (910,291)         (2,693)         (912,884)
                                                  =========    =============    ===========   =============     =============
</TABLE>



See notes to the financial statements.


                                        5

<PAGE>



                                            CHINAWE.COM INC.
                                       STATEMENTS OF CASH FLOWS
                              NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                               (UNAUDITED)
<TABLE>
<CAPTION>

                                                        2002                2001               2002
                                                         RMB                 RMB                US$
                                                     -----------         -----------        ----------
<S>                                                  <C>                 <C>                <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net loss                                          (1,260,749)         (3,060,855)          (150,591)

   Adjustments to reconcile net loss to net
   cash used in operating activities:
      Depreciation                                       80,232             129,301              9,583
      Changes in operating assets and liabilities,
       net of effects of acquisition:
         (Increase) decrease in accounts receivable      (4,733)             11,715               (565)
         Decrease in other current assets                14,549           2,150,231              1,738
         Increase in bank overdraft                      21,353                   -              2,551
         (Decrease) increase in accounts payable        (13,063)            (22,042)            (1,560)
         Decrease in accrued expenses
          and others                                   (299,524)           (167,919)           (35,777)
         Decrease in customer deposits                 (118,194)         (1,037,993)           (14,118)
                                                     -----------         -----------        ----------
NET CASH USED IN OPERATING ACTIVITIES                (1,580,129)         (1,997,562)          (188,739)
                                                     -----------         -----------        ----------
CASH FLOWS FROM INVESTING ACTIVITIES:

Purchase of property, plant and equipment                (1,938)           (155,194)              (232)
                                                     -----------         -----------        ----------

 NET CASH USED IN INVESTING ACTIVITIES                   (1,938)           (155,194)              (232)
                                                     -----------         -----------        ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Increase in advances from related parties          1,592,955           1,641,029            190,272
   Repayments to related parties                              -            (247,262)                 -
   Repayment of long-term debt                          (33,820)            (32,075)            (4,040)
                                                     -----------         -----------        ----------
NET CASH PROVIDED BY FINANCING ACTIVITIES             1,559,135           1,361,692            186,232
                                                     -----------         -----------        ----------
NET DECREASE IN
  CASH AND CASH EQUIVALENTS                             (22,932)           (791,064)            (2,739)

CASH AND CASH EQUIVALENTS, BEGINNING                     38,859             966,821              4,642

EFFECT OF EXCHANGE RATE ON CASH                           2,305              (9,248)               275
                                                     -----------         -----------        ----------
CASH AND CASH EQUIVALENTS, ENDING                        18,232             166,509              2,178
                                                     -----------         -----------        ----------
</TABLE>





See notes to the financial statements.



                                        6


<PAGE>


                        NOTES TO THE FINANCIAL STATEMENTS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (UNAUDITED)


1. The interim financial statements

     The interim financial statements have been prepared by Chinawe.com Inc. and
     in the opinion of management, reflect all material adjustments which are
     necessary to a fair statement of results for the interim periods presented,
     including normal recurring adjustments. Certain information and footnote
     disclosures made in the last annual report on Form 10-KSB have been
     condensed or omitted for the interim statements. It is the Company's
     opinion that, when the interim statements are read in conjunction with the
     Annual Report on Form 10-KSB for the year ended December 31, 2001, the
     disclosures are adequate to make the information presented not misleading.
     The results of operations for the nine months ended September 30, 2002 and
     2001 are not necessarily indicative of the operating results for the full
     year.

2. Organization and merger

     On March 15, 2001, Neo Modern Entertainment Corporation ("Neo Modern")
     completed a merger with Chinawe.com Inc., 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. ("Chinawe", or the "Company"), and each outstanding share
     of Chinawe common stock was converted into 2,876.4565 shares of Neo Modern
     common stock.

     The purpose of the merger was to acquire a controlling interest in Chinawe
     and to terminate the prior business of Neo Modern in favor of the Chinawe
     business. Chinawe, through its subsidiaries based in Hong Kong and the
     People's Republic of China (the "PRC"), is in the business of enabling
     e-commerce transactions for small and medium-size producers of goods on
     Mainland China for sale to overseas wholesale customers, and managing
     assets located in the PRC by attempting to expedite transactions between
     Chinese operators of these assets and overseas purchasers and
     joint-ventures. This transaction has been recorded as an acquisition of Neo
     Modern by Chinawe and a recapitalization of Chinawe.

     The consolidated financial statements include the accounts of Chinawe and
     the following subsidiaries:

     Officeway Technology Limited ("Officeway"); incorporated in the British
     Virgin Islands in December 1999, formed for the purpose of acquiring (in
     March 2000) its wholly-owned subsidiary, Welcon Info-Tech Limited.

     Welcon Info-Tech Limited ("WIT(HK)"); incorporated in Hong Kong in June
     1997, WIT(HK) provides subscriber services for the production of website
     image and business-to-business e-marketplace for small to medium size
     businesses.


                                        7


<PAGE>



                        NOTES TO THE FINANCIAL STATEMENTS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (UNAUDITED)


2. Organization and Merger (continued):

     Welcon Info-Tech Limited ("WIT(GZ)"); a joint venture formed in March 2000.
     WIT(HK) entered into a joint venture agreement with Guangzhou Welcon
     Info-Tech Limited (the "PRC Party") to establish a Sino-foreign
     co-operative joint venture in Guangzhou for a period of 10 years. The PRC
     Party was registered in Guangzhou in March 1998 and is principally engaged
     in providing subscriber services for the development of computer software
     and networking, website design, technical consulting and
     business-to-business e-marketplace for small to medium size businesses. The
     joint venture agreement required WIT(HK) to invest RMB1,056,412 into the
     joint venture. The PRC Party is to provide premises, facilities and
     licensing agreements for an annual service fee of RMB100,000. All profits
     or losses, net of service fees from the joint venture, are to be allocated
     to WIT(HK).

3. Summary of significant accounting policies

     (a)  Basis of presentation

          The accompanying financial statements present the financial position
          of the Company, Officeway, WIT(HK) and WIT(GZ) as of September 30,
          2002, and the results of their operations for the three and nine
          months ended September 30, 2002 and 2001 and cash flows for the nine
          months ended September 30, 2002 and 2001. All inter-company accounts
          and transactions have been eliminated in combination and
          consolidation.

     (b)  Translation of foreign currencies

          Monetary items denominated in foreign currencies are translated into
          Renminbi at the rate of exchange in effect at the balance sheet date.
          Non-monetary items denominated in foreign currencies are translated
          into Renminbi at the approximate rate of exchange in effect at the
          translation date. Any revenue or expense resulting from a transaction
          made in a foreign currency is translated into Renminbi at the
          approximate rate of exchange in effect on the date of the transaction.
          Foreign exchange gains or losses resulting from the translation or
          settlement of a monetary item in a foreign currency are included in
          the determination of net earnings.

          Translation of amounts from RMB into US$ for the convenience of the
          reader has been made at the exchange rate on September 30, 2002 of
          US$1.00 = RMB8.372. No representation is made that the RMB amounts
          could have been, or could be, converted into United States dollars at
          that rate on September 30, 2002 or at any other date.



                                        8

<PAGE>


              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (UNAUDITED)


3. Summary of significant accounting policies (continued)

     (c)  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 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.

     (d)  Going concern, results of operations and management's plans

          The Company's financial statements for the nine months ended September
          30, 2002 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
          nine months ended September 30, 2002, the Company reported a net loss
          of RMB 1,260,749 (US$150,591) and at September 30, 2002 has a
          stockholders' deficit and a working capital deficit of RMB7,642,672
          (US$ 912,884) and RMB7,795,289 (US$931,113), 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") valued at approximately RMB400 billion
                    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


                                        9

<PAGE>

                    successful sale of the Assets, the Company is to receive
                    approximately 1.2% to 2% of the gross sales price of the
                    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$400,000,000 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 such definitive agreement within six
                    months from the date of the MOU-GW. 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 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 conditioned upon the
                    Company's entering into a definitive agreement with the
                    investor and the agreement with the investor will be
                    conditioned 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.

               (3)  Upon signing of the formal agreements mentioned in section
                    (2) above, 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.

4. Property, plant and equipment

                                         September 30, 2002
                                     -------------------------
                                         RMB            US$
                                     -----------    ----------
   At cost:
   Computer equipment                    152,046        18,161
   Leasehold improvement                  40,905         4,886
   Motor vehicle                         346,158        41,347
                                     -----------    ----------
                                         539,109        64,394

   Accumulated depreciation              270,601        32,322
                                     -----------    ----------

                                         268,508        32,072
                                     ===========    ==========



                                       10

<PAGE>


                        NOTES TO THE FINANCIAL STATEMENTS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (UNAUDITED)


5. Long term debt

   Long term debt consists of a bank loan with RMB163,127 outstanding at
   September 30, 2002. The loan is unsecured, is due in December 2005, bears
   interest at 5.31% per annum and is repayable in monthly installments of
   RMB4,563. Maturities under the loan are as follows:

                      Year ending                Amount
                      September 30,                RMB
                      -------------             --------
                          2003                    47,236
                          2004                    49,806
                          2005                    52,516
                          2006                    13,569
                                                --------

                                                 163,127
                                                ========

6. Related party transactions

   The balances with related parties are as follows:

                                                   September 30, 2002
                                               -------------------------
                                                   RMB            US$
                                               -----------    ----------
   Advances from related parties:
     Shareholders                                6,437,348       768,913
     PRC party                                      28,685         3,426
                                               -----------    ----------

                                                 6,466,033       772,339
                                               ===========    ==========

   All balances with related parties are unsecured, non-interest bearing and
   payable on demand. During the nine months ended September 30, 2002 and
   2001, the Company received advances from related parties of RMB1,592,955
   and RMB1,641,029, respectively. In addition, during the nine months ended
   September 30, 2002 and 2001, the Company repaid advances of RMB Nil and
   RMB247,262, respectively.

   The Company occupied office space in a building leased by an affiliate of the
   Company. Rent expense for each of the nine months ended September 30, 2002
   and 2001 was approximately RMB 96,300.



                                       11

<PAGE>


                        NOTES TO THE FINANCIAL STATEMENTS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000
                                   (UNAUDITED)


7. Income taxes

   It is management's intention to reinvest all the income attributable to the
   Company earned by its operations outside the United States. Accordingly, no
   U.S. corporate income taxes will be provided in these financial statements.

   The Company is subject to income taxes on an entity basis on income arising
   in or derived from the tax jurisdiction in which each entity is domiciled.

   Under the current laws of the British Virgin Islands (the "BVI"), dividends
   and capital gains arising from the Company's investments in the BVI are not
   subject to income taxes and no withholding tax is imposed on payments of
   dividends to the Company.

   Companies that carry on business and derive income in Hong Kong are subject
   to Hong Kong profits tax at 16%. Companies that carry on business and derive
   income into the PRC are subject to national income tax at 30% and local
   income tax at 3%.

   No income taxes have been provided for WIT(HK) as it incurred tax losses
   during 2002 and 2001. No income taxes have been provided for WIT(GZ) as it
   has incurred losses since it began operating in March 2000.

8. 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 September 30, 2002, no
   awards have been made under the plan.




                                       12

<PAGE>


Item 2. Management's Discussion and Analysis or Plan 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, we have
suffered a net loss of RMB5,017,805 (US$599,357) during the year ended December
31, 2001. At the end of this period we had a stockholders' deficit of
RMB7,642,672 (US$912,884) and a working capital deficit of RMB7,795,289
(US$931,113). The Independent's Auditors Report on the Company's financial
statements as of and for the years ended December 31, 2001 and 2000 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.

Three Months Ended September 30, 2002 compared to the Three Months Ended
September 30, 2001

Revenues. Membership fee income for the three months ended September 30, 2002
was RMB133,570 as compared to membership fee income of RMB612,868 for the three
months ended September 30, 2001, a decrease of 78%. Other income for the three
months ended September 30, 2002 was RMB21 as compared to other income of
RMB2,040 for the three months ended September 30, 2001, a decrease of 99%.


                                       13

<PAGE>

Expenses. Administrative and general expenses for the three months ended
September 30, 2002 were RMB512,540 as compared to administrative and general
expenses of RMB793,431 for the three months ended September 30, 2001, a decrease
of 35%.

As a consequence of the foregoing, our loss from operations increased from
RMB180,563 for the three months ended September 30, 2001 to RMB378,970 for the
three months ended September 30, 2002. Our net loss increased from RMB178,523
for the three months ended September 30, 2001 to RMB378,949 for the three months
ending September 30, 2002.

Nine Months Ended September 30, 2002 compared to the Nine Months Ended September
30, 2001

Revenues. Membership fee income for the nine months ended September 30, 2002 was
RMB463,954 as compared to membership fee income of RMB1,873,214 for the nine
months ended September 30, 2001, a decrease of 75%. Other income for the nine
months ended September 30, 2002 was RMB66 as compared to other income of
RMB13,297 for the nine months ended September 30, 2001, a decrease of 100%.

Expenses. Administrative and general expenses for the nine months ended
September 30, 2002 were RMB1,724,769 as compared to administrative and general
expenses of RMB4,947,366 for the nine months ended September 30, 2001, a
decrease of 65%.

As a consequence of the foregoing, our loss from operations decreased from
RMB3,074,152 for the nine months ended September 30, 2001 to RMB1,260,815 for
the nine months ended September 30, 2002. Our net loss decreased from
RMB3,060,855 for the nine months ended September 30, 2001 to RMB1,260,749 for
the nine months ending September 30, 2002.

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 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:



                                       14

<PAGE>

o    Continued growth of business and of the Internet in China;
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 nine months ended September 30, 2002
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 nine months ended September 30, 2002, the Company reported
a net loss of RMB1,260,749 (US $150,591) and at September 30, 2002 has a
stockholders' deficit and a working capital deficit of RMB7,642,622 (US
$912,884) and RMB7,795,289 (US $931,113), 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") valued at approximately RMB400 billion 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 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.

                                       15

<PAGE>

(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$400,000,000 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 such definitive agreement within six months
from the date of the MOU-GW. 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 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 conditioned upon the Company's entering into a definitive agreement
with the investor and the agreement with the investor will be conditioned 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.

(3)   Upon signing of the formal agreements mentioned in section (2) above, 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
Acquisition, we expect to negotiate the purchase of other assets contained in
Great Wall's portfolio. 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, 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, make potential acquisitions,
develop 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 nine months September 30, 2002, 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.


                                       16

<PAGE>


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.



                                       17

<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 in the
business-to-business e-marketplace.

We will seek to obtain additional funds through sales of equity and/or debt, or
other external financing in order to fund our current and future 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 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:


                                       18

<PAGE>

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;

o    non-performing loans we acquire may not be worth what we initially
     expected; 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; and

o    causing us to incur additional debt.


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.

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 in the
business-to-business e-marketplace and in the asset servicing business, 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.


                                       19

<PAGE>

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.

                    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.


                                       20

<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.

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.


                                       21

<PAGE>

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 purchased instruments to
hedge our exchange rate risks although we may do so in the future.

                           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.

                                       22

<PAGE>

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 July 2001, The Financial Accounting Standards Board ("FASB") issued SFAS No.
141, Business Combinations, and SFAS no. 142, Goodwill and Other Intangible
Assets. SFAS No. 141 requires that the purchase method of accounting be used for
all business combinations initiated after June 30, 2001. Use of the
pooling-of-interests method will be prohibited after that date. SFAS No. 142
changes the accounting for goodwill and intangible assets with indefinite lives
from an amortization method to an impairment-only approach and requires
intangible assets with finite lives to be amortized over their useful lives.
Thus, amortization of goodwill and intangible assets with indefinite lives will
cease upon adoption of the statement. SFAS No. 142 is required to be applied in
fiscal years beginning after December 15, 2001. The Company does not expect that
the adoption of SFAS No. 141 or SFAS No. 142 will have a significant immediate
impact on the financial condition or results of operations of the Company, as
the Company has no current planned business combinations, nor does it have any
goodwill or other intangible assets as of December 31, 2001.

In August 2001, the FASB issued SFAS No. 144, Accounting for Impairment or
Disposal of Long-Lived Assets, which addresses accounting and financial
reporting for the impairment or disposal of long-lived assets. This statement is
effective for fiscal years beginning after December 15, 2001. The Company is
currently assessing the impact, if any, that SFAS No. 144 may have on its
financial condition and results of operations.

     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.


                                       23

<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)   No reports on Form 8-K were filed during the quarter ended
               September 30, 2002.





                                       24


<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: November 19, 2002                   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)



                                       25

<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: November 19, 2002

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

                                       26

<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: November 19, 2002

/s/ Vivian Chu
Vivian Chu
Chief Financial Officer


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