U.S. SECURITIES
AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 10-KSB

(MARK ONE)

[ X ] ANNUAL REPORT PURSUANT TO SECTION 13
OR 15(d) OF THE

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d)
OF THE

Commission File Number 2-71164

WESTERN MEDIA
GROUP CORPORATION---------------------------------------------------------------------------------------------
(Name of small business issuer in its charter)

Minnesota
      
      41-1311718(State or other
        jurisdiction of 
        incorporation or organization)
      
      (I.R.S. Employer I.D.
        No.)




69 Mall Drive,
Commack, New York 11725-----------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip
Code)



631-297-1750--------------------------------------------------------------
(Issuer's Telephone Number, Including Area Code)

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

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

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

Check if there is no disclosure of delinquent
filers in response to item 405 of Regulation S-B
contained in this form, and no disclosure will be
contained, to the best of registrant's knowledge,
in definitive proxy or information statements
incorporated by reference in Part III of this Form
10-KSB or any amendment to this Form 10-KSB. [ X ]

State the issuer's revenues for its most recent
fiscal year.

Western Media Group Corporation's revenues from
continuing operations for the fiscal year ended
December 31, 2002 were $148,877.

State the aggregate market value of the voting
and non-voting common equity held by
non-affiliates computed by reference to the price
at which the common equity was sold, or the
average bid and asked price of such common equity,
as of a specified date within the past 60 days.
(See definition of affiliate in Rule 12b-2 of the
Exchange Act.)

Note: If determining whether a person is an
affiliate will involve an unreasonable effort and
expense, the issuer may calculate the aggregate
market value of the common equity held by
non-affiliates on the basis of reasonable
assumptions, if the assumptions are stated.

Aggregate market value of stock held by
non-affiliates was approximately, $1,076,358.42 as
of March 31, 2002. There were a total of
approximately 11,959,538 shares held by
non-affiliates as of such date.

The Company's stock transfer agent is
Computershare, 12039 West Alameda Parkway Suite Z-2, Lakewood, Colorado 80228.

State the number of shares outstanding of each
of the issuer's classes of common equity, as of
the latest practicable date: 24,272,857 shares
outstanding as of May 16, 2003.

Documents incorporated by reference:

None.

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

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STATEMENT OF FORWARD LOOKING
STATEMENTS

This Annual Report on Form 10-KSB contains
certain "forward-looking" statements (as
such term is defined in the Private Securities
Litigation Reform Act of 1995) and information
relating to Western Media Group Corporation and
its subsidiaries (collectively the
"Company") that are based on the beliefs
of the Company's management, as well as,
assumptions made by and information currently
available to management. When used in this report,
the words "estimate,"
"project," "believe,"
"anticipate," "intend,"
"expect" and similar expressions are
intended to identify forward-looking statements.
The Company's actual results may vary materially
from the forward-looking statements made in this
report due to important factors, including, but
not limited to: the company's need to obtain
additional financing or equity; uncertainties
associated with changes in state and federal
regulations, including the Health Insurance
Portability and Accountability Act of 1996 ("HIPAA"),
and certain other factors detailed below under
Investment Considerations and Risk Factors.

---

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PART I

Item 1. Description of
Business

The Company's History

Western Media Group Corporation (the
"Company") was organized as Ionic
Controls, Inc., a Minnesota corporation, ("Ionics")
in July 1977 as a successor to a sole
proprietorship

Ionics had limited operations from 1981
forward. Ionics oil operations consisted of a
limited number of fractional working interests in
low volume producing wells in Texas. The interests
were fully amortized and the Company received
little income from these properties prior to their
liquidation. Ionics audiophile quality record
business was adversely affected by the development
of stereo cassette and compact disk recordings.
Ionics liquidated its inventory of records and in
1987 liquidated Audio Encores, Inc. Ionics was
unable to effectively obtain FDA approval for its
medical device, Dia-Med, or to develop the
interest of any medical manufacturer to further
develop, manufacture and market the device. Ionics
liquidated Dia-Med, Inc. in 1987.

In December, 1982, Ionics acquired 98.7% of the
outstanding common shares of Sioux City Iron
Company ("SCIC"). SCIC was engaged in
the business of wholesale distribution of heavy
hardware to primarily the agricultural industry.
Adverse agricultural economic conditions forced
SCIC to seek protection under the Bankruptcy Code
in October 1987. In July 1988 pursuant to the
order of the Bankruptcy Court all the assets of
SCIC were sold and Ionics was released from
liability of its long-term debt to the seller of
SCIC. SCIC was dissolved in December 1988.

In November 1988, the Company's name was
changed to Western Media Group Corporation. The
change of name coincided with the Board of
Directors' determination to focus the Company's
business on the acquisition, owning and operating
of radio and television broadcasting and printed
media properties.

In April 1989, the Company acquired
substantially all the assets of Carmel Broadcast
Associates, a New York corporation which operated
radio broadcast stations KXDC-AM and FM for
$2,650,000. The Company financed the acquisition
with proceeds from a loan provided by Thomas K.
Scallen, a former officer and director. Operation
of the radio stations was unsuccessful, and the
Company sold the radio stations in July 1991 for
$200,000 in cash a note receivable in the
principal amount of $900,000. The $1,100,000
received from the sale of the stations was paid
and transferred to Mr. Scallen in complete
satisfaction of liabilities owed by the Company to
Mr. Scallen in the amount of $5,156,139. In March
2000, the Company paid $10,000 in cash to Mr.
Scallen and issued to him 100,000 shares of common
stock in complete satisfaction of all outstanding
liabilities owed by the Company.

From July 1991 through October, 2000, the
Company had no meaningful assets or operations.

On October 31, 2000, the Company issued
9,000,000 shares of its common stock to DDR, Ltd.
("DDR") in connection with certain
transactions contemplated under a Consulting
Agreement dated October 11, 2000 and Acquisition
Agreement dated October 27, 2000 (collectively the
"DDR Agreements"). These shares were
issued following a recapitalization of the Company
in which the Company increased the number of
authorized shares to 100,000,000, $0.001 par value
per share, consisting of 95,000,000 shares of
common stock and 5,000,000 shares of preferred
stock without designation as to series, rights, or
preferences, and a 1 for 10 reverse split in the
issued and outstanding common shares. The
recapitalization was approved at a meeting of the
stockholders held on October 10, 2000. At that
meeting, the stockholders also elected Patrick L.
Riggs and Raymond T. Minicucci as directors to
serve until the next annual meeting of
stockholders and until their successors are duly
elected and qualified.

In October, 2000, the board of directors added
Konrad Kim as a director in connection with the
acquisition of K-Rad Konsulting, LLC described
below.

On February 1, 2001, Mr. Minicucci resigned as
a director. Mr. Minicucci's resignation was not
the result of any disagreement with the Company on
any matter relating to the Company's operations,
practices or policies. On September 28, 2001, Mr.
Riggs resigned as a director and officer of the
Company pursuant to a September 28, 2001
settlement agreement. Mr. Riggs' resignation was
not the result of any disagreement with the
Company on any matter relating to the Company's
operations, practices or policies.

On January 1, 2002, Dr. Michael Carvo was
appointed as a director in connection with the
Company's acquisition of Med-Link, USA, Inc.
described below.

Our Business

The business of the Company is carried out by
two wholly owned subsidiaries, Med-Link USA, Inc.
and K-Rad Konsulting, LLC as described below. The
Company may seek other businesses to acquire in
exchange for shares of its common stock.

Med-Link USA, Inc.

Med-Link USA was incorporated in 1998. While it
shares an office with the Company, substantially
all of its operations have been outsourced as
explained below. Med-Link provides a full service
communication network to physicians and hospitals
and can provide its services to labs and other
businesses that require a service for
communication of emergencies.

The Acquisition of Med-Link

Effective January 1, 2002, the Company acquired
all of the issued and outstanding stock of
Med-Link USA, Inc., a privately held New York
corporation ("Med-Link") pursuant to a
Share Exchange Agreement dated December 28, 2001
(the "Agreement"). As a result of the
share exchange, Med-Link is a wholly owned
subsidiary of the Company.

As a result of the share exchange pursuant to
the Agreement, the Company issued 2,000,000 shares
of its $.001 par value per share common stock and
400 shares of preferred stock to Med-Link's four
shareholders. In exchange, Med-Link's four
shareholders delivered all of its issued and
outstanding stock to the Company. The 400 shares
of preferred stock have, in the aggregate, the
following characteristics:

1. Payments - a yearly payment in an amount
which shall not exceed equal fifty percent (50%)
of (a) the net profits, if any, of Med-Link's
business for the period of January 1 through
December 31 of the applicable year less (b) (i)
the sum of the net losses of Med-Link's business
for all of the years, if any, that the it had net
losses less (ii) the sum of the net profits of the
Med-Link's business for all years, if any, that it
had net profits. The decision on whether any
payment to the holders of the preferred shares
will be made for any year shall rest in the sole
discretion of the Company's Board of Directors,
which determination shall be made by February 1 of
each year. The Company is not responsible for
making any payments to the preferred stock holders
from its own funds. The payment, if any, due to
the preferred stock holders is payable by

March 31 of each year commencing March 31, 2003
for the year-ending December 31 of the prior year.

2. Transferability - the preferred shares are
not transferable without the express written
consent of the Company, unless such transfer is
made pursuant to the death of the holder.

3. Voting Rights - none.

4. Liquidation Preference - none.

The purchase price paid for Med-Link's shares
was determined by analysis and valuation of
Med-Link's financial condition and projected
future cash flows and comparing it to (i) the
market price and projected market price of the
Company's common stock and (ii) the value of the
preferred stock based on Med-Link's projected cash
flows.

The Agreement provided for the appointment of
one of Med-Link's shareholders, Dr. Michael Carvo,
to the Company's Board upon closing of the share
exchange. Dr. Carvo was appointed to the Company's
Board on January 1, 2002.

Prior to the share exchange, there was no
material relationship between the Company, or any
of its officers, directors or affiliates, and
Med-Link, or any of its shareholders, officers,
directors or affiliates.

Med-Link's Business

Med-Link's products and services are as
follows:

Answering Service

Trained personnel who are medically
knowledgeable operate from a specially designed
Medcall workstation. Each station is a part of a
computer network, which is fully equipped with
popup screens, relaying client information
quickly. Computerized hunting with the click of
the mouse allows for quicker accurate information
routing to the client. Information can be sent
from each station independently with ease via
E-mail, fax, alpha paging, or by phone. Receiving
information, processing it, and relaying it
quickly from each station makes Med-Link accurate
and fast.

Voice Mail

Voice Mail is integrated with our operator
stations allowing the user multiple options. A
completely automated system has multiple boxes for
selections. A greeting may be set up
professionally with day and night settings. User
options include changing the greetings, call
forwarding to live operators or to personal
devices. With call forwarding clients can remain
in constant contact with patients or others.

Virtual Private Network (VPN)

Med-Link is in the final stages of setting up
its VPN for New Island Hospital through the
Med-Link VPN website. It will be setup with user
friendly icons and will be secure and compliant
with Title II, Part C of the Health Insurance
Portability and Accountability Act of 1996 ("HIPAA").
The VPN is designed to allow physicians and other
members of the medical community to contact other
physicians, retrieve information form the
hospital, and obtain insurance related information
such as claim status. The VPN is also designed to
provide information such as overnight admissions,
room assignments, operating room schedules and lab
results.

MEDCALL123

Medcall is an internet message center developed
for the Med-Link service users. It is designed to
allow for real time viewing of the messages
received by the Med-link operators. It is also
designed to allow the user to check old messages
as well as to check morning messages without
having to use operator assistance.

Business
Developments

Med-Link currently has approximately 30
clients, most of which are doctors, but which also
include a roofing company and an animal shelter.
On November 25, 2002, Med-Link signed a
Telecommunications Service Agreement with New
Island Hospital in Bethpage, New York. Pursuant
tot hat agreement, Med-Link is in the process of
installing a VPN and other equipment at the
hospital which will allow its approximately 600
doctors access to it as well as hospital
information. Med-Link believes that the
installation and testing may be done by July, 2003
and will then begin marketing its products and
services to individual doctors affiliated with New
Island Hospital.

While Med-Link does not currently have any
marketing staff, it will rely on two consultants
to the Company to market its products and
services. Depending upon the products and services
ordered, Med-Link believes that the revenue to it
per doctor will be between $300 and $500 per month
from New Island Hospital doctors. However, there
can be no assurance that a significant number of
doctors will order Med-Link's products or
services.

The Market for
Med-Link Products and Services

Med-Link believes that the market for its
products and services consist of medium and larger
medical practices that are looking to reduce their
communication costs and increase employee
efficiency. Med-Link believes that the best way to
market to these doctors is by establishing a
relationship with hospitals they are affiliated
with, as it has done with New Island Hospital.

Currently, to the extent that Med-Link has
engaged in any marketing activities, it has
focused solely on local independent practitioners
who are affiliated with New Island Hospital. If
sufficient revenue is available in the future,
Med-Link may seek to market its services to other
hospitals and the doctors affiliated with them.

Competition

Med-Link believes that its competitions
consists of the following:

1. Hospitals which have set up their own
answering service and VPN

Med-Link is aware of a number of hospitals
which have set up their own answering service and
VPN and offer their doctors products and services
similar to those to be offered by Med-Link.

2. Answering Services

There are numerous answering services which
cater to doctors and other professionals which
operate through pagers, telephone, e-mail or other
means. With respect to individual doctors and
others, Med-Link believes that these answering
services may be its primary competition. However,
Med-Link also believes that its pricing structure
offers a savings over many other answering
services making it more attractive.

Customer
Dependence

Med-Link is in the early stages of its business
development and has very few customers. It does
not currently rely on any one of them for its
business. Med-Link believes that its future
success will be dependent on it developing
relationships with hospitals for access to their
doctors. Without these relationships, Med-Link's
business is unlikely to succeed.

Intellectual
Property

Med-Link does not have any patents, trademarks,
licenses, franchises, concessions, royalty
agreements or labor contracts in place.

Government
Regulation

The only significant government regulation
affecting Med-Link's business is HIPAA. HIPPA
required the Department of U.S. Health and Human
Services to establish national standards for
electronic health care transactions and national
identifiers for providers, health plans, and
employers. It also addresses the security and
privacy of health data. The goal of the standards
adopted is to improve the efficiency and
effectiveness of the nation's health care system
by encouraging the widespread use of electronic
data interchange in health care, while protecting
that information with a secure environment. These
standards have been promulgated and must be
followed by persons and companies which transmit
health data.

Med-Link believes that its current products and
services are HIPAA compliant and that its future
products and services will be HIPAA compliant
because it has taken measures to protect the data
it handles. However, it has not received any
independent conformation of such compliance. In
the event that it is found not to be HIPAA
complaint, we may be subject to lawsuits and
regulatory liabilities and we would be unable to
provide services in the medical community.

Employees

As of the date of this report, Med-Link does
not have any employees. In December, 2002,
Med-Link outsourced substantially all of its
operations to save costs.

K-Rad Konsulting, LLC

Pursuant to the DDR Agreements, DDR provided
consulting services in connection with the
Company's acquisition of K-Rad Konsulting, LLC
("KKL") in exchange for Company common
stock. In connection with the transaction, the
board of directors of the Company appointed Konrad
Kim as a director of the Company.

KKL has one employee, Konrad Kim, who is also a
Director of the Company, and is a solution
provider for Internet infrastructure. KKL offers
Internet infrastructure consulting for businesses
using what it deems reliable sources of technical
help for their computers. KKL's offers three main
services are: (1) hourly technical aid; (2)
retainer contracts for specific skills or systems;
and (3) project consulting.

Currently, KKL is engaged in providing services
almost exclusively to Med-Link. However, it may
seek to market its services to other in the
future.

The Company's
Recent Business Developments

4J's Enterprises Asset
Purchase

On January 23, 2002, the Company acquired the
computers, servers, monitors, hubs, and other
related equipment, from Four J's Enterprises
("4J"). The acquisition was made
pursuant to a January 23, 2002 asset purchase
agreement.

The purchase price for the Assets was 2,000,000
shares of the Company's $.001 par value per share
common stock. The purchase price paid for the
Assets was determined by arm's length negotiation
between the parties taking into account the value
of the Assets and the value of the Company's
common stock.

The assets will be capitalized and depreciated
over an estimated useful life of 5 years using the
straight line method. This will result in
depreciation expense of approximately $383,000 per
year. The depreciation expense is based on per
share price of the assets of $1,917,000, which was
determined by the average closing price at the
Company's common stock for three days after and
three days before January 23, 2002 ($1.065) less a
10% discount due to the restricted nature of the
common stock conveyed.

There is no material relationship between 4J
and the Company or any of its affiliates, any
director or officer of the Company, or any
associate of any such director or officer.

The assets had been repossessed by 4J, which is
in the business of financing the purchase of
computer equipment. The Company is using the
Assets for its own operations as well as for the
expansion of the operations of Med-Link and KKR.

Potential
Future Acquisitions by the Company

The Company may seek, investigate, and if
warranted, acquire interests in companies other
than KKR and Med-Link in exchange for its common
stock, and/or cash, to the extent cash is
available. While the Company currently intends to
search for businesses that have synergies with KKR
and Med-Link, the Company may not restrict its
search for a business opportunity to any
particular industry or geographical area and may,
therefore, engage in essentially any business in
any industry. The Company has unrestricted
discretion in seeking and participating in a
business opportunity, subject to the availability
of such opportunities, economic conditions and
other factors.

The selection of a business opportunity in
which to participate is complex and extremely
risky and will be made by management in the
exercise of its business judgment. There is no
assurance that the Company will be able to
identify and acquire any business opportunity
which will ultimately prove to be beneficial to
the Company and its shareholders.

The activities of the Company are subject to
several significant risks which arise primarily as
a result of the fact that the Company may acquire
or participate in a business opportunity based on
the decision of management which will, in all
probability, act without the consent, vote, or
approval of the Company's shareholders.

Business opportunities may be available to the
Company from various sources, including its
officers and directors, consultants, professional
advisers, securities broker-dealers, venture
capitalists, members of the financial community,
and others who may present unsolicited proposals.
The Company will seek a potential business
opportunity from all known sources, but will rely
principally on personal contacts of its officers,
directors and consultants as well as indirect
associations between them and other business and
professional people.

Although the Company does not anticipate
engaging professional firms specializing in
business acquisitions or reorganizations, if
management deems it in the best interests of the
Company, such firms may be retained. The Company
may also publish notices or advertisements seeking
a potential business opportunity in financial or
trade publications.

The Company may acquire a business opportunity
or enter into a business in any industry and in
any stage of development. The Company may enter
into a business or opportunity involving a
start-up or new company. The Company may acquire a
business opportunity in various stages of its
operation.

In analyzing prospective business
opportunities, management will consider such
matters as synergies with the Company's existing
businesses, available Company technical, financial
and managerial resources, working capital and
other financial requirements, history of
operations, if any, prospects for the future, the
nature of present and expected competition, the
quality and experience of management services
which may be available and the depth of the
management, the need for further research,
development or exploration, the potential for
growth and expansion, the potential for profit,
the perceived public recognition or acceptance of
products, services, trade or service marks, name
identification and other relevant factors.

Generally, the Company will analyze all
available facts and circumstances and make a
determination based upon a composite of available
facts, without reliance upon any single factor as
controlling.

Methods of Participation of
Acquisition

Specific business opportunities will be
reviewed and, on the basis of that review, the
legal structure or method of participation deemed
by management to be suitable will be selected.
Such structures and methods may include, but are
not limited to, leases, purchase and sale
agreements, licenses, joint ventures, other
contractual arrangements, and may involve a
reorganization, merger or consolidation
transaction. The Company may act directly or
indirectly through an interest in a partnership,
corporation, or other form of organization.

Procedures

As part of the Company's investigation of
business opportunities, officers and directors may
meet personally with management and key personnel
of the firm sponsoring the business opportunity,
visit and inspect material facilities, obtain
independent analysis or verification of certain
information provided, check references of
management and key personnel, and undertake other
reasonable procedures.

The Company will generally request that it be
provided with written materials regarding the
business opportunity containing such items as a
description of product, service and company
history, management resumes, financial
information, available projections with related
assumptions upon which they are based, an
explanation of proprietary products and services,
evidence of existing patents, trademarks or
service marks or rights thereto, present and
proposed forms of compensation to management, a
description of transactions between the
prospective entity and its affiliates, relevant
analysis of risks and competitive conditions, a
financial plan of operation and estimated capital
requirements, and other information deemed
relevant. The Company may not be able to obtain
audited financial statements prior to the closing
of a transaction and therefore, the actual
financial state of a business opportunity may be
different than represented. However, the Company
will endeavor to obtain audited financial
statements prior to the closing of any transaction
as well as contractual protection against any
material changes not reflected in unaudited
financial statements.

The Company's
Competition

There is substantial competition in the
acquisition of business opportunities by public
companies. The primary competition is from other
companies organized and funded for similar
purposes, small venture capital partnerships and
corporations, small business investment companies
and wealthy individuals.

The Company's
Employees

The Company currently has 0 employee and 0 full
time consultants which it relies upon for its
business.

Investment
Considerations and Risk Factors

THE COMPANY HAVE A LIMITED OPERATING HISTORY ON
WHICH TO EVALUATE OUR CURRENT PROSPECTS

The Company was incorporated in July, 1977. The
businesses the Company previously operated were
liquidated in the late 1980s and early 1990s. The
Company became a corporate shell in 1991 and
remained a corporate shell through October 31,
2000. On October 31, the Company acquired KKR. K-Rad
began doing business in February, 2000 and, to
date, has had limited revenues. On January 1,
2002, the Company acquired Med-Link, which also
had had limited revenues to date. Other than the
acquisitions of K-Rad and Med-Link, our activities
have been very limited.

THE COMPANY MAY HAVE OUTSTANDING LIABILITIES
ABOUT WHICH OUR PRESENT MANAGEMENT IS UNAWARE

Until 1991, the Company operated in several
business lines through at least five different
subsidiaries. The Company's records are not
complete with respect to all transactions between
1977 and 1991, and very few corporate records
exist for the period 1992 through 1999. The
Company understands that during the period 1992 -
October, 2000, the company was dormant and did not
engage in any business activity. While the Company
does not believe any material liabilities exist,
it is possible such liabilities do exist. For
example, there may be presently unknown
obligations by the Company to pay monies, issue
stock or perform specific actions under a
contract. While the Company does not believe any
such liabilities exist, the incomplete record of
transactions makes assurance that none exist
impossible.

WE ARE SUBJECT TO HIPAA AND THE FAILURE TO
COMPLY WITH IT COULD MATERIALLY ADVERSELY AFFECT
OUR OPERATIONS

Med-Link is required to comply with HIPAA.
While it has taken steps to do so, it has not
sought independent verification of such
compliance. If Med-Link is found not to be in
compliance with HIPAA, it may be subject to
lawsuits from its clients, as well as regulatory
liability, which would materially adversely affect
its operations and business.

WE HAVE LIMITED RESOURCES AND LIMITED REVENUES

We have limited resources. At the present time,
our only sources of revenues are KKR and Med-Link,
neither of which has generated any significant
revenues. In addition, there can be no assurance
that we will obtain significant revenues through
the acquisition of other companies or that the
Company will be able to operate on a profitable
basis.

The Company intends to avoid becoming an
"Investment Company," under the
Investment Company Act of 1940, as amended.
Therefore, the Company intends to only invest in a
manner, which will not trigger Investment Company
status. There can be no assurance that
determinations the Company will ultimately make
will allow it to avoid Investment Company status.

THE COMPANY'S AUDITED FINANCIAL STATEMENTS FOR
THE FISCAL YEAR ENDED DECEMBER 31, 2002 CONTAIN
"GOING CONCERN" LANGUAGE

Our independent auditor prepared a report for
the Company's financial statements for the year
ended December 31, 2002. The report states we
might not be able to continue as a going concern.
A "going-concern" opinion indicates that
the financial statements are prepared assuming the
business will continue as a going-concern, but
there can be no guarantee that it will continue as
a going concern. The Company is addressing the
going concern opinion with its business plan to
seek profitable acquisition targets and by running
the businesses it has already acquired.

THE COMPANY MAY NEED ADDITIONAL FINANCING IN
ORDER TO EXECUTE OUR BUSINESS PLAN

The Company has had limited revenues to date.
The Company will be entirely dependent on its
limited financial resources to seek additional
acquisitions and run and grow the businesses of
KKR and Med-Link. For this reason, the
acquisitions of KKR and Med-Link were paid in
common stock. There can be no assurance that other
potential acquisition candidates will not require
payment in cash. The Company cannot, therefore,
ascertain, with any certainty, what will be the
precise capital requirements for successful
execution of its business plan. If the Company's
limited resources prove insufficient to implement
our plan, due, for example, to the size of the
acquisition, the Company may have to seek
additional financing. And even if the Company is
successful in completing an acquisition, it may
require additional financing for operations or our
business growth.

ADDITIONAL FINANCING MAY NOT BE AVAILABLE TO
THE COMPANY

There can be no assurance additional financing
will be available on acceptable terms. It may not
be available at all. Additional financing is
likely to be necessary and if unavailable when
needed, the Company may have to abandon certain of
its plans. Any failure to secure necessary,
additional financing would have a material adverse
effect on continued development and/or growth of
the Company's businesses.

There are no current limitations on the
Company's ability to borrow funds to increase the
Company's capital to assist KKR or Med-Link or to
effect acquisition(s). However, the Company's
limited resources and lack of operating history
will make it difficult to borrow funds. The amount
and nature of the Company's borrowings will depend
on, among other things, the Company's capital
requirements, perceived ability to meet debt
service on borrowings and prevailing financial
market and economic conditions. There can be no
assurance that debt financing, if sought, would be
available on commercially acceptable terms, given
the best interests of the Company's business. An
inability to borrow funds to acquire companies or
to generate funds for the Company's businesses
could have a material, adverse effect on the
Company's financial condition and future
prospects. Even if debt financing is ultimately
available, borrowings may subject the Company to
risks associated with indebtedness. These risks
would include, among other things, interest rate
fluctuations and insufficiency of cash flow to pay
principal and interest. If these risks were
realized, they could lead to a default. Moreover,
if a company the Company acquires already has
borrowings, we might become liable for them.

THE COMPANY CURRENTLY DEPENDS UPON TWO
DIRECTORS AND TWO OFFICERS

Our ability to successfully complete an
acquisition depends on the efforts of the
Company's two Directors and Officers. One of the
Company's Directors also serves as an, Officer.
The Company has not obtained "key man"
life insurance on any Officers or Directors. If
the Company were to lose the services of any
Officer or Director, this could have a material,
adverse effect on our ability to achieve the
Company's business objectives.

One of our Officers, who also serves as a
Director, Konrad Kim, is also President of KKR.
Therefore, he has conflicts of interest in
allocating management time between the Company and
KKR. We will rely on Mr. Kim's and our other
Officer's expertise. In addition, our other
Director, Dr. Michael Carvo, is also President of
Med-Link. Therefore, he has conflicts of interest
in allocating his time between the Company and
Med-Link.

ONE STOCKHOLDER AND OUR AFFILIATES CURRENTLY
OWN A MAJORITY OF THE COMPANY'S COMMON STOCK

DDR, Ltd. owns approximately 34% of the
Company's outstanding common stock, and, our
affiliates, including DDR, beneficially own a
total of approximately 72% of our outstanding
common stock. They therefore, together, have
control over the outcome of all matters submitted
to the stockholders for approval. This includes
not only election of Directors, but also the
decision whether to attempt to effect a merger or
acquisition.

THE COMPANY DOES NOT EXPECT TO PAY CASH
DIVIDENDS

The Company does not expect to pay dividends on
the common stock. Payment of dividends, if any,
will depend on the Company's revenues and
earnings. It will also depend on capital
requirements and the Company's general financial
condition. Payment of dividends, if any, will be
within the Board of Directors' discretion. The
Company presently intends to retain all earnings,
if any, for use in its business operations.
Accordingly, the Company's Board does not
anticipate declaring dividends in the foreseeable
future.

LISTING ON OTC BULLETIN BOARD; LIMITED TRADING
MARKET

The Company's common stock is quoted on the
over-the-counter Bulletin Board. It has only a
limited trading market. There can be no assurance
that a more active trading market will develop or,
if it does develop, that it will be maintained. No
prediction can be made as to the effect, if any,
that the sale of shares of common stock or the
availability of such securities for sale will have
on the market price of the Company's common stock.

The trading price of the Company's common stock
is presently less than $5.00 per share. Therefore,
trading in the Company's common stock is subject
to the requirements of Rule 15g-9 promulgated
under the Securities Exchange Act of 1934, as
amended. Under this rule, broker-dealers who
recommend such low-priced securities to persons
other than established customers and accredited
investors must satisfy special sales practice
requirements. These requirement include the broker
making an individualized written suitability
determination for the purchase. The broker must
also receive the purchaser's written consent prior
to the transaction. The Company's common stock is
also subject to the Securities Enforcement
Remedies and Penny Stock Reform Act of 1990, which
requires additional disclosure in connection with
any trades involving a stock defined as a
"penny stock." Penny stocks are,
generally, any equity security not traded on an
exchange or quoted on NASDAQ that has a market
price of less than $5.00 per share, subject to
certain exceptions. Trading requires the delivery,
prior to any penny stock transaction, of a
disclosure schedule explaining the penny stock
market and the associated risks. Such requirements
could severely limit the market liquidity of the
Company's common stock.

Recently, the Company has not been timely in
filing its quarterly and annual reports. Pursuant
to the eligibility rule for the over the counter
Bulletin Board, all quarterly and annual reports
must be filed in a timely manner, however, a 30
day grace period is given. In the event a
company's reports are not filed within the 30 day
grace period, its securities may no longer be
quoted on the over-the-counter Bulletin Board.
Because the Company continues to experience a lack
of operating capital, there can be no assurance
that the Company's common stock will continue to
be quoted on the over-the-counter Bulletin Board.

THERE EXIST RISKS TO STOCKHOLDERS RELATING TO
DILUTION: AUTHORIZATION OF ADDITIONAL SECURITIES
AND REDUCTION OF PERCENTAGE SHARE OWNERSHIP
FOLLOWING AN ACQUISITION

The Company's certificate of incorporation
authorizes the issuance of 95,000,000 shares of
Common Stock. The Company may issue a substantial
number of shares in connection with or following
acquisition transactions.

If the Company issues a substantial number of
shares of common stock in connection with, or
following, an acquisition, a change in control may
occur. This could affect, among other things, the
Company's ability to utilize net operating loss
carry forwards, if any. The issuance of a
substantial number of shares of common stock may
adversely affect the prevailing market price, if
any, for the common stock. It could also impair
the Company's ability to raise additional capital
through the sale of equity securities.

The Company uses and intends to continue using
consultants and third parties to provide services.
Some consultants or third parties have been and
will be paid in cash, stock, options or other of
our securities. This could result in a
substantial, additional dilution to investors.

THE COMPANY IS AUTHORIZED TO ISSUE FIVE MILLION
SHARES OF AN "UNDESIGNATED" CLASS OF
PREFERRED STOCK

The Company's certificate of incorporation
authorizes it to issue of 5,000,000 shares of an
undesignated class of stock. With respect to these
shares, the Company's Board of Directors may make
designations and define various powers,
preferences, rights, qualifications, limitations
and restrictions, consistent with Minnesota law.
The Board of Directors is empowered, without
stockholder approval, to issue this stock with
rights that could adversely affect the voting
power or other rights of the holders of common
stock. In addition, the undesignated stock could
be utilized, under certain circumstances, as a
method of discouraging, delaying or preventing a
change in control.

400 shares of this undesignated stock were
issued in connection with the acquisition of
Med-Link as set forth above. The Company does not
presently intend to issue any additional shares of
undesignated stock. Nevertheless, there can be no
assurance the Company will not do so in the
future.

A DEFAULT JUDGMENT IN THE AMOUNT OF $148,900.66

In or about January, 2003, Citibank, N.A., as
plaintiff, commenced an action against Med-Link,
USA, Inc.. Dr. Michael Carvo, Med-Link's
President, and another, in the Supreme Court of
the State of New York, County of Suffolk.
Plaintiff alleged that it was due a total of
$138,814.01, plus interest, relating to two loans
extended to Med-Link. On April 22, 2003, a default
judgment was entered in favor of plaintiff in the
amount of $148,900.66, which has not yet been paid
and for which each defendant is jointly and
severally liable. Med-Link does not currently have
funds available to pay the judgment. If Citibank
execute the judgment against Med-Link, its
financial condition and operations will be
severely adversely affected.

Item 2. Description of
Property

The Company currently utilizes office space
located at 69 Mall Drive in Commack, New York for
which it does not pay any rent. Until December,
2002, when substantially all of its operations
were outsourced, Med-Link leased office space in
Melville, New York, on a month to month basis, for
$2,674.49 per month.

Item 3. Legal Proceedings

In or about January, 2003, Citibank, N.A., as
plaintiff, commenced an action against Med-Link,
USA, Inc.. Dr. Michael Carvo, Med-Link's
President, and another, in the Supreme Court of
the State of New York, County of Suffolk.
Plaintiff alleged that it was due a total of
$138,814.01, plus interest, relating to two loans
extended to Med-Link. On April 22, 2003, a default
judgment was entered in favor of plaintiff in the
amount of $148,900.66, which has not yet been paid
and for which each defendant is jointly and
severally liable.

Item 4. Submission of Matters
to a Vote of Security Holders

No matter was submitted during the fourth
quarter of the fiscal year ended December 31, 2001
to a vote of the security holders, through
solicitation of proxies or otherwise.

Part II

Item 5. Market for Common
Equity and Related Stockholder Matters.

The principal market where the Company's common
equity is traded is the National Association of
Securities Dealers over-the-counter Bulletin
Board. The high and low sales prices of the
Company's common stock for each quarter within the
last two fiscal years are set forth below. On
August 15, 2001, the Company's common stock was
authorized for quotation on the over-the-counter
Bulletin Board after being delisted in 2000. At
most times during the last two fiscal years,
trades in the Company's common stock were sporadic
and therefore, published prices may not represent
a liquid and active trading market, which would be
indicative of any meaningful market value.

High
      
      Low1st Quarter 2001
      -
      .12
      
      .122nd Quarter 2001
      -
      ----
      
      ----3rd Quarter 2001
      -
      ----
      
      ----4th Quarter 2001
      -
      1.25
      
      .081st Quarter 2002
      -
      1.01
      
      .302nd Quarter 2002
      -
      .34
      
      .093rd Quarter 2002
      -
      .09
      
      .054th Quarter 2002
      -
      .08
      
      .03


The above quotations reflect inter-dealer
prices, without retail mark-up, mark-down or
commission and may not represent actual
transactions. The source of the above quotations
is Yahoo Finance.

As of December 31, 2002 there was one class of
common equity held by approximately 994 holders of
record in addition to those who hold in street
name.

No dividends have been declared by the Company
during the last two fiscal years. There are no
restrictions, which affect or are likely to affect
the Company's ability to pay dividends in the
future.

Equity Compensation Plan
Information

The following table contains information
concerning the Company's only existing equity
compensation plans, which cover certain officers
and consultants. Each of the officers and
consultants entered into an agreement with the
Company for the provision of services, which
obligates the Company to pay option compensation.

Plan
        category
      
      Number of securities to
        be issued upon exercise of outstanding
        options, warrants and rights
      
      Weighted average exercise
        price of outstanding options, warrants and
        rights
      
      Number of securities
        remaining available for future issuance(a)
      
      (b)
      
      (c)Equity compensation plans
        approved by security holders
      
      0
      
      0
      
      0Equity compensation plans
        not approved by security holders (1)
      
      11,200,000
      
      $.02
      
      10,000,000Total
      
      11,200,000
      
      $.02
      
      10,000,000


(1) The Company entered into a consulting
agreement with Munish K. Rametra as of October 1,
2001. Pursuant to the consulting agreement, Mr.
Rametra agreed to perform the functions of a
corporate general counsel to the Company by
providing assistance to WMGC in complying with
applicable legal and regulatory requirements
imposed by the federal securities laws and state
law, assistance with structuring and
administration of employee benefit arrangements,
assistance in the preparation of, and review of
all SEC filings, providing advice to the Company
with respect to corporate governance issues,
assistance in preparation and analysis of all
contracts entered into in the ordinary course of
WMGC's business and providing assistance to the
Company's outside counsel with respect to
litigation or corporate matters as may be
reasonably requested.

Pursuant to the consulting agreement, Mr.
Rametra is to receive up to 1,440,000 shares of
common stock. Seventy-five percent of those shares
were issued in November, 2001, and twenty five
percent were issuable on the eight month
anniversary of the consulting agreement, unless it
was terminated prior to that date. At the time the
consulting agreement was entered into, the common
stock was trading at $.01 per share. Mr. Rametra
also received an option to purchase 1,200,000
shares of common stock at $.02 which will vested
on the eight month anniversary of the Consulting
Agreement.

The term of the consulting agreement with Mr.
Rametra was twelve months. In the event that the
Company wished to extend the term of the
consulting agreement for an additional twelve
months, the consulting agreement provides for the
option to do so for compensation of (1) $10,000
per month either (i) in cash or (ii) in common
stock at a 20% discount to the prevailing market
value on the last business day of each month and
(2) an option to purchase 1.2 million shares of
common stock at fair market value on October 1,
2002. While the Company did not formally extend
the agreement, Mr. Rametra continues to provide
services to the Company. Mr. Rametra has not
exercised any options as of the date of this
report.

The Company entered into a consulting agreement
with Raymond Vuono as of October 18, 2001.
Pursuant to the consulting agreement, Mr. Vuono
agreed to provide management consulting services
to WMGC. Specifically, the consulting agreement
provides that Mr. Vuono has the following
principal duties and responsibilities: providing
assistance to WGMC with respect to analysis of
management performance and hiring and firing of
management employees, assistance in the
formulation of overall business strategies,
assistance in the formulation of marketing and
brand strategies, identification of strategic
partners, assistance to subsidiaries in extending
and reinforcing existing client relationships, and
attracting new clients and identification of
business inefficiencies and reports to management
as to solutions for such inefficiencies.

Pursuant to the consulting agreement, Mr. Vuono
is to receive up to 1,380,000 shares of common
stock. Seventy-five percent of those shares were
issued in November, 2001, and twenty five percent
were issuable on the eight month anniversary of
the consulting agreement, unless it was terminated
prior to that date. At the time the consulting
agreement was entered into, the common stock was
trading at $.02 per share. Mr. Vuono also received
an option to purchase 1,200,000 shares of common
stock at $.02 which vested on the eight month
anniversary of the consulting agreement, unless it
was terminated. The agreement was not terminated
by the Company.

The term of the consulting agreement with Mr.
Vuono is twelve months. In the event that the
Company wished to extend the term of the
consulting agreement for an additional twelve
months, the consulting agreement provides for the
option to do so for compensation of (1) $5,750 per
month either (i) in cash or (ii) in common stock
at a 20% discount to the prevailing market value
on the last business day of each month and (2) an
option to purchase 1.2 million shares of common
stock at fair market value on October 1, 2002.
While the Company did not formally extend the
agreement, Mr. Vuono continues to provide services
to the Company. Mr. Vuono has exercised 1,147,389
options as of the date of this report.

The Company entered into a consulting agreement
with James Rose as of October 1, 2001. Pursuant to
the consulting agreement, Mr. Rose agreed to
perform the functions of perform the functions of
a Vice President of the Company. Specifically,
Rose agreed to assist in managing the Company's
business and the businesses of its subsidiaries,
perform all necessary administrative functions in
maintaining the Company, its businesses and
records, manage the Company's internal financial
reporting, assist the Company's outside auditors
in their reviews and audits of the Company's
financial statements and provide and other
services which may be reasonably necessary to the
Company or any Company subsidiary.

Pursuant to the consulting agreement, Mr. Rose
is to receive up to 1,200,000 shares of common
stock. Seventy-five percent of those shares were
issued in November, 2001, and twenty five percent
were issuable on the eight month anniversary of
the consulting agreement, unless it is terminated
prior to that date. At the time the consulting
agreement was entered into, the common stock was
trading at $.01 per share. Mr. Rose also received
an option to purchase 1,000,000 shares of common
stock at $.02, which vested on the eight month
anniversary of the consulting agreement, unless it
was terminated prior to that date. The Company did
not terminate the agreement.

The term of the consulting agreement with Mr.
Rose is twelve months. In the event that the
Company wished to extend the term of the
consulting agreement for an additional twelve
months, the consulting agreement provides for the
option to do so for compensation of (1) $2,000 per
month either (i) in cash or (ii) in common stock
at a 20% discount to the prevailing market value
on the last business day of each month and (2) an
option to purchase 1.0 million shares of common
stock at fair market value on October 1, 2002.
While the Company did not formally extend the
agreement, Mr. Rose continues to provide services
to the Company.

On October 1, 2001, Mr. Rose received an option
to purchase 500,000 shares of the Company's common
stock at $.02 in consideration of his services as
a Vice President of the Company. The option
expires on October 1, 2004. Mr. Rose has not
exercised any options as of the date of this
report.

On October 1, 2001, the Konrad Kim received an
option to purchase 500,000 of the Company's common
stock at $.02 in consideration of his services as
the Company's President and sole director. The
option expires on October 1, 2004. Mr. Kim has not
exercised any options as of the date of this
report.

Recent Sales Unregistered
Securities

In the past three fiscal years, the Company has
sold the following securities without registration
under the Securities Act of 1933 in reliance on
exemptions therefrom:

In February 2000, Patrick L. Riggs, the
Company's former President and a former director,
purchased 1,200,000 shares of restricted common
stock from the Company for $0.03 per share or
$36,000. At the time of the transaction, Mr. Riggs
was not an officer, director, or stockholder of
the Company. The stock was sold to provide funds
necessary to bring the Company current in its
reporting obligations under the Securities
Exchange Act of 1934, and to keep the Company
current in its reporting obligations while it
sought new business ventures in which to
participate. The sale to Mr. Riggs was conducted
pursuant to an exemption from registration
provided by Section 4(2) of the Securities Act of
1933, as amended (the "Act") in a
private transaction.

In March 2000, the Company paid $10,000 in cash
to Thomas Scallen, a former Company officer and
director, and issued to him 100,000 shares of
restricted common stock in complete satisfaction
of all outstanding liabilities owed by the Company
to him. The sale of common stock to Mr. Scallen
was conducted pursuant to Section 4(2) of the Act
in a private transaction.

On October 31, 2000, the Company issued
9,000,000 shares of restricted common stock to DDR,
Ltd. ("DDR") in connection with certain
transactions contemplated under a Consulting
Agreement dated October 11, 2000 and Acquisition
Agreement dated October 27, 2000 and for $900. The
sale of common stock to DDR was conducted pursuant
to Section 4(2) of the Act in

In November, 2001, the Company issued
1,080,000, 1,035,000 and 900,000 shares of
restricted common stock to Munish Rametra, Ray
Vuono and James Rose, respectively, pursuant to
the consulting agreements described above. The
sales of common stock to Messrs. Rametra, Vuono
and Rose were conducted pursuant to Section 4(2)
of the Act in a private transaction on the grounds
that each had made their own investigation of the
Company and had such knowledge and experience in
financial and business matters that they were
capable of understanding the risks involved in an
investment in the Company's securities.

Pursuant to a December 3, 2001 agreement, the
Company issued 50,000 shares of common stock to
Steven Kaston for services to be provided as a
finder. The sale of common stock to Mr. Kaston was
conducted pursuant to Section 4(2) of the Act in a
private transaction.

Pursuant to a December 24, 2001 agreement, the
Company issued 25,000 shares of common stock to
Meredith Cagan for services to be provided in
creating a business plan for the Company and
assisting in possible future capital raises. The
sale of stock to Ms. Cagan was conducted pursuant
to Section 4(2) of the Act in a private
transaction.

Pursuant to a November 21, 2001 Investment
Letter and Subscription Agreement, the Company
issued 50,000 shares of its common stock to Lisa
Verni for a total purchase price of $9,000. The
sale of stock to Ms. Verni was conducted pursuant
to Section 4(2) of the Act in a private
transaction based on Ms. Verni's investment
representations.

Pursuant to a December 5, 2001 Investment
Letter and Subscription Agreement, the Company
issued 25,000 shares of its common stock to Stuart
Pudell for a total purchase price of $5,000. The
sale of stock to Mr. Pudell was conducted pursuant
to Section 4(2) of the Act in a private
transaction based on Mr. Pudell's investment
representations.

Pursuant to two December 21, 2001
Confidentiality and Non-Disparagement Agreements,
the Company issued a total of 1,100,000 shares of
common stock to former shareholders of Whyldweb
Productions, Inc. and Earl E. Byrd Electronics
Corp. with which the Company had previously
entered into a share exchange agreement. The sale
of stock to these shareholders was conducted
pursuant to Section 4(2) of the Act in a private
transaction.

Pursuant to a December 15, 2001 Assignment
Agreement among the Company, Med-Link USA, Inc.
and Dr. Michael Carvo, the Company issued 120,000
shares of common stock to Dr. Michael Carvo in
exchange for the assignment of a debt owed by
Med-Line USA, Inc. to Dr. Carvo in the amount of
$30,000. The sale of stock to Dr. Carvo was
conducted pursuant to Section 4(2) of the Act in a
private transaction.

Pursuant to a December 28, 2001 Share Exchange
Agreement between the Company and Med-Link USA,
Inc., effective January 1, 2002, the Company
exchanged 2,000,000 shares of its $.001 par value
per share common stock and 400 shares of preferred
stock to Med-Link USA, Inc.'s shareholders. In
exchange, Med-Link USA, Inc.'s shareholders
delivered all of its issued and outstanding stock
to the Company. The Share Exchange was
accomplished pursuant to Section 4(2) of the Act
in a private transaction based on the Med-Link
USA, Inc. shareholders investment representations.

Pursuant to a January 23, 2002 agreement, the
Company acquired computers, servers, monitors,
hubs, and other related equipment from Four J's
Enterprises in exchange for 2,000,000 shares of
common stock. The sale of stock to 4J's
Enterprises was accomplished pursuant to Section
4(2) of the Act in a private transaction.

In October through December, 2002, the Company issued a total of 1,294,272 shares of common stock to Munish
Rametra, Ray Vuono and James Rose as compensation pursuant to their consulting agreements. 
The issuances were accomplished in reliance upon Section 4(2) of the Act in private transactions.





Item 6. Management's
Discussion and Analysis or Plan of Operation

All of the Company's business is currently
conducted through itsK-Rad Konsulting, LLC ("KKL")
and Med-Link USA, Inc. ("Med-Link")
subsidiaries. KKL is a solution provider for
Internet infrastructure. KKL offers Internet
infrastructure consulting for businesses using
what it deems reliable sources of technical help
for their computers. KKL offers three main
services: (1) hourly technical aid; (2) retainer
contracts for specific skills or systems; and (3)
project consulting.

Med-Link provides a full service communication
network to physicians, hospitals and labs,
including a Virtual Private Network, Voice-mail
and Answering Service. The Virtual Private Network
is an Internet based application that allows
physicians, from any location with a computer and
Internet service, to obtain information from other
physicians, hospitals and

laboratories concerning their patients. This
allows a better flow of information between the
relevant components of the health system and,
importantly, faster reaction times for patient
care. Med-Link's voice-mail system allows patients
multiple options, including call forwarding,
forwarding to an operator at a call center or
simply leaving their physician a message.
Med-Link's answering service offers a messaging
center with trained and medically knowledgeable
personnel. These persons are able to locate
physicians using e-mail, fax, alpha paging or

PLAN OF OPERATION

The Company has started to use KKR and Med-Link
to jointly develop Med-Link's products targeted at
the medical community. KKR has assisted Med-Link
in providing the technical support and services
its business requires.

The Company has also restructured Med-Link's
operations to reduce costs and enhance
efficiencies by moving its offices into the
Company's offices. In addition, part of the
Med-Link call center functions have been
transferred to a call center in India as part of a
contract with Total

Infosystems, Inc. Med-Link anticipates the
transfer of additional call center functions to
India in the future.

The Company plans to market Med-Link's services
to medical practices in the New York metropolitan
area by utilizing local hospitals as a contact
point. In furtherance of this plan, Med-Link has
signed, and will begin the process of
implementing, a contract to develop a Virtual
Private Network for New Island Hospital in
Bethpage, New York. The network will be marketed
to all the medical staff affiliated with New
Island Hospital. This VPN will allow Med-Link to
market various services to the medical practices
on its network.

The Company plans to utilize strategic and
joint venture partners to further develop and
expand its operations through joint product
offerings. In this way, management believes it can
minimize the need for additional capital. The
Company is currently seeking to market Med-Link's
services, by itself, and with strategic partners,
to medical practices, medical labs, hospitals and
insurance companies.

As part of its operating plan, the Company
plans to enter into one or more strategic
relationships to make its networks compliant with
Title II, Part C of the Health Insurance
Portability and Accountability Act of 1996 ("HIPAA").
HIPPA required the Department of U.S. Health and
Human Services to establish national standards for
electronic health care transactions and national
identifiers for providers, health plans, and
employers. It also addresses the security and
privacy of health data. The goal of the standards
adopted is to improve the efficiency and
effectiveness of the nation's health care system
by encouraging the widespread use of electronic
data interchange in health care, while protecting
that information with a secure environment.

The Company has commenced preliminary
discussions for a strategic relationship to
acquire and/or market HIPPA complaint solutions.

Liquidity and Capital Resources

At December 31, 2002, the Company had a working
capital deficiency of $415,666 Management believes
revenue from operations will be sufficient to
sustain the Company's operations for the next
twelve months. Even though the Company completed
the Med-Link acquisition in January, 2002, and
signed a telecommunications agreement with a
hospital in November 2002, it cannot predict
whether the Company will realize any meaningful
growth in the future.

Years Ended December, 2002 and
2001

The Company's revenues from continuing
operations for the years ended December 31, 2002
and 2001 were $148,877 and $96,823, respectively.

Expenses for the years ended December 31, 2002
and 2001 were $872,283 and $188,833, respectively.
This increase in expenses is primarily
attributable to the acquisition of Med-Link USA,
Inc. Such expenses consisted of general and
administrative expenses, legal, depreciation,
professional, accounting and auditing costs, rent
and telephone expenses.

The Company had a net loss of $733,404 for the
year ended December 31, 2002, as compared to a net
loss of $1,465,035 for the same period in 2001.
Included in the 2001 loss was the cost of an
aborted acquisition in the amount of $1,375,000.

Item 7. Financial Statements

The financial statements of the Company appear
at the end of this report beginning with the Index
to Financial Statements on page F-1.

Item 8. Changes In and
Disagreements With Accountants on Accounting and
Financial Disclosure.

On October 22, 2001, the Company's independent
accountant, Callahan, Johnston & Associates,
LLC ("Callahan"), resigned as the
Company's independent auditor. The stated reason
for the resignation was that the Company moved its
offices to New York from Minnesota and would be
better served by a certified public accounting
firm in New York.

For the fiscal years ended December 31, 2000
and December 31, 1999, Callahan's report on the
Company's financial statements contained an
opinion that there was doubt as to the Company's
ability to continue as a going concern. The
Company did not disagree with these opinions and
they were not the cause for Callahan's
resignation.

During the Company's two most recent fiscal
years, there were no disagreements with the
Company's accountants on any matter of accounting
principles or practices, financial statement
disclosure, auditing scope or procedure, which
disagreements, if not resolved to the satisfaction
of the accountants, would have caused it to make
reference to the subject matter of the
disagreement in connection with its reports.

On October 22, 2001, the Company retained as
its new independent accountant, Farber, Blicht,
Eyerman & Herzog, LLP, 255 Executive Drive,
Suite 215, Plainview, New York 11803.

Part III

Item 9. Directors, Executive
Officers, Promoters and Control Persons;
Compliance with Section 16(a) of the Exchange Act

Directors, Executive Officers, Promoters and
Control Persons

The following table sets forth the name, age,
and position of each executive officer and
director and the term of office of each director
of the Company.

Name
      
      Age
      
      Position
      
      Director or Officer SinceKonrad Kim
      
      31
      
      Director and President
      
      October, 2000Dr. Michael Carvo
      
      50
      
      Director and President of
        Med-Link, USA, Inc.
      
      January 1, 2002


All Directors hold their positions for one year
and until their successors are duly elected and
qualified. All officers hold their positions at
the discretion of the Board of Directors.

Set forth below is certain biographical
information regarding each of the Company's
executive officers and directors:

Konrad Kim

Mr. Kim received a B.S. in Natural Sciences
from the University of Wisconsin in 1992, and has
been a Microsoft Certified Professional since
1997. Mr. Kim was employed as a Contract NT
Systems Engineer at the internet companies of
iClips.com and Gatway.com in 2000 and 1999,
respectively. From 1997 to 1999, he was employed
at Moody's Investors Services as a Technical
Systems Analyst. During 1996 and 1997, he was a
Consultant Systems Administrator for Colombia
House and Village Voice. From 1995 to 1996, Mr.
Kim was a Consulting Systems Administrator for
Sony Entertainment.

Dr. Michael Carvo

Dr. Michael Carvo is a family physician, who
has been practicing out of Farmingdale, Long
Island for over twenty years. Dr. Carvo became
involved with Med-Link in 1995, when it was a
medical answering service called Communications
2001. Dr. Carvo brings the experience and
expertise of a functioning, private practitioner
to Med-Link USA, that allows the company to

Significant Employees and
Consultants

James Rose, Vice President (24)
Mr. Rose has served as the Company's Vice
President since September, 2001, President of
Western Media Sports Holdings since November, 2001
and President of Western Media Publishing since
February, 2002. Prior to joining the Company, Mr.
Rose was a Vice President at Ambassador Capital
Group, a company which assisted private companies
in going public.

Ray Vuono, Consultant (37)
Mr. Vuono has served as a consultant to the
Company since October, 2001. From June, 1990 to
the present, Mr. Vuono has served as President of
Rayvon Venture Capital, a private venture capital
firm which has invested in and/or managed,
numerous private companies.

Munish Rametra, Consultant (32)
Mr. Rametra has been a consultant to the
Company since October, 2001. From October, 1999
through October, 2001, Mr. Rametra was a business
and legal consultant with a private consulting
firm owned by him. From October, 1995 through
October, 1999, Mr. Rametra was an Associate with
the law firm of Sullivan & Cromwell.

Family Relationships

There are no family relationships among the
Directors or Officers.

Involvement in Certain Legal
Proceedings

During the past five years, no Director,
Executive Officer, Promoter or Control Person of
the Company:

(1) been general partner or executive officer
of a business at the time a bankruptcy petition
was filed by, or against it;

(2) been convicted in a criminal proceeding and
are not currently subject to a pending criminal
proceeding;

(3) been subject to an order, judgment or
decree, permanently or temporarily enjoining,
barring, suspending or otherwise limiting their
involvement in any type of business, securities or
banking activities; or

(4) been found by a court of competent
jurisdiction (in a civil action), the Securities
and Exchange Commission, or the Commodity Futures
Trading Commission, to have violated a federal of
state securities or commodities law.

Compliance with Section 16(a)
of the Exchange Act

Not applicable.

Item 10. Executive
Compensation

For the fiscal year ended December 31, 2001,
the following compensation was paid to the
Company's Chief Executive Officer:

SUMMARY
        COMPENSATION TABLELong Term
        CompensationAnnual
        Compensation
      Awards
      PayoutsName and Principle
        Position
      Year
      Salary ($)
      Bonus ($)
      Other Annual Compensation
        ($)
      Restricted Stock Award(s)
        ($)
      Securities Underlying
        Options/SARs (#)
      LTIP Payouts ($)
      All Other Compensation
        ($)Konrad Kim, CEO
Munish Rametra, Consultant (1)
Ray Vuono, Consultant (2)
James Rose, Vice President (3)
      2002
2001
2000
2002
2001

2002
2001

2002
2001
      $0

$39,738


$120,000
$24,000

$69,000
      
      $28,800
        
        
        
        $69,000
        
        $28,800
      
      500,000

1,200,000
1,200,000

1,200,000
1,200,000

1,000,000
1,500,000


---

(1) The Company entered into a consulting
agreement with Munish K. Rametra as of October 1,
2001. Pursuant to the consulting agreement, Mr.
Rametra agreed to perform the functions of a
corporate general counsel to the Company by
providing assistance to WMGC in complying with
applicable legal and regulatory requirements
imposed by the federal securities laws and state
law, assistance with structuring and
administration of employee benefit arrangements,
assistance in the preparation of, and review of
all SEC filings, providing advice to the Company
with respect to corporate governance issues,
assistance in preparation and analysis of all
contracts entered into in the ordinary course of
WMGC's business and providing assistance to the
Company's outside counsel with respect to
litigation or corporate matters as may be
reasonably requested.

Pursuant to the consulting agreement, Mr.
Rametra is to receive up to 1,440,000 shares of
common stock. Seventy-five percent of those shares
were issued in November, 2001, and twenty five
percent were issuable on the eight month
anniversary of the consulting agreement, unless it
was terminated prior to that date. At the time the
consulting agreement was entered into, the common
stock was trading at $.01 per share. Mr. Rametra
also received an option to purchase 1,200,000
shares of common stock at $.02 which will vested
on the eight month anniversary of the Consulting
Agreement.

The term of the consulting agreement with Mr.
Rametra was twelve months. In the event that the
Company wished to extend the term of the
consulting agreement for an additional twelve
months, the consulting agreement provides for the
option to do so for compensation of (1) $10,000
per month either (i) in cash or (ii) in common
stock at a 20% discount to the prevailing market
value on the last business day of each month and
(2) an option to purchase 1.2 million shares of
common stock at fair market value on October 1,
2002. While the Company did not formally extend
the agreement, Mr. Rametra continues to provide
services to the Company. Mr. Rametra has not
exercised any options as of the date of this
report.

Mr. Rametra did not receive any cash during the year ended December 31, 2002
and did not receive any stock based compensation. From January through April,
2003, Mr. Rametra received 500,993 shares of common stock as payment at the rate
of $10,000 per month at a 20% discount to the prevailing market value.

Mr. Vuono did not receive any cash during the year ended December 31, 2002, but did receive 419,272 shares of common stock as payment at the rate of $5,750 per month at a 20% discount to the prevailing market rate for October through December, 2002.
From January through April, 2003, Mr. Vuono received 288,070 shares of common stock as payment at the rate of $5,750 per month at a 20% discount to the prevailing market value.

(2) The Company entered into a consulting
agreement with Raymond Vuono as of October 18,
2001. Pursuant to the consulting agreement, Mr.
Vuono agreed to provide management consulting
services to WMGC. Specifically, the consulting
agreement provides that Mr. Vuono has the
following principal duties and responsibilities:
providing assistance to WGMC with respect to
analysis of management performance and hiring and
firing of management employees, assistance in the
formulation of overall business strategies,
assistance in the formulation of marketing and
brand strategies, identification of strategic
partners, assistance to subsidiaries in extending
and reinforcing existing client relationships, and
attracting new clients and identification of
business inefficiencies and reports to management
as to solutions for such inefficiencies.

Pursuant to the consulting agreement, Mr. Vuono
is to receive up to 1,380,000 shares of common
stock. Seventy-five percent of those shares were
issued in November, 2001, and twenty five percent
were issuable on the eight month anniversary of
the consulting agreement, unless it was terminated
prior to that date. At the time the consulting
agreement was entered into, the common stock was
trading at $.02 per share. Mr. Vuono also received
an option to purchase 1,200,000 shares of common
stock at $.02 which vested on the eight month
anniversary of the consulting agreement, unless it
was terminated. The agreement was not terminated
by the Company.

The term of the consulting agreement with Mr.
Vuono is twelve months. In the event that the
Company wished to extend the term of the
consulting agreement for an additional twelve
months, the consulting agreement provides for the
option to do so for compensation of (1) $5,750 per
month either (i) in cash or (ii) in common stock
at a 20% discount to the prevailing market value
on the last business day of each month and (2) an
option to purchase 1.2 million shares of common
stock at fair market value on October 1, 2002.
While the Company did not formally extend the
agreement, Mr. Vuono continues to provide services
to the Company. Mr. Vuono has exercised 1,200,000
options as of the date of this report.

Mr. Vuono did not receive any cash during the
year ended December 31, 2002 and did not receive
any stock based compensation. From January through
April, 2003, Mr. Vuono received 288,070 shares of
common stock as payment at the rate of $5,750 per
month at a 20% discount to the prevailing market
value.

(3) The Company entered into a consulting
agreement with James Rose as of October 1, 2001.
Pursuant to the consulting agreement, Mr. Rose
agreed to perform the functions of perform the
functions of a Vice President of the Company.
Specifically, Rose agreed to assist in managing
the Company's business and the businesses of its
subsidiaries, perform all necessary administrative
functions in maintaining the Company, its
businesses and records, manage the Company's
internal financial reporting, assist the Company's
outside auditors in their reviews and audits of
the Company's financial statements and provide and
other services which may be reasonably necessary
to the Company or any Company subsidiary.

Pursuant to the consulting agreement, Mr. Rose
is to receive up to 1,200,000 shares of common
stock. Seventy-five percent of those shares were
issued in November, 2001, and twenty five percent
were issuable on the eight month anniversary of
the consulting agreement, unless it is terminated
prior to that date. At the time the consulting
agreement was entered into, the common stock was
trading at $.01 per share. Mr. Rose also received
an option to purchase 1,000,000 shares of common
stock at $.02 which vested on the eight month
anniversary of the consulting agreement, unless it
was terminated prior to that date. The Company did
not terminate the agreement.

The term of the consulting agreement with Mr.
Rose is twelve months. In the event that the
Company wished to extend the term of the
consulting agreement for an additional twelve
months, the consulting agreement provides for the
option to do so for compensation of (1) $2,000 per
month either (i) in cash or (ii) in common stock
at a 20% discount to the prevailing market value
on the last business day of each month and (2) an
option to purchase 1.0 million shares of common
stock at fair market value on October 1, 2002.
While the Company did not formally extend the
agreement, Mr. Rose continues to provide services
to the Company.

On October 1, 2001, Mr. Rose received an option
to purchase 500,000 shares of the Company's common
stock at $.02 in consideration of his services as
a Vice President of the Company. The option
expires on October 1, 2004. Mr. Rose has not
exercised any options as of the date of this
report.

Mr. Rose did not receive any cash during the year ended December 31, 2002, but did receive 145,834 shares of common stock as payment at the rate of $2,000 per month at a 20% discount to the prevailing market !
rate for October through December, 2002. From January through April, 2003, Mr. Rose received 100,199 shares of common stock as payment at the rate of $10,000 per month at a 20% discount to the prevailing market
value.

Item 11.         
Security Ownership of Certain Beneficial Owners
and Management

Security Ownership of Certain Beneficial
Owners

|Title of Class                              | Name and Address of
        Beneficial Owner                      | Amount and Nature of  Beneficial
        Ownership | Percent of Class
|------------------------------------------- | ----------------------------------------------------------------- | -------------------------------------------------- | ----------------
|preferred                                   | Dr. Michael Carvo                                                 | 173                                                | 43.25%          
|$.01 par value per share common             | 4J's Enterprises 1215 Court North Drive Melville, New York 11747  | 2,000,000                                          | 7.87%           
|$.01 par value per share common             | DDR, Ltd. 560 Broadhollow Road Suite 304 Melville, New York 11747 | 8,636,507                                          | 33.97%          
|$.01 par (1) value per
        share common | Ray Vuono 69 Mall Drive Commack, New York 11725                   | 3,039,953                                          | 11.96%          
|$.01 par (2) value per
        share common | Munish Rametra, Consultant 69 Mall Drive Commack, New York 11725  | 3,534,326                                          | 13.9%           
|$.01 par (3) value per
        share common | James Rose, Consultant 69 Mall Drive Commack, New York 11725      | 3,083,533                                          | 12.13%          

---

(1) Includes 1,200,000 shares issuable upon the
exercise of options at $.02 per share granted
pursuant to Mr. Vuono's consulting agreement.

(2) Includes 2,400,000 shares issuable upon the
exercise of options at $.02 per share which are due to Mr. Rametra under his consulting
agreement.

(3) Includes 2,500,000 shares issuable upon
exercise of options granted to Mr. Rose in
October, 2001 and due to him under his consulting agreement.

---

SECURITY OWNERSHIP OF MANAGEMENT

The following table sets forth the security
ownership of the Company's Directors, Executive
Officers and Consultants as of March 31, 2003:

Title of Class
      
      Name and Address of Beneficial Owner
      
      Amount and
 Nature of Beneficial Ownership
      
      Percent of Class$.001 par value per share common
      
      Dr. Michael Carvo, Director
560 Broadhollow Road
 Suite 201
 Melville, New York 11747
      
      120,000 .
      
      47%preferred
      
      Dr. Michael Carvo
      
      173
      
      43.25%$.001 par (1) value per share common
      
      Konrad Kim, President and Director
 69 Mall Drive
 Commack, New York 11725
      
      500,000
      
      1.97%$.01 par (2) value per share common
      
      Ray Vuono
        69 Mall Drive
 Commack, New York 11725
      
      3,039,953
      
      11.96%$.001 par (3) value per share common
      
      Munish
        Rametra, Consultant 
 69 Mall Drive
 Commack, New York 11725
      
      3,534,326
      
      13.9%$.001 par (4) value per share common
      
      James Rose, Consultant 
 69 Mall Drive
 Commack, New York 11725
      
      3,083,533
      
      12.13%Total (Common)
      
      11,277,812
      
      44.37%Total (Preferred)
      
      173
      
      43.25%


---

*Includes an estimated 1,000,000 shares due to him as a former shareholder of Med-Link from the 2,000,000 total
shares paid to Med-Link shareholders. The Med-Link shareholders have not yet determined the final distribution of the shares received form the Company.

(1) Includes 500,000 shares issuable upon the
exercise of options at $.02 per


share granted in October, 2001.

(2) Includes 1,200,000 shares issuable upon the
exercise of options at $.02 per share


granted pursuant to Mr. Vuono's consulting
agreement.

(3) Includes 2,400,000 shares issuable upon the
exercise of options at $.02 per share which


are due to Mr. Rametra under his consulting
agreement.

(4) Includes 2,500,000 shares issuable upon
exercise of options granted to Mr. Rose in
October, 2001


and due to him under his consulting agreement.

---

Item 12. Certain Relationships and Related
Transactions

In February 2000, Patrick L. Riggs purchased
1,200,000 shares of common stock from the Company
for $0.03 per share or $36,000. At the time of the
transaction, Mr. Riggs was not an officer,
director, or stockholder of the Company, but
subsequently became a director and officer. The
stock was sold to provide funds necessary to bring
the Company current in its reporting obligations
under the Securities Exchange Act of 1934, and to
keep the Company current in its reporting
obligations while it sought a new business venture
in which to participate.

Pursuant to an October 11, 2000 consulting
agreement and in connection with an October 27,
2000 agreement for the acquisition of KKR, the
Company issued 9,000,000 shares of its common
stock to DDR, Ltd. ("DDR"). The shares
were issued in exchange for $900, the acquisition
of KKR and the provision of services set forth in
the October 11, 2000 agreement. The shares were
issued following a recapitalization of the Company
in which the Company

increased the number of authorized shares to
100,000,000, par value $0.001, consisting of
95,000,000 shares of common stock and 5,000,000
shares of preferred stock without designation as
to series, rights, or preferences, and a 1 for 10
reverse split in the issued and outstanding common
shares. The recapitalization was approved at a
meeting of the stockholders held on October 10,
2000.

The owners of DDR, Dennis Helfman, Donald
Helfman and Bita Azarieh were not affiliated or
associated with the Company or its affiliates
prior to DDR's transactions with the Company in
October, 2000. On October 18, 2001, the Company
entered into a consulting agreement with Ray Vuono,
as described above Mr. Vuono is a former officer
of, and consultant to, DDR.

Effective January 1, 2002, the Company acquired
all of the issued and outstanding stock of
Med-Link USA, Inc., a privately held New York
corporation ("Med-Link") pursuant to a
Share Exchange Agreement dated December 28, 2001
(the "Agreement"). As a result of the
share exchange, Med-Link is now a wholly owned
subsidiary of the Company and Dr. Michael Carvo,
the President and a shareholder of Med-Link, is
now a Company director. There was no affiliation
or association between Med-Link and the Company
prior to the Agreement. The transactions
contemplated by the Agreement were intended to be
a tax-free exchange pursuant to Section 368 of the
Internal Revenue Code of 1986.

As a result of the share exchange pursuant to
the Agreement, the Company issued 2,000,000 shares
of its $.001 par value per share common stock and
400 shares of preferred stock to Med-Link's
shareholders. In exchange, Med-Link's four
shareholders, including Dr. Carvo, delivered all
of its issued and outstanding stock to the
Company. The 400 shares of preferred stock have,
in the aggregate, the following characteristics:

1. Payments - a yearly payment in an amount
which shall not exceed equal fifty percent (50%)
of (a) the net profits, if any, of Med-Link's
business for the period of January 1 through
December 31 of the applicable year less (b) (i)
the sum of the net losses of Med-Link's business
for all of the years, if any, that the it had net
losses less (ii) the sum of the net profits of the
Med-Link's

business for all years, if any, that it had net
profits. The decision on whether any payment to
the holders of the preferred shares will be made
for any year shall rest in the sole discretion of
the Company's Board of Directors, which
determination shall be made by February 1 of each
year. The Company is not responsible for making
any payments to the preferred stock holders from
its own funds. The payment, if any, due to the
preferred stock holders is payable by March 31 of
each year commencing March 31, 2003 for the
year-ending December 31 of the prior year.

2. Transferability - the preferred shares are
not transferable without the express written
consent of the Company, unless such transfer is
made pursuant to the death of the holder.

3. Voting Rights - none.

4. Liquidation Preference - none.

The purchase price paid for Med-Link's shares
was determined by analysis and valuation of
Med-Link's financial condition and projected
future cash flows and comparing it to (i) the
market price and projected market price of the
Company's common stock and (ii) the value of the
preferred stock based on Med-Link's projected cash
flows.

On March 29, 2001, the Company sold certain
assets to Konrad Kim, the President of KKR for
$25,000, evidenced by a note bearing interest at a
rate of 10% per annum. The note matured on March
1, 2002 and was extended until March 1, 2003.
Accrued interest on this loan was $1,875 for the
year ended December 31, 2001. This note is
collateralized by 100,000 restricted shares of the
Company's common stock owned by Mr. Kim.

During the year ended December 31, 2001, the
Company loaned an additional $37,528 to Mr. Kim.
This loan is payable on demand and is non-interest
bearing. Imputed interest has been computed on
this loan at the rate of 7% per annum.

On December 15, 2001, the Company entered into an assignment agreement with
Dr. Michael Carvo, President of Med-Link USA, Inc., whereby the Company received
a $30,000 note receivable, which Med-Link USA, Inc. owed to Dr. Carvo, in
exchange for 120,000 shares of the Company's common stock. The note bears
interest at 8% per annum. The Company acquired all of the issued and outstanding
shares of Med-Link USA, Inc. on January 1, 2002, as set forth above.

In October through December, 2002, the Company issued a total of 1,294,272 shares of common stock to Munish
Rametra, Ray Vuono and James Rose as compensation for services under their consulting agreements.

Item 13. Exhibits and Reports on Form 8-K

No reports on Form 8-K were filed during the
last quarter of the period covered by this report.

Item 14. Controls and Procedures.

As of May 21, 2003, an evaluation was performed under the supervision and with the participation of the Company's management for the effectiveness of the design and operation of the Company's disclosure controls and procedures. Based on that evaluation, the Company's management concluded that the Company's disclosure controls and procedures were effective in ensuring that material

information relating to the Company with respect to the period covered by this report was made known to them.



Based upon their evaluation of the Company's internal controls within 90 days of the date of this report, the Management of the Company have identified the following internal control deficiencies:



1.
           
lack of segregation of duties relating to cash, receivables and safeguarding of assets;



2.
           
lack of training in the areas of accounting and book keeping; and



3.
           
non-timely filing of income, sales and payroll tax returns.



The Company plans to take steps to address these deficiencies. 
There have been no significant changes in the Company's internal controls or in other factors that could significantly affect internal controls subsequent to May 21, 2002.



|SEC Ref. No. |  | Title of Document                                                                                                    
|------------ |  | ---------------------------------------------------------------------------------------------------------------------
|3.1          |  | Amended of Articles of Incorporation (1)                                                                             
|3.2          |  | Bylaws (1)                                                                                                           
|4.1          |  | Common Stock Option dated October 1, 2001
issued to Munish K. Rametra (2)                                            
|4.2          |  | Common Stock Option dated October 1, 2001
issued to Ray Vuono (2)                                                    
|4.3          |  | Common Stock Option dated October 1, 2001
issued to James Rose (2)                                                   
|4.4          |  | Common Stock Option dated October 1, 2001
issued to Konrad Kim                                                       
|4.5          |  | Common Stock Option dated October 1, 2001
issued to James Rose                                                       
|10.1         |  | Consulting Agreement with DDR, Ltd.

dated October 11, 2000 (3)                                                      
|10.2         |  | Acquisition Agreement pertaining to

K-Rad Konsulting, LLC, dated October 27, 2000
(3)                               
|10.3         |  | Consulting Agreement with Munish K.
Rametra dated October 1, 2001 (2)                                                
|10.4         |  | Consulting Agreement with Ray Vuono dated
October 18, 2001 (2)                                                       
|10.5         |  | Consulting Agreement with James Rose dated
October 1, 2001 (2)                                                       
|10.6         |  | Share Exchange Agreement between the
Company and Med-Link USA, Inc.

dated December 28, 2001 (4)                     
|10.7         |  | Asset Purchase Agreement between the
Company and 4J's Enterprises dated

January 23, 2002 (5)                        
|10.8         |  | Telecommunications Services Agreement
dated November 27, 2002

between New Island Hospital and Med-Link USA,
Inc. (6)
|10.9         |  | Messaging Service Agreement made as of
November 22, 2002 between

Total Infosystems, Inc. and Med-Link USA, Inc.
(6) 
|21.1         |  | Subsidiaries of the Registrant                                                                                       
|23.1         |  | Consent of Independent Auditor                                                                                       

(1) Incorporated by this reference from the
Annual Report on

(2) Incorporated by this reference from the
Company's registration statement

(3) Incorporated by this reference from the
Current Report on

(4) Incorporated by reference from the Current
Report on Form 8-K dated

(5) Incorporated by reference from the Current
Report on Form 8-K dated

(6) Incorporated by reference from the
quarterly report on Form 10-Q for the

---

SIGNATURES

In accordance with Section 13 or 15(d) of the
Exchange Act, the registrant caused this report to
be signed on its behalf by the undersigned,
thereunto duly authorized.

WESTERN MEDIA GROUP CORPORATION

|By: |  | /s/  Konrad Kim
  Konrad Kim, President and Director | Dated:
  May 21, 2003
|--- |  | ---------------------------------------------------- | ---------------------
|By: |  | /s/  Dr. Michael Carvo_
  Director                   | Dated:
  May 21, 2003

|By: |  | /s/  James Rose
  Vice President and Principal Financial Officer | Dated:
  May 21, 2003
|--- |  | ---------------------------------------------------------------- | ---------------------

SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH
REPORTS FILED PURSUANT TO SECTION 15(D) OF THE
EXCHANGE ACT BY NON-REPORTING ISSUERS

There were no annual reports to security
holders covering the registrant's last fiscal
year. There were proxy no statements sent to more
than ten of the registrant's security holders with
respect to any annual or other meeting of
shareholders.

---



WESTERN MEDIA GROUP CORPORATION(CONSOLIDATED CONDENSED FINANCIAL STATEMENTS)INDEX



Page NumberPart I 	Financial InformationItem 1:	Financial StatementsIndependent Auditor's Report
      
      1Consolidated Balance Sheet at December 31, 2002
      
      2Consolidated Statements of Operations
        for the years ended December 31, 2002
        and 2001 and for the period from
        August 1, 1991 through December 31, 2002
      
      3Consolidated Statements of Stockholders'
        Equity (Deficit) for the years ended
        December 31, 2002 and 2001 and for the 
        period from August 1, 1991 through
        December 31, 2002
      
      4 - 6Consolidated Statements of Cash Flows for
        the years ended December 31, 2002 and 2001 and
        for the period from August 1, 1991 through
        December 31, 2002
      
      7Notes to Consolidated Financial Statements
      
      8 - 24Item 2: Management's Discussion and
        Analysis
        of Financial Condition and Results 
        of Operations
      
      25 - 26Part II Other InformationLegal Proceedings


INDEPENDENT AUDITOR'S REPORT

Stockholders and Board of Directors
Western Media Group Corporation
 (A Development Stage Company)
Commack, New York
We have audited the accompanying consolidated balance sheet of Western Media Group Corporation as of December 31, 2002, and the related consolidated statements of operations, stockholders' equity (deficit), and cash flows for the years ended December 31, 2002 and 2001.  These consolidated financial statements are the responsibility of the Company's management.  Our responsibility is to express an opinion on these consolidated financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards.  Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatements.  An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated financial statements.  An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall consolidated financial statement presentation.  We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of Western Media Group Corporation and subsidiaries  as of December 31, 2002 and the results of their operations and their cash flows for the years ended December 31, 2002 and 2001, in conformity with generally accepted accounting principles.
The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern.  The Company incurred substantial net losses in 2002 and 2001, a default judgment has been entered by a bank against the Company's subsidiary, Med-Link USA, Inc. and the Company is dependent upon certain stockholders to provide, among other things, working capital.  These conditions raise substantial doubt about the Company's ability to continue as a going concern.  Management's plan in addressing these matters are described in Note 2 to the consolidated financial statements.  The consolidated financial statements do not include any adjustments that might result from the outcome of the uncertainty.
Woodbury, New York
May 19, 2003

---

WESTERN MEDIA GROUP CORPORATION	(A Development Stage Company)

CONSOLIDATED BALANCE SHEETDECEMBER 31, 2002

ASSETSCurrent assets:Cash
      
      $    2,134Notes receivable, related parties - 
  current portion
      
      50,094Accounts receivable
      
      6,053Total current assets
      
      58,281Office
        equipment (at cost), net of
        accumulated depreciation
      
      1,609,751Security deposit
      
      4,778Notes receivable, related parties -
   long-term portion
      
      28,188Goodwill
      
      2,292,779Total assets
      
      $3,993,777LIABILITIES AND STOCKHOLDERS' EQUITYCurrent liabilities:Notes payable - bank
      
      $  149,164Accounts payable and accrued expenses
      
      186,034Loans payable - related parties
      
      92,841- other
      
      45,908Total current liabilities
      
      473,947Stockholders' equity:Preferred stock: undesignated,
   5,000,000 shares authorized: 
   400 shares issued and outstandingCommon stock: $.001 par value; 95,000,000 shares
  authorized; issued and outstanding shares
  23,330,984
      
      23,330Additional paid-in capital
      
      6,584,708Deficit accumulated during the development stage
      
      (2,145,144)Accumulated deficit
      
      (943,064)Total stockholders' equity
      
      3,519,830Total liabilities and stockholders' equity
      
      $3,993,777


See Notes to Financial Statements.

---

WESTERN MEDIA GROUP CORPORATION	(A Development Stage Company)

CONSOLIDATED STATEMENTS OF OPERATIONS

For the years ended
        December31,
      
      For the
                                                     period from
                                                       August 1, 1991
        to December 31,2002
      2001
      
      2002 (*)Sales
      $  148,877
      $    96,823
      
      $   309,832Costs and expenses:Operating & administrative
      493,119
      187,599
      
      774,061Depreciation
      379,164
      1,234
      
      383,932872,283
      188,833
      
      1,157,993Operating loss
      (723,406)
      (92,010)
      
      (848,161)Other income (expense):Debt forgiveness
      -
      -
      
      86,040Cost of aborted acquisition
      -
      (1,375,000)
      
      (1,375,000)Interest expense
      (11,311)
      -
      
      (11,311)Interest income
      1,313
      1,975
      
      3,288(9,998)
      (1,373,025)
      
      (1,296,983)Net loss
      $ (733,404)
      $(1,465,035)
      
      $(2,145,144)Basic loss per share
      $     (.03)
      $      (.12)Weighted average number of
 shares outstanding
      21,164,423
      12,148,158


(*) Not covered by Independent Auditor's Report.

See Notes to Financial Statements.

---



WESTERN MEDIA GROUP CORPORATION	(A Development Stage Company)

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)



Common
        Stock
      Additional
        Paid-in Capital
      Accumulated
        Deficit
      Surplus
                                                                                           (Deficit)
                                                                                          Accumulated
        During Development Stage
      TotalNumber
        of Shares
      AmountReentrance
        into development stage (august 1, 1991)
      1,199,310
      $
        1,199
      $856,046
      $
        (943,064)
      $-
      $(85,819)Net loss: August 1, 1991 to
 December 31, 1991
      -
      -
      -
      -
      -
      -Net income (loss) - 1992
      -
      -
      -
      -
      (42,721)
      (42,721)Net income (loss) - 1993
      -
      -
      -
      -
      -
      -Net income (loss) - 1994
      -
      -
      -
      -
      -
      -Net income (loss) - 1995
      -
      -
      -
      -
      -
      -Net income (loss) - 1996
      -
      -
      -
      -
      -
      -Net income (loss) - 1997
      -
      -
      -
      -
      -
      -Net income (loss) - 1998
      -
      -
      -
      -
      -
      -Net income (loss) - 1999
      -
      -
      -
      -
      -
      -December 31, 1999
      1,199,310
      1,199
      856,046
      (943,064)
      (42,721)
      (128,540)Stock issuance on March 16, 2000
 in settlement of indebtedness
 to former officer
      100,000
      100
      9,900
      -
      -
      10,000Stock issuance on March 16, 2000
 at $.03 per share, net of
 issuance costs of $1,125
      1,200,000
      1,200
      32,675
      -
      -
      33,875Equity contribution to cover
 administrative expenses
      -
      -
      8,923
      -
      -
      8,923Issuance of shares as part of
 DDR agreements
      9,000,000
      9,000
      (8,100)
      -
      -
      900Net income - 2000
      -
      -
      -
      -
      96,016
      96,016December 31, 2000
      11,499,310
      $11,499
      $899,444
      $(943,064)
      $ 53,295
      $ 21,174(*)


---

(*) Not covered by Independent Auditor's Report.
See Notes to Financial Statements.

---



WESTERN MEDIA GROUP CORPORATION	(A Development Stage Company)

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)

(continued)



Common
        Stock
      Additional
        Paid-in Capital
      Accumulated
        Deficit
      Surplus
                                                                                           (Deficit)
                                                                                          Accumulated
        During Development Stage
      TotalNumber
        of Shares
      AmountBalance at December 31, 2000 
 (brought forward)
      11,499,310
      $11,499
      $899,444
      $(943,064)
      $    53,295
      $   21,174Cash contributed by DDR
      -
      -
      21,100
      -
      -
      21,100Shares issued in connection with
 assignment of indebtedness
      120,000
      120
      29,880
      -
      -
      30,000Shares issued in connection with
 confidential and non-disparagement 
 agreement relating to an aborted
 acquisition
      1,100,000
      1,100
      1,373,900
      -
      -
      1,375,000Shares issued for cash consideration
      75,000
      75
      13,925
      -
      -
      14,000Shares issued and to be issued for
 consulting services to be rendered
      4,095,000
      4,095
      158,755
      -
      -
      162,850Imputed interest on officer/stockholder 
  loan
      -
      -
      947
      -
      -
      947Other
      13
      -
      -
      -
      -
      -Net loss for the year ended
 December 31, 2001
      -
      -
      -
      -
      (1,465,035)
      (1,465,035)Less deferred charges
      -
      -
      -
      -
      -
      (134,075)Balance at December 31, 2001
      16,889,323
      $16,889
      $2,497,951
      $ (943,064)
      $(1,411,740)
      $   25,961


See Notes to Financial Statements.





---



WESTERN MEDIA GROUP CORPORATION	(A Development Stage Company)

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)

(continued)



Common
        Stock
      Additional
        Paid-in Capital
      Accumulated
        Deficit
      Surplus
                                                                                           (Deficit)
                                                                                          Accumulated
        During Development Stage
      TotalNumber
        of Shares
      AmountBalance at December 31,
        2001 
 (brought forward)
      16,889,323
      $16,889
      $2,497,951
      $(943,064)
      $(1,411,740)
      $   25,961Shares issued in connection with the
 Med-Link USA, Inc. acquisition
      2,000,000
      2,000
      2,098,000
      -
      -
      2,100,000Shares issued in connection with
 Four J's fixed assets acquisition
      2,000,000
      2,000
      1,915,000
      -
      -
      1,917,000Shares to be issued in connection 
 with the exercise of a consultant's
 options
      1,147,389
      1,147
      21,801
      -
      -
      22,948Shares issued for consulting
 services
      1,294,272
      1,294
      51,956
      -
      -
      53,250Net loss for the year ended
 December 31, 2002
      -
      -
      -
      -
      (733,404)
      (733,404)Amortization of deferred charges
      -
      -
      -
      -
      -
      134,075Balance at December 31, 2002
      23,330,984
      $23,330
      $6,584,708
      $(943,064)
      $(2,145,144)
      $3,519,830




See Notes to Financial Statements.

---



WESTERN MEDIA GROUP CORPORATION	(A Development Stage Company)

CONSOLIDATED STATEMENTS OF CASH FLOWS

For the years ended
        December31,
      
      For the
                                                     period from
                                                       August 1, 1991
        to December 31, (*)2002
      2001
      
      2002Cash flows from operating activities:Net loss
      $(733,404)
      $(1,465,035)
      
      $(2,145,144)Adjustments to reconcile net loss
  to cash flows provided by
  (used in) operating activities:Depreciation
      379,164
      1,234
      
      383,932Amortization of deferred charges
      134,075
      -
      
      134,075Debt forgiveness
      -
      -
      
      (86,040)Issuance of common shares for
    consulting and other services
    rendered
      53,250
      1,403,775
      
      1,457,025Imputed interest on officer's loan
      -
      947
      
      947Accounts receivable
      13,788
      2,640
      
      13,788Accrued expenses and other 
    current liabilities
      63,264
      61,147
      
      148,220Net cash flows provided by (used in)
 operating activities
      (89,863)
      4,708
      
      (93,197)Cash flows from financing activities:Issuance of common stock
      22,948
      35,100
      
      101,746Repayment of bank loans
      (47,333)
      -
      
      (47,333)Proceeds from loan payable
      45,908
      -
      
      45,908Advances to officer/shareholder
      65,816
      (39,503)
      
      21,313Net cash flows provided by (used in)
 financing activities
      87,339
      (4,403)
      
      121,634Cash flows from investing activities:Purchase of equipment
      (2,147)
      -
      
      (20,509)Cash acquired in Med-Link acquisition
      274
      -
      
      274Investments in partnerships
      -
      -
      
      (7,546)Cash flows used in investing
 activities
      (1,873)
      -
      
      (27,781)Increase (decrease) in cash
      (4,397)
      305
      
      656Cash - beginning of year
      6,531
      6,226
      
      1,478Cash - end of year
      $   2,134
      $     6,531
      
      $     2,134Supplemental disclosures of cash
 flows information:Cash paid during the year for:Interest
      $
        11,300
      $     -
      
      $    11,300Income taxes
      $     300
      $     -
      
      $       300Non-cash financing activities:
 Reference is made to financial statements notes for certain non-cash financing        activities.


(*) Not covered by Independent Auditor's Report.



See Notes to Financial Statements.

---

WESTERN MEDIA GROUP CORPORATION	(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2002

Note 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIESNature of Business
The Company was incorporated on July 26, 1977, under the laws of the State of Minnesota.  On November 17, 1988, the Company changed its name to Western Media Group Corporation (Formerly known as Ionic Controls, Inc.).
On January 1, 2002, the Company acquired Med-Link USA, Inc., a privately held New York corporation ("Med-Link"), pursuant to a Share Exchange Agreement dated December 28, 2001 (the "Agreement").
Pursuant to the agreement, the Company issued 2,000,000 shares of its $.001 par value per share common stock and 400 shares of preferred stock to Med-Link's shareholders for all the issued and outstanding shares of Med-Link.
The acquisition of Med-Link was accounted for under the purchase method of accounting, resulting with the recording of goodwill in the amount of approximately $2,300,000.
Med-Link USA was incorporated in 1998.  While it shares an office with the Company, substantially all of its operations have been outsourced.   Med-Link provides a full service communication network to physicians and hospitals and can provide its services to labs and other businesses that require a service for communication of emergencies.
On October 31, 2000, the Company issued 9,000,000 shares of its common stock to DDR, Ltd. ("DDR") in connection with certain transactions contemplated under a Consulting Agreement dated October 11, 2000 and Acquisition Agreement dated October 27, 2000 (collectively the "DDR Agreements").  These shares were issued following a recapitalization of the Company in which the Company increased the number of authorized shares to 100,000,000, par value $0.001, consisting of 95,000,000 shares of common stock and 5,000,000 shares of stock undesignated as to series, rights, or preferences, and a one for ten reverse split in the issued and outstanding common shares.  The recapitalization was approved at a meeting of the stockholders held on October 10, 2000.

---

WESTERN MEDIA GROUP CORPORATION	(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2002

Note 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)Nature of Business (continued)
Under the DDR Agreements, DDR agreed to provide over a period of one-year consulting services to the Company in connection with private and public financing, securities, broker and investor relations, and mergers and acquisitions, including the acquisition of K-Rad Konsulting, LLC, of Huntington, New York ("KKL") which was a wholly owned subsidiary of DDR.  In consideration for such services, the Company agreed to sell to DDR 9,000,000 post-reverse split shares for $900 and the acquisition of KKL. 
Pursuant to the verbal agreement of the parties to modify the terms of the written DDR Agreements, the Company issued 9,000,000 shares of common stock to acquire all of the member interest in KKL from DDR, and DDR agreed to continue to provide the consulting services described in the DDR Agreements in consideration for the benefits derived from the Company's common stock issued to DDR.  The acquisition of KKL was  accounted for as pooling of interests in the December 31, 2000 financial statements.  KKL was formed February 10, 2000 as this acquisition had no effect on the Company's historical financial statements.  The purchase price was determined through arm's-length negotiations between the Company and DDR on the basis of the net assets of KKL and the goodwill associated with the business.  The owners of DDR were not affiliated or associated with the Company or its affiliates prior to the acquisition.  The Company entered into a consulting agreement with one of the former officers and consultants to DDR in October, 2001 (see Note 10c).



---

WESTERN MEDIA GROUP CORPORATION	(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2002

Note 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)Nature of Business (continued)
As of December 31, 2002, DDR owns approximately 37% of the Company's outstanding common shares.
K-Rad Konsulting, LLC  is engaged in the business of providing computer network and software systems, consulting, installation, and maintenance services to businesses.  KKL's operating income and expenses for the year ended December 31, 2002 are reflected in the accompanying consolidated statement of operations. 
The Company also has two wholly-owned inactive subsidiaries, Western Media Acquisition Corp. (former Western Media Sports Holdings, Inc.) and Western Media Publishing Corp.Principles of Consolidation
The accompanying consolidated financial statements include the accounts of the Company and all of its wholly-owned subsidiaries.  All intercompany transactions and balances have been eliminated in consolidation.Depreciation and Amortization
The Company depreciates its equipment on the straight-line method for financial reporting purposes over a five year period.  For tax reporting purposes, the Company uses accelerated methods of depreciation.  Expenditures for maintenance, repairs, renewals and betterments are reviewed by management and only those expenditures representing improvements to equipment are capitalized.  At the time equipment is retired or otherwise disposed of, the cost and accumulated depreciation accounts and the gain or loss on such disposition is reflected in operations. Goodwill
Goodwill has been calculated at the fair market value of the shares of common stock issued (on the purchase date) over the net assets of the company acquired (Note 10a).

---

WESTERN MEDIA GROUP CORPORATION	(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2002

Note 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Goodwill (continued)
The Company evaluates their long-lived assets, and certain identifiable intangibles in accordance with the provisions of Statement of Financial Accounting Standards No. 121 ("SFAS 121"), "Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed of", for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets or intangibles may not be recoverable.  The Company considers factors such as significant changes in the business climate and projected discounted cash flows from the respective asset.  Impairment losses are measured as the amount by which the carrying amount of the asset exceeds its fair value.  In July, 2001, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 142 ("SFAS 142"), "Goodwill and Other Intangible Assets".  SFAS 142 requires goodwill to be tested for impairment at least annually, and written off when impaired, rather than being amortized as previous standards required.  As such no amortization of goodwill has been recorded for the year ended December 31, 2002 in the accompanying financial statements.  In August 2001, the FASB issued Statement of Financial Accounting Standards No. 144 ("SFAS 144"), "Accounting for the Impairment or Disposal of Long-Lived Assets".  This Statement addresses financial accounting and reporting for the impairment or disposal of long-lived assets and supersedes SFAS No. 121, "Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of", and the accounting and reporting provisions of APB No. 30, "Reporting the Results of Operations for a Disposal of a Segment of a Business".  The Company adopted SFAS 142 and 144 beginning January 1, 2002. 
     Estimates
The preparation of financial statements in conformity with generally accepted accounting principles requires the Company's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period.  Actual results could differ from those estimates.

---

WESTERN MEDIA GROUP CORPORATION	(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2002

Note 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Concentration of credit risk
Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of sales, trade accounts receivable and cash.  The Company grants credit to domestic companies located throughout the New York tri-state area.  The Company performs ongoing credit evaluations of its customers' financial condition and generally requires no collateral from its customers.
At December 31, 2002, the Company deems no allowance for doubtful accounts on its trade accounts receivable is necessary.Deferred Income taxes
Deferred income taxes are provided based on the provisions of SFAS No. 109, "Accounting for Income Taxes" ("SFAS 109"), to reflect the tax effect of differences in the recognition of revenues and expenses between financial reporting and income tax purposes based on the enacted tax laws in effect at December 31, 2002.
The Company, as of December 31, 2002, had available approximately $3,233,000 of net operating loss carry forwards to reduce future Federal and state income taxes.  Since there is no guarantee that the related deferred tax asset will be realized by reduction of taxes payable on taxable income during the carry forward period, a valuation allowance in the amount of $1,293,000 has been computed to offset in its entirety the deferred tax asset attributable to this net operating loss.  The amount of valuation allowances are reviewed periodically.Earnings per common share of common stock
The Company applies Statement of Financial Accounting Standards No. 128, "Earnings Per Share", which requires two presentations of earnings per share - "basic" and "diluted".  Basic earnings per share is computed by dividing income available to common stockholders by the weighted-average number of common shares for the period.  The computation of diluted earnings per share is similar to basic earnings per share, except that the weighted average number of common shares is increased to include the number of additional common shares that would have been outstanding if the potentially dilutive common shares had been issued.



---

WESTERN MEDIA GROUP CORPORATION	(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2002

Note 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Earnings per common share of common stock (continued)
In October, 2000 the Board of Directors of the Company approved a reverse stock split of the Company's common stock on a one-for-ten basis.  All per share amounts in the accompanying financial statements have been restated to reflect this reverse stock split.  Only basic earnings per share is presented as all common stock equivalents are either anti-dilutive or not material for the period presented.  For the years ended December 31, 2002 and 2001, the weighted average number of shares outstanding used in the per share computation was 21,164,423 and 12,148,158, respectively.Fair value of financial instruments
At December 31, 2002, the carrying amounts of the Company's assets and liabilities approximate fair value.Comprehensive income
The Company adopted SFAS No. 130, which had no impact on the Company's financial position, results of operations or cash flows for the periods presented. Recent Accounting Pronouncements
In May 2002, the FASB issued Statement of Financial Accounting Standard No. 145 ("SFAS 145"), "Rescission of FASB Statements No. 4, 44, and 64, Amendment of FASB Statement No. 13, and Technical Corrections".  Among other things, SFAS 145 rescinds Statement of Financial Accounting Standards No. 4 (SFAS 4), "Reporting Gains and Losses from Extinguishment of Debt" and eliminates the requirement that gains and losses from the extinguishment of debt be classified as an extraordinary item, net of related income tax effects, unless the criteria in Accounting Principles Board Opinion No. 30, "Reporting the Results of Operations - Reporting the Effects of Disposal of a Segment of a Business, and Extraordinary, Unusual and Infrequently Occurring Events and Transactions" are met.  Adoption of this statement is generally required in fiscal years beginning after May 15, 2002.  The Company does not expect the adoption of this statement to have a material impact on its consolidated financial statements.



---

WESTERN MEDIA GROUP CORPORATION	(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2002

Note 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Recent Accounting Pronouncements (continued)
In June 2002, the FASB issued Statement of Financial Accounting Standard No. 146 (SFAS 146), "Accounting for Costs Associated with Exit or Disposal Activities".  SFAS 146 nullifies Emerging Issues Task Force  Issue No. 94-3 (EITF 94-3), "Liability Recognition for Certain Employee Termination Benefits and Other Costs to Exit an Activity (Including Certain Costs Incurred in a Restructuring)".  SFAS 146 requires that a liability for a cost associated with an exit or disposal activity be recognized when the liability is incurred.  Therefore, SFAS 146 eliminates the definition and requirements for recognition of exit costs in EITF 94-3.  The provisions of SFAS 146 are effective for exit or disposal activities that are initiated after December 31, 2002.  The Company will adopt the provisions of SFAS 146 for all exit activities, if any, initiated after December 31, 2002.  The Company does not expect the adoption of this statement to have a material impact on its consolidated financial statements.
In November 2002, the EITF reached a consensus on issue 00-21, "Revenue Arrangements with Multiple Deliverables."  EITF 00-21 addresses revenue recognition on arrangements encompassing multiple elements that are delivered at different points in time, defining criteria that must be met for elements to be considered to be a separate unit of accounting.  If an element is determined to be a separate unit of accounting, the revenue for the element is recognized at the time of delivery.  The Company does not expect that the pronouncement will have a material impact on its financial position or results of operations.
In November 2002, the FASB issued FASB Interpretation No. 45, "Guarantor's Accounting and Disclosure Requirements for Guarantees, Including Indirect Guarantees of Indebtedness of Others" (the "Interpretation").  This Interpretation elaborates on the disclosures to be made by a guarantor in its interim and annual financial statements about its obligations under certain guarantees that it has issued.  It also clarifies that a guarantor is required to recognize, at the inception of a guarantee, a liability for the fair value of the obligation undertaken in issuing the guarantee.  The Company does not expect that this Interpretation will have a material impact on its financial position or results of operations.



---

WESTERN MEDIA GROUP CORPORATION	(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2002

Note 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Accounting for stock-based compensation
In December 2002, the FASB issued FAS No. 148, "Accounting for Stock-Based Compensation - Transition and Disclosure - an amendment of FASB Statement No. 123".  FAS No. 148 amends FAS No. 123, "Accounting for Stock-Based Compensation", to provide alternative methods of transition for a voluntary change to the fair value based method of accounting for stock-based employee compensation.  In addition, FAS No. 148 amends the disclosure requirements of FAS No. 123 to require prominent disclosures in both annual and interim financial statements about the method of accounting for stock-based employee compensation and the effect of the method used on reported results.  As provided for in FAS No. 123, the Company has elected to apply Accounting Principles Board ("APB") No. 25 "Accounting for Stock Issued to Employees" and related interpretations in accounting for our stock based compensation plans.   APB No. 25 does not require options to be expensed when granted with an exercise price equal to fair market value.  The Company intends to continue to apply the provisions of APB No. 25.  See Note 13 of the Consolidated Financial Statements.NOTE 2 - DEVELOPMENT STAGE COMPANY
On July 31, 1991, the Company sold substantially all of its operations and reentered the development stage.  From that date to the present, the Company has devoted the majority of its efforts to maintenance of the corporate status, raising capital, and the search for  merger candidates.  The Company has been fully dependent upon the support of certain stockholder(s) for the maintenance of its corporate status and to provide all working capital support for the Company.  These stockholders intend to continue to fund necessary expenses to sustain the Company.  If the Company does not become profitable or if the Company's stockholders do not continue to fund necessary expenses of the Company and resolve the default judgment entered by a bank against Med-Link, it could result in the Company being unable to continue as a going concern.  The consolidated financial statements do not include any adjustments that might result from the outcome of these uncertainties.

---

WESTERN MEDIA GROUP CORPORATION	(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2002

NOTE 3  - NOTES RECEIVABLE - RELATED PARTIES
a)	On March 29, 2001, the Company sold certain assets to the President of KKL for $25,000, evidenced by a note bearing interest at a rate of 10% per annum.  The note matured in 2002 and was extended until March 1, 2004.  The note bears interest at the rate of 3% per annum.  Accrued interest on this loan was $3,188 as of December 31, 2002.  This note is collateralized by 100,000 restricted shares of Western Media Group Corporation common shares owned by the officer.
In addition, this Officer has a loan outstanding due to the Company in the amount of $32,180 as of December 31, 2002.  This loan is payable on demand and is non-interest bearing. 
b)	As of December 31, 2002, Med-Link has a loan due from one of its officers in the amount of $17,914, which is guaranteed by another officer of Med-Link.  This loan is payable on demand and is non-interest bearing.NOTE 4 - PROPERTY AND EQUIPMENT
As of December 31, 2002, a summary of property and equipment and the estimated useful lives used in the computation of depreciation is as follows:

Estimated
                                         useful
                              Life (Years)
      AmountOffice equipment
      5
      $ 2,372Computer equipment and software
      5
      2,017,855--------------2,020,227Less accumulated depreciation
      
      410,476--------------$1,609,751


Included in fixed assets above is $1,917,000 of computer equipment acquired from Four J's on January 23, 2002 (see Note 10b).

---

WESTERN MEDIA GROUP CORPORATION	(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2002

NOTE 5 - DEFERRED CHARGES
Deferred charges represented commission and consulting services to be rendered, which was paid for by the issuances of the Company's common shares (see Note 10).  Such charges were being shown as a reduction of the Company's shareholders' equity in the accompanying Consolidated Statement of Shareholders' Equity (Deficit).NOTE 6 - NOTES PAYABLE - BANKS
On April 30, 2001, Med-Link entered into a five year $100,000 loan agreement with a bank.  Payments in the amount of $2,064, with interest at the rate of 8.75% per annum were due monthly.  The loan balance as of December 31, 2002 was $75,152.  In addition, in April 2001, Med-Link entered into a three year business credit loan agreement with a bank permitting the Company to borrow up to $100,000.  As of December 31, 2002, the loan balance, inclusive of accrued interest (at 6.75% per annum) and late charges, was $74,012.  Both loans are guaranteed by officers of Med-Link.  Interest expense for the above two bank loans was approximately $11,300 for the year ended December 31, 2002.
Med-Link is in default under the terms of both loan agreements and a default judgment has been entered in favor of the bank against Med-Link and certain of its officers (see Note 17).NOTE 7 - LOAN PAYABLE - RELATED PARTIES
Med-Link has a loan payable to one of its officers in the amount of $91,034 as of December 31, 2002.  The Company, as of December 31, 2002, also has a loan due to one of its consultants/shareholders in the amount of $1,807.  These loans are payable on demand and are non-interest bearing.

---

WESTERN MEDIA GROUP CORPORATION	(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2002

NOTE 8 - LOAN PAYABLE - OTHER
During the year ended December 31, 2002 a company that is owned by the family of a more than 5% owner of Western Media Group Corporation advanced $45,908 to Western Media Group Corp. and Med-Link.  This loan is non-interest bearing and payable on demand.NOTE 9 - ACCOUNTS PAYABLE AND ACCRUED EXPENSES
As of December 31, 2002, accounts payable and accrued expenses consisted of the following:

Professional fees
      $ 68,964Rent
      27,462Telephone
      50,107Miscellaneous
      16,860Sales tax payable
      22,641$186,034


NOTE 10 - STOCKHOLDERS' EQUITY
a)	On January 1, 2002, the Company issued 2,000,000 shares of its $.001 par value per share common stock and 400 shares of preferred stock for all of the issued and outstanding shares of Med-Link.  The shares were valued at the closing stock price of the Company's common shares on the date of acquisition ($1.05).  No value has been attributable to the 400 shares of preferred stock issued.
b)	On January 23, 2002, The Company acquired software, computers, servers, monitors, hubs, and other related equipment from Four J's Enterprises.  The purchase price for the assets was 2,000,000 shares of the Company's common stock.  The value of the aforementioned assets received was $1,917,000, which was determined by the average closing stock price of the Company for three days before and three days after the date of the agreement ($1.065) less a ten percent discount for restrictions placed on the shares issued.

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WESTERN MEDIA GROUP CORPORATION	(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2002

NOTE 10 - STOCKHOLDERS' EQUITY (continued)
c)	In October  2001, the Company entered into consulting agreements  with three individuals.  The agreements provide for the issuance of 4,020,000 shares  in exchange for consulting fees to be rendered during a twelve month period.  The shares issued for the agreed upon value of the services to be rendered, were based upon the available market price of the Company's common shares ranging from $.02 to $.05.  Of the total shares issuable, 75% were issued upon the approval of the agreements by the Company's Board of Directors and the balance of the shares were subsequently issued.
Of the total value of the aforementioned shares aggregating  $126,600, $97,825 has been allocated, as of December 31, 2001, to deferred charges for services to be rendered, which was expensed in 2002. 
In addition, the aforementioned individuals received options to purchase 3,400,000 common shares at an exercise price of $.02, which shares shall vest eight months after the commencement date of the agreement.  The options expire in October, 2004.  In 2002, one of the individuals exercised his option to purchase 1,147,389 common shares at $0.02. 
All of the agreements provide for a one year extension at the Company's option.  Compensation during the extension period ranges from $2,000 per month to $10,000 per month, payable in cash or in the Company's common shares, and options to purchase an additional 3,400,000 shares at the fair market value on October 1, 2002 ($.065).  In connection therewith, 1,294,272 shares were issued for consulting services, which were valued at $53,250.  While the Company did not formally extend the agreement, the Consultants continue to provide services to the Company.  Subsequent to December 31, 2002, the Company issued 941,873 shares of its common stock for the period January 1, 2003 through April 30, 2003 for consulting services rendered.
(d)	The Company, pursuant to an arrangement dated December 28, 2001, issued 860,000 shares of its common stock for services rendered in connection with the Med-Link USA, Inc. acquisition which occurred on January 1, 2002.  This arrangement was rescinded on April 12, 2002 and accordingly,
is not reflected in the consolidated statements of stockholders' equity.

---

WESTERN MEDIA GROUP CORPORATION	(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2002

NOTE 10 - STOCKHOLDERS' EQUITY (continued)
e)	In December 2001, the Company issued 50,000 shares for consulting services to be rendered in 2002 and 25,000 shares to an individual for services relating to the development of the Company's business plan. These shares were valued at the closing stock price of the Company's common shares on the dates the agreements were signed ($.10) and ($1.25), respectively.  The aggregate value of the shares issued was $36,250, which was charged to operations during the year ended December 31, 2002.
f)	In October 2001, the Company granted stock options to two stockholders to purchase 1,000,000 shares (500,000 shares each) of the Company's common stock, at an exercise price of $.02.  These stock options expire in October, 2004. NOTE 11 - PREFERRED STOCK
The holders of the Company's Preferred stock have the right to receive yearly payments in an amount which will not exceed the Available Dividend Amount, as defined.  The decision to make annual payments to the preferred stockholder rests with the sole discretion of the Company's Board of Directors, which determination will be made in  February of each year.  The declared payment will be paid on March 31 for the prior year then ended.  The preferred shares are not transferrable without the consent of the Company, except in the case of death of the stockholder, and carry no voting rights,  liquidation preferences and other rights, except for the right to receive distributions disclosed above. NOTE 12 - OTHER RELATED PARTY TRANSACTIONS
The Company does not currently lease or rent any property.  Office space and services are provided without charge by various directors of the Company in Long Island, New York.  Such costs are immaterial to the financial statements, and, accordingly, have not been reflected therein.

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WESTERN MEDIA GROUP CORPORATION	(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2002

NOTE 13 - ACCOUNTING FOR STOCK-BASED COMPENSATION
FAS No. 123, "Accounting for Stock-Based Compensation" defined a fair value method of accounting for stock options and other equity instruments.  Under the fair value method, compensation cost is measured at the grant date based on the fair value of the award and is recognized over the service period, which is usually the vesting period.  As provided for in FAS No. 123, the Company elected to apply Accounting Principles Board ("APB") Opinion No. 25 and related interpretations in accounting for its stock-based compensation plans.  The following is a reconciliation had the Company adopted FAS No. 123.



2002
      2001Net loss (as reported)
      $(733,404)
      $(1,465,035)Less: stock compensation costs, had all
 options been recorded at fair value
      321,706
      176,347Adjusted net loss
      $(1,055,610)
      $(1,641,382)Basic earnings per share (as reported)
      $    (.03)
      $      (.12)Basic earnings per share (as adjusted)
      $ (.05)
      $ (.14)


The fair value of each option granted during 2002 and 2001 is estimated on the date of grant using the Black-Scholes option-pricing model with the following assumptions:

2002
      2001Dividend yield
      None
      NoneExpected volatility
      100%
      100%Risk-free interest rate
      3%
      3%Expected life (years)
      2
      3






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WESTERN MEDIA GROUP CORPORATION	(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2002

NOTE 14 - PROFORMA FINANCIAL INFORMATION
In January 2002, the Company acquired Med-Link and acquired software, computers, servers, monitors, hubs and related equipment from Four J's Enterprises in exchange for shares of the Company's stock.
The following unaudited pro forma financial information for the Company gives effect to the above acquisitions as if they occurred on January 1, 2001.  These pro forma results have been prepared for comparative purposes only and in management's opinion, do not purport to be indicative of the results of operations which actually would have resulted had the acquisition occurred on the date indicated, or of future results of operations of the Company.  The proforma results follow:
Pro forma statement of operations

For the year ended 
		December 31, 
		    (unaudited) 
	2001Sales
      
      $   254,000Loss from operations
      
      (727,000)Net loss
      
      (2,100,000)Basic earnings per share
      
      (.13)Weighted average number of shares outstanding
      
      16,148,158




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WESTERN MEDIA GROUP CORPORATION	(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2002

NOTE 15 - UNAUDITED QUARTERLY FINANCIAL DATA
The following is a summary of unaudited quarterly operating results for the years ended December 31, 2002 and 2001:

December 31, 2002
      
      
      
      
      Year EndedFirst	Quarter
      Second	Quarter
      Third	Quarter
      Fourth	QuarterRevenues
      
      $ 39,768
      $ 45,337
      $ 40,982
      $ 22,790Net loss
      
      (183,760)
      (210,078)
      (160,811)
      (178,755)Loss per share
      
      (.01)
      (.01)
      (.01)
      -




December 31, 2001
      
      
      
      
      Year EndedFirst	Quarter
      Second	Quarter
      Third	Quarter
      Fourth	QuarterRevenues
      
      $32,120
      $28,320
      $25,490
      $10,893Net income (loss)
      
      3,812
      (6,103)
      1,248
      (1,463,992)Loss per share
      
      -
      -
      -
      (.12)


Included in the 2001 fourth quarter loss is the cost of an aborted acquisition in the amount of $1,375,000NOTE 16 - COMMITMENTS AND CONTINGENCIES
Med-Link was obligated under an operating lease which expired in February 28, 2001. Med-Link moved its operations to the same location as Western Media Group Corporation in December, 2002.  Rent expense for the year ended December 31, 2002 was approximately $25,000.
Med-Link has a telecommunications agreement which expires in March, 2004.  The telephone expense for this agreement amounted to approximately $4,800 for the year ended December 31, 2002.
In January, 2002, Western Media Sports Holdings, Inc., (an inactive subsidiary) signed a Letter of Intent to acquire 50.01 percent of Klein's Acquisition Corp. in exchange for 2,000,000 shares of Western Media Group Corp. and other consideration.  Western Media subsequently rescinded this offer.



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WESTERN MEDIA GROUP CORPORATION	(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2002

NOTE 16 - COMMITMENTS AND CONTINGENCIES (continued)
In November 2002, Med-Link entered into an answering service agreement with a company which will provide contact and/or call center and attendant support services for Med-Link as set forth in the agreement. 
In December, 2002, Med-Link entered into a letter of understanding with Netwolves Technologies to jointly market Netwolves HIPA Infrastructure Solutions combined with Med-Link's health care management applications.
On November 27, 2002, Med-Link entered into a telecommunications agreement with a hospital.  Under the terms of the agreement, Med-Link will provide, among other things, the installation and implementation of a virtual private network ("VPN") for the hospital.
The Company has not filed their 2001 income tax returns.NOTE 17 - LEGAL PROCEEDINGS
In or about January, 2003, Citibank, N.A., as plaintiff, commenced an action against Med-Link, USA, Inc., Dr. Michael Carvo, Med-Link's President, and another, in the Supreme Court of the State of New York, County of Suffolk.  Plaintiff alleged that it was due a total of $138,814.01, plus interest, relating to two loans extended to Med-Link.  On April 22, 2003, a default judgment was entered in favor of plaintiff in the amount of $148,900.66, which has not yet been paid and for which each defendant is jointly and severally liable.NOTE 18 - SUBSEQUENT EVENTS
In May 2003, Med-Link entered into a letter of understanding with Vested Health Care, a company which holds a licensing agreement with Avreo Inc., which will grant the Med-Link VPN the opportunity to offer its client's software that allows for the reading of MRI and CAT scans digitally.



Item 2.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Plan of Operation
The Company has started to use KKL and Med-Link to jointly develop Med-Link's products targeted at the medical community.  KKL has assisted Med-Link in providing the technical support and services its business requires.
The Company has also restructured Med-Link's operations to reduce costs and enhance efficiencies by moving its offices into the Company's offices.  In addition, part of the Med-Link call center functions have been transferred to a call center in India as part of a contract with Total Infosystems, Inc.  Med-Link anticipates the transfer of additional call center functions to India in the future.
The Company plans to market Med-Link's services to medical practices in the New York metropolitan area by utilizing local hospitals as a contact point.  In furtherance of this plan, Med-Link has signed, and will begin the process of implementing, a contract to develop a Virtual Private Network for New Island Hospital in Bethpage, New York.  The network will be marketed to all the medical staff affiliated with New Island Hospital.  This VPN will allow Med-Link to market various services to the medical practices on its network.
The Company plans to utilize strategic and joint venture partners to further develop and expand its operations through joint product offerings.  In this way, management believes it can minimize the need for additional capital.  The Company is currently seeking to market Med-Link's services, by itself, and with strategic partners, to medical practices, medical labs, hospitals and insurance companies.
As part of its operating plan, the Company plans to enter into one or more strategic relationships to make its networks compliant with Title II, Part C of the Health Insurance Portability and Accountability Act of 1996 ("HIPAA").  HIPPA required the Department of U.S. Health and Human Services to establish national standards for electronic health care transactions and national identifiers for providers, health plans, and employers.  It also addresses the security and privacy of health data.  The goal of the standards adopted is to improve the efficiency and effectiveness of the nation's health care system by encouraging the widespread use of electronic data interchange in health care, while protecting that information with a secure environment.
The Company has commenced preliminary discussions for a strategic relationship to acquire and/or market HIPPA complaint solutions.

---

Item 2.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS

(continued)Liquidity and Capital Resources
At December 31, 2002, the Company had a working capital deficiency of $415,666.  Management believes revenue from operations will be sufficient to sustain the Company's operations for the next twelve months.   Even though the Company completed the Med-Link acquisition in January, 2002, and signed a telecommunications agreement with a hospital in November 2002, it cannot predict whether the Company will realize any meaningful growth in the future.Years Ended December, 2002 and 2001
The Company's revenues from continuing operations for the years ended December 31, 2002 and 2001 were $148,877 and $96,823, respectively.
Expenses for the years ended December 31, 2002 and 2001 were $872,283 and $188,833, respectively.  This increase in expenses is primarily attributable to the acquisition of Med-Link USA, Inc.  Such expenses consisted of general and administrative expenses, legal, depreciation, professional, accounting and auditing costs, rent and telephone expenses.
The Company had a net loss of $733,404 for the year ended December 31, 2002, as compared to a net loss of $1,465,035 for the same period in 2001.  Included in the 2001 loss was the cost of an aborted acquisition in the amount of $1,375,000.





---

CERTIFICATION

Pursuant to 18 U.S.C. Section 1350,
as adopted pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002

I, Konrad Kim, certify that:

1. I have reviewed this annual report on Form
10-KSB of Western Media Group Corporation;

2. Based on my knowledge, this annual 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 annual report;

3. Based on my knowledge, the financial
statements, and other financial information
included in this annual 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 annual 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 annual 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 annual report (the "Evaluation
Date"); and

c) presented in this annual 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 annual report whether
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 21, 2003
/s/ Konrad Kim
Konrad Kim, President

---

CERTIFICATION

Pursuant to 18 U.S.C. Section 1350,
as adopted pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002

I, James Rose, certify that:

1. I have reviewed this annual report on Form
10-KSB of Western Media Group Corporation;

2. Based on my knowledge, this annual 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 annual report;

3. Based on my knowledge, the financial
statements, and other financial information
included in this annual 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 annual 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 annual 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 annual report (the "Evaluation
Date"); and

c) presented in this annual 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 annual report whether
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 21, 2003
/s/ James Rose
James Rose, Vice President and Principal
Financial Officer