SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549



                                 FORM 10-KSB

                                   (Mark One)

            /x/ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                   For the fiscal year ended February 28, 2003

     / / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
                              EXCHANGE ACT OF 1934

                  For the transition period from _____ to ____

                         Commission file number 0-30420

                                 LCS GOLF, INC.
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             (Exact Name of Registrant as Specified in its Charter)


             Delaware                                     11-3200338
 ---------------------------------          ------------------------------------
  (State or other jurisdiction of           (IRS Employer Identification Number)
   incorporation or organization


                  3 Tennis Court Road, Mahopac, New York 10541
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               (Address of Principal Executive Offices) (Zip Code)

       Registrant's telephone number, including area code: (845) 621-3945
                                 --------------

Securities registered pursuant to Section 12(b) of the Act:

None

Securities registered pursuant to Section 12(g) of the Act:

Common Stock, par value $0.001 per share

Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.

 Yes   X       No
     -----        -----
<PAGE>

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 the 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: The issuer's
revenues for the fiscal year ended February 28, 2003 were $31,908.

The aggregate market value of the voting stock held by non-affiliates of the
Registrant computed by reference to the price at which the stock was sold on
July 3, 2003 was approximately $3,929,614. Solely for the purposes of this
calculation, shares held by directors and officers of the Registrant have been
excluded. Such exclusion should not be deemed a determination or an admission by
the Registrant that such individuals are, in fact, affiliates of the Registrant.

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date: At July 3, 2003, there were
outstanding 49,120,176 shares of the Registrant's Common Stock, $0.001 par
value.

DOCUMENTS INCORPORATED BY REFERENCE

None.

Transitional Small Business Disclosure Format (check one):

Yes / / No /x/


<PAGE>

PART I

Item 1. DESCRIPTION OF BUSINESS
-------------------------------
Business Development.

         We were incorporated in the State of Delaware on October 8, 1997 as
Linkun Enterprise, Inc. to design and distribute golf clubs and golf related
products. On October 27, 1997, we changed our name to LCS Golf, Inc.

         On October 28, 1997, LCS Golf, Inc. a New York Corporation (hereinafter
"LCS New York") was merged into our Company and we were the surviving company.
Pursuant to the merger, we exchanged 980,904 shares of our common stock for all
of the issued and outstanding shares of LCS New York on a one-share for
one-share basis.

         We entered into this transaction to obtain the name LCS Golf, Inc. and
because LCS New York had public shareholders. Prior to this transaction, neither
we nor our officers and directors had any affiliation with LCS Golf, Inc. New
York.

         On May 1, 1998, we acquired Golf Universe, Inc., ("Golf Universe") from
Rene Von Richtofen. Golf Universe, which became our wholly owned subsidiary, was
incorporated in the state of Florida on October 23, 1996. We acquired all of the
outstanding stock in Golf Universe in exchange for the following consideration:

         o 400,000 shares of our common stock,
         o A promissory note for $100,000, which we paid prior to February 28,
           1999, and
         o Expenses of $16,750 associated with the transaction.

         We entered into this transaction to acquire Golf Universe's plans for
development of a golf related website. Prior to this transaction, neither we nor
our officers or directors had any affiliation with Golf Universe.

         On November 17, 1998, we entered into a stock purchase agreement with
Milton Besen who owned all of the issued and outstanding common stock of Mr. B
III, Inc. ("B III"). B III was incorporated in the state of Florida on September
3, 1996. In this transaction we exchanged 150,000 shares of our common stock and
paid $250,000 to Mr. Besen for all of the issued and outstanding shares of B
III. In completing the transaction we also issued an additional 150,000 shares
of our common stock to Mr. Besen for expenses related to the acquisition. B III
became our wholly owned subsidiary. We entered into this transaction to acquire
B III's manufacturing facilities, which we ceased operating in November 1999. We
abandoned the facilities and equipment shortly thereafter and incurred a
$1,321,000 write-off in connection therewith, of which $1,269,000 related to
goodwill, for the fiscal year ended February 28, 2001. Prior to this
transaction, neither we nor our officers and directors had any affiliation with
B III. Mr. Besen assisted us in operating B III for approximately six months
after the completion of the transaction.

<PAGE>

         On January 26, 1999, we entered into a common stock purchase
agreement with Alex Bruni, the owner of 100% of the issued and outstanding
shares of PlayGolfNow. PlayGolfNow was incorporated on November 27, 1998 in the
state of New York. We acquired the shares of PlayGolfNow in exchange for:

         o 350,000 shares of our common stock issued to Mr. Bruni, and
         o An option issued to Mr. Bruni to purchase an additional 200,000
shares of our common stock at a purchase price of $0.50 per share that
terminated on January 25, 2001 without exercise.

         PlayGolfNow then became our wholly owned subsidiary into which we
subsequently merged Golf Universe. We entered into this transaction to acquire
PlayGolfNow's golf membership discount program, consisting of a network, through
an agreement with Golf Digest, of independent golf courses, driving ranges, and
pro shops offering discounted rates to PlayGolfNow's members. We ceased offering
this program in May 2000.

         Prior to this transaction, neither we nor our officers and directors
had any affiliation with PlayGolfNow. Upon the consummation of our acquisition
of PlayGolfNow, Mr. Bruni became our chief operating officer, a position he
currently holds.

         On February 15, 1999, we entered into a common stock purchase agreement
with Leigh Ann Colguhoun, the owner of 100% of the issued and outstanding shares
of Golfpromo, Inc. ("Golfpromo"). Golfpromo was incorporated in the state of
Florida on February 10, 1999. We acquired the shares of Golfpromo in exchange
for 350,000 shares of our common stock. Golfpromo then became our wholly owned
subsidiary. We entered into this transaction to acquire Golfpromo's mailing
database list of golfers. Prior to this transaction, neither we nor our officers
and directors had any affiliation with Golfpromo. Upon the completion of our
acquisition of Golfpromo we retained Eric Reinsten, Ms. Colguhun's husband, to
assist us in compiling our database of golfers. Mr. Reinsten left our employ in
December 2000.


<PAGE>

         On August 27, 1999, we incorporated iFusion Corp. ("iFusion") as our
wholly owned subsidiary, to provide Internet and traditional marketing services.

Business of the Issuer.

          Until approximately December 2001, when, except as noted below, we
suspended all of our operations due to a lack of capital created, among other
things, by a substantial negative cash flow, we offered information over the
Internet through our four wholly owned subsidiaries:

         o PlayGolfNow
         o iFusion.com
         o Golf Promo
         o  Targetmails.com

         We continued to rent out our database until March 2002 for minimal
income and we have generated no income since then.

         Internet Operations:

 PlayGolfNow.com

         PlayGolfNow.com had been operational from March of 1999 through
December 2001, when we suspended almost all operations. It delivered
information and details on golf courses and golf related businesses as well as
other golf related data and information. The PlayGolfNow site offered an online
pro shop, where golf-related products and services were sold through third party
vendors. The website offered products and services from major golf equipment
manufacturers, apparel designers, and other golf related manufacturers. We
received commissions when site visitors purchased products, reserved tee times,
and made travel plans online.

 iFusion.com

         iFusion.com was an Internet marketing company that provided the
following services:

         o creative and concept development;
         o national marketing program implementation and management;
         o corporate and package development; and
         o sweepstaking, and couponing;

         iFusion generated revenues from monthly retainers, subcontract work,
and per project work. It ceased operation in December 2001.


<PAGE>

         Targetmails.com, a website that was operated by iFusion, utilized our
database of golfers. Additionally, we had databases of individuals associated
with the travel, healthcare, and investment industries. These databases have not
been kept current.

         Golfpromo.net and Golfuniverse.com were used principally as links to
our other web sites.

 B III, Inc.

         We formerly designed and manufactured consumer products through B III.
As noted above, we have ceased our manufacturing operations and incurred a
write-off relating to these operations during the fiscal year ended February 28,
2001.

Current Operations

         Over the 24 months prior to March 31, 2002, we continuously reduced our
operations and as of that date suspended almost all of our revenue generating
operations because the income generated by our business was not sufficient to
sustain these operations. During our last fiscal year, we incurred a net loss of
$1,252,188 and negative cash flow from operations of $113,245. We have lost most
of our websites and domain names, and our database has become obsolete. Some of
these websites and domain names have been acquired and are being used by a
company owned by our Chief Operating Officer. See "Intellectual Property" in
this Item 1. It is not likely that we will be able to recover any of these
websites and/or domain names or adequately update our database. Accordingly, it
is most unlikely that we will be able to resume our prior operations.

         We are investigating the possibility of acquiring or affiliating with a
revenue generating business that would have an interest in wanting to affiliate
with us. Although we have had preliminary discussions we have reached no
agreement with any such business and cannot assure you that we will. Any such
acquisition or affiliation will also most likely require significant financing.
We currently have no commitments for any financing and may be unable to raise
needed cash on terms acceptable to us if at all. Financings may be on terms that
will be dilutive or potentially dilutive to our stockholders. Further, our weak
financial condition could restrict our ability to acquire or affiliate with a
business partner as well as prevent us from establishing a source of financing.
If we are unable to resume our operations and/or obtain a revenue generating
business partner and the financing required to support these activities by
September 2003, we will most likely cease all activities.

         During the past three months independant parties have advanced funds to
us which, as of the date of this filing, approximate $230,000. These loans bears
no interest and are repayable on demand. They will be converible into our common
stock at the rate of $0.03 per share after we have amended our certificate of
incorporation to increase the number of shares of common stock we are authorized
to issue. We have used these funds to repay certain indebtedness and for
professional fees.


<PAGE>

Employees

         We have two part-time employees, our two executive officers. We are
currently accruing our president's salary.

Agreements

         On February  16, 2000,  we entered into a series of related  agreements
with Traffix, Inc. (formerly known as Quintel Communications, Inc. and
hereinafter referred to as "Traffix"), including a loan agreement to borrow
$500,000 from Traffix in the form of a convertible promissory note. The
promissory note was collateralized by our databases. The note bears interest at
a variable rate not to exceed 14% and was due on demand any time after August
16, 2000. Traffix has the right to convert the note into our common stock and
certain registration rights relating thereto. As of the date here of, it has not
exercised these rights.

         On the same date, we entered into a marketing  and licensing  agreement
with Traffix. As consideration for providing marketing services for a period of
two years, we issued options, valued at approximately $139,000 using the
Black-Scholes Option Pricing Model, to purchase 200,000 shares of our common
stock. The model enables us to estimate the fair value of stock options granted
because it takes into account, as of the grant date of the option; i) the
exercise price; ii) the expected life of the option; iii) the current price of
the underlying common stock; iv) the stock's expected volatility; v) the
expected dividends; and vi) the risk free interest rate for the expected term of
the option. These options expired without exercise.

         Under the licensing  agreement,  Traffix  acquired a license to use our
database for a payment of $5,000 per month. Traffix has indicated to us that it
has no interest in using our database and, accordingly, we have received no
licensing fees from Traffix and do not anticipate that we will receive any fees
in the future.


<PAGE>

         We are in default under the loan agreement. On August 8, 2000, we
entered into a forbearance agreement and amendment of our security agreement
with Traffix. Traffix acknowledged receipt of a $50,000 payment against the
principal balance of $500,000 due on the convertible note, funded personally by
Michael Mitchell, our President and CEO. The related note was amended to provide
for payment upon written demand. If there is a default under the terms of the
forbearance agreement or the note, the interest rate will equal the prime rate
as defined in the note plus 4% not to exceed 14%. Until payment of all amounts
due under the note are made, the first amendment to the security agreement
required us to pay 50% of the collections received for accounts receivable
outstanding as of August 10, 2000, and 25% of collections for all new accounts
receivable, within five days of receipt of the receivables. Payment is to be
credited against amounts due under the note, first to interest, then to
principal. Traffix was also to receive 50% of all other cash receipts including
additional loans, cash equivalents and marketable securities generated by us
from any source until payment in full of the amounts due under the note. The
security agreement filed February 22, 2000 was amended to include all of our
accounts and all securities or guarantees held by us in respect of the accounts
and all account proceeds. In addition, Dr. Mitchell executed and delivered a
guarantee on August 8, 2000 of up to $250,000 on the note (of which $237,500 has
been paid against this guaranty as of the date hereof).

         On August 8, 2000, Traffix agreed to forbear from demanding payment of
the note or commencing any action against us as long as it received at least
$10,000.00 per month in payment of principal and interest on the note, or
collections of the accounts receivable or from the guarantor, and we generated
gross revenues of at least $75,000.00 per calendar month from the normal conduct
of business. On May 16, 2001, the parties entered into an amendment to the
forbearance agreement whereby we agreed to a payment schedule of approximately
$10,000 per month to repay the promissory note and Traffix agreed not to take
any actions with respect thereto. Any payments made by us to fulfill this
obligation have been made by Dr. Mitchell and are included in the amount paid by
him against his guarantee noted in the prior paragraph. As of the date hereof
the note remains in default and we owe an aggregate of approximately $262,500
excluding any accrued interest thereon.


<PAGE>

          On August 8, 2000, American Warrant Partners, LLC ("AWP") invested
$300,000 in our Company. We issued an 8% convertible subordinated promissory
note to AWP with a maturity date for the principal of August 8, 2002. The note
is convertible into our common stock at $0.25 per share, subject to adjustment,
that resulted in a beneficial conversion charge of approximately $201,000, which
was expensed immediately since the note was convertible at anytime. Interest is
payable on a quarterly basis commencing September 30, 2000. We also issued to
AWP a warrant expiring on August 8, 2005 to purchase up to 600,000 shares of our
common stock at the exercise price of $0.40 per share. The value of this warrant
at grant date, utilizing the Black-Scholes option-pricing model, was
approximately $99,000. The assumptions used in determining the value was an
expected volatility of 227%, an average interest rate of 6.06% per annum and an
expected holding period of five years. The value of this warrant is being
amortized over five years or shorter if exercised. In addition, we entered into
a registration rights agreement in which we promised to register the shares with
the Securities and Exchange Commission as soon as reasonably practicable, but in
no event later than September 15, 2000 and are subject to penalties because the
Registration Statement was not declared effective by November 15, 2000. The
penalties are that for each 30-day period that the Registration Statement is not
declared effective, the conversion price of $0.25 of the convertible note and
the warrant exercise price of $0.40 will each be reduced by 2% until the
exercise price reaches $0.05. In addition, the interest rate on the convertible
note will increase 2% for each 30-day period, not to exceed 15%. To date, no
such Registration Statement has been filed. Certain of our officers and
directors agreed to a lock-up provision restricting their right to sell,
transfer, pledge or hypothecate or otherwise encumber their shares until the
earlier of the one year anniversary of the agreement, the effective date of the
Registration Statement, or until we raise $1,000,000 in equity or debt
financing. We also agreed that without prior written consent, until the earlier
of 85% of the principal balance and interest is paid or converted to common
stock, or 180 days from the date of the warrant agreement, we will not offer to
sell or sell any of our common stock at a price per share (or conversion or
exercise price per share) less than the average closing price per share of our
common stock as quoted by the OTC Electronic Bulletin Board on the five days
immediately prior to the close of the transaction. We also agreed to recommend
and use our best efforts to elect a designee and representative of A W P as a
member of the Board of Directors until the later of one year from the date of
the agreement or until such time we receive $1,000,000 in equity or debt
financing. AWP does not currently have a designee on our board of directors.

        On May 16, 2001, the Company and AWP entered into an Amendment Waiver
and Consent with respect to the promissory note, warrant and registration
statement, whereby the conversion price and exercise price of the promissory
note and warrant, respectively, were amended to the lower of $0.12 per share or
80% of the closing bid price per share of the Common Stock as quoted on the
NASDAQ OTC Bulletin Board on the date immediately preceding the date of exercise
or conversion and we further agreed to file a registration statement covering
such underlying common stock no later than 60 days after June 15, 2001, and to
the issuance of $200,000 in convertible debentures (collectively with the
$300,000 8% note hereinafter referred to as the "Notes"). In consideration
therefor AWP agreed to waive any penalty provisions with respect to the filing
of the registration statement and consent to the issuance of common stock below
the then applicable conversion or exercise price of the promissory note and
warrant.


<PAGE>

         On June 28, 2002, we entered into an Agreement and Release (the
"Agreement") with AWP and Private Capital Group, LLC ("PCG"), the holders of the
Notes. Pursuant to the Agreement, AWP and PCG converted $200,000 of the
principal of the Notes at a price of $0.04 per share for an aggregate of 5
million shares of our common stock. If the price of our common stock does not
reach $0.50 per share and remain at that level or higher for 30 trading days
thereafter, with an average trading volume of 150,000 shares per day during this
period, within 120 days after our merger with an operating company, then we
shall be obligated to issue an aggregate of an additional 6 million shares of
our common stock to AWP and PCG. If we do not merge with an operating company
within 30 days after the date of the Agreement, AWP and PCG have the option to
receive immediate repayment of the remaining $300,000 balance on the Notes or
the additional 6 million shares of our common stock. Also pursuant to the
Agreement, AWP has exercised the warrants it received in connection with the
issuance of the Notes on a cashless basis into 512,900 shares of our common
stock. In addition, pursuant to the Agreement, 800,000 shares of our common
stock belonging to Dr. Mitchell that had been held in escrow as security for the
Notes have been released to him. We issued an aggregate of 6 million additional
shares of our common stock to affiliates of AWP on November 26, 2002.

         On May 28, 2002 we entered into a loan agreement with an unaffiliated
party pursuant to which we borrowed $75,000. The loan bore no interest and was
repayable by July 23, 2002. We issued 200,000 shares of our common stock to the
lender. The loan agreement provided that if the loan was not repaid by the due
date, we would be obligated to issue 10,000 shares of our common stock to the
lender for each day that the loan remained unpaid.

         On or about May 1, 2003, we repaid the $75,000 loan to the lender and
agreed to issue him one million shares of our common stock as soon as we amend
our certificate of incorporation to increase the number of shares we are
authorized to issue, which will then permit us to issue these shares. We also
agreed to issue him an additional 100,000 shares in the event that we fail to
commence the procedure to effect this ammendment prior to six months after the
repayment of the loan, and granted him certain "piggy-back" registration rights
with respect to his shares. The lender released to Dr. Mitchell 2 million shares
of our common stock owned by Dr. Mitchell that he was holding as collateral for
the repayment of the loan. In addition, the lender, Dr. Mitchell and LCS
exchanged general releases.

Debt in Default

         The AWP  loan of  $300,000  placed  us in  default  of the  forbearance
agreement that we signed with Traffix because we did not remit 50% of the loan
proceeds to Traffix as required under the agreement. On August 30, 2000, Dr.
Mitchell agreed to fund two payments of $50,000 each towards principal and
interest on the Traffix loan, which he subsequently did. These amounts are
included in the amounts noted above that Dr. Mitchell has paid to Traffix
against his guarantee. We also agreed to increase from 25% to 50% of receipts
from new accounts receivable that are payable to Traffix under the amended
security agreement.

Intellectual Property.

         Through our  acquisition  of B III, we own the  patent,  serial  number
29/073.138, for a product sold under the label "Adorables," that is an animal
pillow with a pouch. We have not sought trademark registration of the
"Adorables" name with the U.S. Patent & Trademark Office and are not marketing
this product.


<PAGE>

         PlayGolfNow registered the following domain names:

                  o skiuniverse.com
                  o Golfpromo.net
                  o universe-online.com
                  o iFusionco.com
                  o ifusionco.net
                  o PlayGolfNow.com
                  o junior-golf.com
                  o targetmails.com
                  o myplaygolfnow.com
                  o WallStreetGolf.com
                  o freeis4me.com
                  o lcsgolf.com
                  o golfuniverse-online.com

         As of the date hereof PlayGolfNow has lost all of these domain names
except iFusionco.com and targetmails.com. During our past fiscal year, A&J
Marketing, Inc., a company owned by Mr. Bruni, acquired the Golfpromo.net and
PlayGolfNow.com domain names after we had lost our right to these names because
we were unable to pay the fees needed to retain these rights. A&J Marketing
subsequently opened websites using these names and is now operating the
websites. We generated approximately $31,908 in revenue from websites using
these domain names before we lost them and the websites were shut down because
we were unable to pay the hosting fees. targetmails.com. is listed in the name
of A&J Marketing, who is currently paying the hosting fees for this site, but we
own the domain name.

Risk Factors That May Affect Future Results

         We currently have no revenue generating operations. The following
discussion highlights the most material of the risks we currently face.

WE ARE IN DEFAULT OF A SENIOR SECURED LOAN, WHICH MAY PREVENT US FROM
AFFILIATING WITH A REVENUE GENERATING BUSINESS.

         Our failure to remit 50% of the cash proceeds from the AWP transaction
to Traffix resulted in one of a number of defaults under the forbearance
agreement with Traffix. If Traffix elects to pursue its remedies under the
forbearance agreement and we are unable to reach a resolution with Traffix
acceptable to us, we may be unable to affiliate with a revenue generating
business because, among other things, Traffix's actions may prevent us from
obtaining needed financing. Even if we do reach an amicable resolution with
Traffix, which we have no reason to believe such resolution is possible, and
affiliate with a revenue generating business, our efforts to satisfy continuing
obligations under the Traffix agreements will significantly adversely impact any
cash flow we may generate in the future if we continue to be required to remit
50% from new accounts receivable until Traffix is paid in full. See also Notes E
through G to our audited consolidated financial statements for the year ended
February 28, 2003 for information relating to additional defaults by us on our
outstanding indebtedness.


<PAGE>

OUR FINANCIAL CONDITION IS EXTREMELY WEAK AND WE MAY BE UNABLE TO CONTINUE AS A
GOING CONCERN.

         Our operations have been dependent upon short-term borrowing and other
funding resources. From March 1, 1999 through February 28, 2003, our president
made net advances of approximately $930,707, of which $41,144 was advanced
during our fiscal year ended February 28,2003, $260,024 was advanced during our
fiscal year ended February 28,2002 and $359,566 was advanced during our fiscal
year ended February 28,2001. Our independent auditors' report on our
consolidated financial statements for the year ended February 28, 2003 includes
language reflecting that substantial doubt exists as to our ability to continue
as a going concern. Our financial statements show an accumulated deficit of
approximately $20,545,582. We expect to continue to incur net losses and
negative cash flow for the foreseeable future and, unless we are able to resume
operations and/or acquire or affiliate with a business that generates revenue
and obtain financing necessary to support these activities by September 2003, we
will most likely be forced to cease all activities. In addition, any cash flow
that we may generate will be significantly reduced because we must remit 50% of
all accounts receivable we may collect to Traffix. Accordingly, any purchaser of
our securities should be prepared to lose his entire investment.


<PAGE>

THE LOSS OF OUR CHIEF EXECUTIVE OFFICER WITHOUT AN ADEQUATE REPLACEMENT
WOULD REQUIRE US TO TERMINATE ALL ACTIVITIES.

         Dr. Michael Mitchell, our president and chief executive officer, is one
of only two remaining employees and the only one who devotes any material time
to our matters. If Dr. Mitchell leaves the Company or is otherwise unable to act
as our Chief Executive Officer, we will be required to terminate all activities
unless we are able to find an adequate replacement, which we believe is most
unlikely.

Item 2. DESCRIPTION OF PROPERTY

         We do not own any real property. On June 12, 2001, we entered into a
lease for office space located at 7109 Fairway Drive, Suite 100, Palm Beach,
Florida 33417, which we no longer occupy. We defaulted on the lease for these
premises and on December 16, 2003, Fairway One LLC entered a default judgment
against us for $169,370.62. We currently utilize space in the residence of Dr.
Mitchell, at 3 Tennis Court Road, Mahopac, New York 10541 for no rental.


<PAGE>

Item 3. LEGAL PROCEEDINGS

         On May 1, 2002, Daniel W. Gorman filed a complaint in the Circuit Court
for the Fifteenth Judicial Circuit, Palm Beach County, Florida naming LCS, Dr.
Mitchell, Alex Bruni and two other individuals as defendants. The title of the
action is Daniel W. Gorman v LCS Golf Inc., Michael D. Mitchell, Alex Bruni,
Scott Eurich, and Michele Haas. The complaint alleges breach of a contract. It
also claims entitlement to relief under theories of quantum meruit for work
done, tortious interference with contract, misrepresentation and conspiracy.
Although the ad damnum clause in the complaint contains no specific amount as a
damage demand, the body of the complaint contains allegations of losses of
$1,625,000 plus securities and other compensation in amounts not susceptible of
conversion to dollar figures.

         We have  served an  answer  denying  the  material  allegations  of the
complaint, including a denial that the alleged contract was ever signed by us,
alleging instead that the purported signature of Mr. Bruni was forged on the
document. Other affirmative defenses put forth include the failure to serve the
complaint timely, failure to prosecute the action, fraud on the part of the
plaintiff in inducing any dealings with us, and the execution by the plaintiff
of a stipulation of discontinuance with prejudice on May 9, 2002.

         The pleading stage of the action has just closed. No discovery has
begun and the action is at a preliminary stage. Accordingly, it is too early to
comment on the merits of any claims or defenses but we believe that we have
meritorious defenses to this action. See "Recent Sales of Unregistered
Securities" under Item 5 for information relating to shares of our common stock
that we issued to Mr. Gorman for marketing services.

         On or about August 28,  2002,  Fairway  One,  L.L.C.  the lessor of the
premises we formerly occupied in Palm Beach Florida, commenced litigation in the
Circuit Court of the Fifteenth Judicial Circuit in and for Palm Beach County,
Florida against us for damages resulting from our breach of the lease on these
premises. On December 16, 2002, the plaintiff entered a default judgment against
us for $169,370.62. The name of the case is Fairway One, L.L. v. LCS Golf, Inc.,
Case No. CA '02 - 10450AD.

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

         None.


<PAGE>

PART II

Item 5. MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER
        MATTERS

Market Information.

         From mid-1998 through the date hereof our common stock has traded on
the NASDAQ Over-The-Counter Bulletin Board, except as indicated below, and/or
the National Quotation Bureau "Pink Sheets" under the symbol "LCSG." The
following chart sets forth the high and low bid prices for each quarter from
January 1, 2001 to the latest practicable date.

2001 Quarter                                High                 Low
------------                                -----               -----
January 1 - March 31                        $ 0.56             $ 0.14
April 1 - June 30                           $ 0.35             $ 0.08
July 1 - September 30                       $ 0.16             $ 0.05
October 1 - December 31                     $ 0.10             $ 0.05

2002 Quarter
------------
January 1 - March 31                        $ 0.37             $ 0.03
April 1 - June 30                           $ 0.51             $ 0.04
July 1 - September 30                       $ 0.10             $ 0.04
October 1 - December 31                     $ 0.05             $ 0.01

2003 Quarter
------------
January 1 - March 31                        $ 0.04             $ 0.01
April 1 - June 30                           $ 0.085            $ 0.081

         On July 3, 2003, the high bid price was $0.095 and the low bid price
was $0.085 per shares. On January 19, 2000, we were de-listed from the Over the
Counter Bulletin Board for failure to comply with the new listing standards set
forth by the NASD before our phase-in date. During this time, our stock was
quoted in the National Quotation Bureau pink sheets. On February 16, 2001 we
were relisted on the NASDAQ OTC Bulletin Board.

         No prediction can be made as to the effect, if any, that future sales
of shares of common stock or the availability of common stock for future sale
will have on the market price of the common stock prevailing from time-to-time.
Sales of substantial amounts of common stock on the public market could
adversely affect the prevailing market price of the common stock.

Holders

         As of July 3, 2003, there were 459 registered holders of our common
stock, including shares held in street name.

Dividends

         We have not paid a cash dividend on our common stock since the arrival
of our current management, and we do not plan to declare any cash dividends in
the foreseeable future. We anticipate that should any funds ever become
available for dividend payments, they will be reinvested in our business. The
payment of dividends may be made at the discretion of our Board of Directors and
will depend upon, among other things, our operations, capital requirements, and
overall financial condition.


<PAGE>

Recent Sales of Unregistered Securities

         We issued the following securities in reliance upon the exemption
provided in Section 4(2) of the Securities Act. We believe that this exemption
was available in each of the following transactions, as they did not involve a
public offering. No commissions were paid in these transactions.

         On May 21, 2002 we issued 250,000 shares of our common stock to Mr.
Gorman for marketing services.

         On May 28, 2002, we issued 200,000 shares of our common stock in
connection with a $75,000 loan made to us.

         On June 30, 2002, pursuant to the Agreement with AWP and PCG, we issued
an aggregate of 5,512,951 shares of our common stock to AWP and PCG upon
conversion of a portion of their notes and exercise of certain warrants. We
issued an aggregate of 6 million additional shares of our common stock to
affiliates of AWP on November 26, 2002.


<PAGE>


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

         Except for historical information, the discussion in this report
contains forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934 and
the Private Litigation Reform Act of 1995 that involve risks and uncertainties.
These forward-looking statements include, among others, those statements
including the words "expects," "anticipates," "intends," "believes" and other
similar language. Our actual results could differ materially from those
discussed herein. You should not place undue reliance on these forward-looking
statements, which apply only as of the date of this report. Factors that could
cause or contribute to such differences include, but are no limited, the risks
discussed in "Risk Factors" above.

OVERVIEW

         We are a holding company that until December 31, 2001 operated as a
provider of outsourcing of permission e-mail marketing technologies and
services. We provided permission email direct marketing services through
Golfpromo.net and Targetmails.com., Internet and direct marketing services
through Ifusionco.com. and PlayGolfNow.com, Golf ecommerce news and information
through a vertical golf portal and discounts on golf services.

         We have terminated all of our revenue generating operations and
released all but two of our employees, our two executive officers. We continue
to accrue the salary for one of these officers under his employment agreement.
We are investigating the possibility of acquiring or otherwise affiliating with
a revenue generating business but, although we have had preliminary discussions,
we have reached no agreement with any such business and cannot assure you that
we will. Any such acquisition or affiliation will also most likely require
significant financing. We currently have no commitments for any financing and
may be unable to raise needed cash on terms acceptable to us if at all. If we
are unable to resume our operations and/or obtain a revenue generating business
partner and the financing required to support these activities by September
2003, we will most likely cease all activities.


<PAGE>

RESULTS OF OPERATIONS

TWELVE MONTHS ENDED FEBRUARY 28, 2003 AND FEBRUARY 28, 2002

Revenues

         Our revenues for the 12 months ended February 28, 2003 were $31,908 on
a consolidated basis as compared to $242,806 for the prior 12 months ended
February 28, 2002. This decrease resulted from the suspension of all of our
revenue generating operations.

Cost of Revenue

         Cost of revenues was -0- for the 12 months ended February 28, 2003 as
compared to $69,946 for the prior 12 months ended February 28, 2002. This
decrease resulted from the suspension of all of our revenue generating
operations.

Selling, General and Administrative

         Selling, general and administrative expenses were $601,755 for the year
ended February 28, 2003 compared to $3,757,834 for the year ended February 28,
2002. This decrease resulted from the suspension of all of our revenue
generating operations.

Interest Expense

         Interest expense consists of interest on debt obligations. Interest
expense was $682,341 for the twelve months ending February 28, 2003 compared to
$746,213 for the year ending February 28, 2002.

Income Taxes

         No provision for federal or state income taxes was recorded as we have
incurred net operating losses since inception through February 28, 2003. The tax
benefit of the net operating losses has been reduced by a 100% valuation
allowance.

Liquidity and Capital Resources.

         Over the 24 months prior to March 31, 2002, we continuously reduced our
operations and as of that date suspended almost all of our revenue generating
operations because the income generated by our business was not sufficient to
sustain these operations. During our last fiscal year, we incurred a loss of
$1,252,188 and negative cash flow from operations of $114,332. We are
investigating the possibility of acquiring or otherwise affiliating with a
revenue generating business but, although we have had preliminary discussions,
we have reached no agreement with any such business and cannot assure you that
we will. Any such acquisition or affiliation will also most likely require
significant financing. We currently have no commitments for any financing and
may be unable to raise needed cash on terms acceptable to us if at all.
Financings may be on terms that will be dilutive or potentially dilutive to our
stockholders. Further, our weak financial condition could restrict our ability
to acquire or affiliate with a business partner as well as prevent us from
establishing a source of financing. If we are unable to resume our operations
and/or obtain a revenue generating business partner and the financing required
to support these activities by September 2003, we will most likely cease all
operations.



<PAGE>

         During the past three months independent parties have advanced funds to
us which, as of the date of this filing, approximate $230,000. These loans bears
no interest and are repayable on demand. They will be converible into our common
stock at the rate of $0.03 per share after we have amended our certificate of
incorporation to increase the number of shares of common stock we are authorized
to issue. We have used these funds to repay certain indebtedness and for
professional fees.

         On May 28, 2002 we entered into a loan agreement with an unaffiliated
party pursuant to which we borrowed $75,000. The loan bore no interest and was
repayable by July 23, 2002. We issued 200,000 shares of our common stock to the
lender. The loan agreement provided that if the loan was not repaid by the due
date, we would be obligated to issue 10,000 shares of our common stock to the
lender for each day that the loan remained unpaid.

         On or about May 1, 2003, we repaid the $75,000 loan to the lender and
agreed to issue him one million shares of our common stock as soon as we amend
our certificate of incorporation to increase the number of shares we are
authorized to issue, which will then permit us to issue these shares. We also
agreed to issue him an additional 100,000 shares in the event that we fail to
commence the procedure to effect this ammendment prior to six months after the
repayment of the loan, and granted him certain "piggy-back" registration rights
with respect to his shares. The lender released to Dr. Mitchell 2 million shares
of our common stock owned by Dr. Mitchell that he was holding as collateral for
the repayment of the loan. In addition, the lender, Dr. Mitchell and LCS
exchanged general releases.

         On June 28, 2002, we entered into an Agreement and Release with certain
debtholders. In connection therewith, at July 28, 2002, beceause we had not
completed a merger with an operating company as of that date, we became
obligated to issue 6 million shares of our common stock to the debthoder, which
we did on November 26, 2002.

         We continue to have a significant working capital deficiency and to
generate substantial losses.


<PAGE>

Item 7. FINANCIAL STATEMENTS

         Reference is made to the Financial Statements referred to in the
accompanying Index, setting forth the consolidated financial statements of LCS
Golf, Inc. and subsidiaries, which are included at the end of this Form 10-KSB
begining on page F-1.

Item 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
 FINANCIAL DISCLOSURE

         None.


<PAGE>

PART III

ITEM 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS; COMPLIANCE
        WITH SECTION 16(a) OF THE EXCHANGE ACT.

 Directors and Executive Officers

         Set forth below are our directors and executive officers, their
respective names and ages, positions with us, principal occupations and business
experiences during at least the past five years and the dates of the
commencement of each individual's term as a director and/or officer.

Name                        Age                    Position
----                        ---                    --------
Dr. Michael Mitchell        49          President, CEO and sole Director

Alex Bruni                  44          Chief Operating and Financial Officer

         Dr. Michael Mitchell has been our President, Chief Executive Officer
and Chairman of the Board of Directors since 1994. He obtained a degree in
biology from Jacksonville University in 1976. In 1980 he obtained his M.D.
degree from the University of Dominica. From 1985 through the end of 1999, he
was a physician at Greenwich Village Pediatrics. He is board certified in
pediatrics and has memberships in the Academy of Pediatrics and the New York
County Medical Society. Dr. Mitchell does not devote his full attention to our
activities. He is currently employed by Riverside Pediatrics in Croton on
Hudson, New York were he practices pediatric medicine on a part time basis.

         Alex Bruni has served as our Chief Operating Officer since 1999. He
obtained a BBA in Accounting and a MS in Taxation from Hofstra University. From
1988 through 1998 Mr. Bruni worked at American Express as the Director of
International Taxes, managing a staff of five tax accountants while also
managing and planning American Express international operations. From March 1998
through February 1999 Mr. Bruni was the President of PlayGolfNow, Inc., which
was acquired by the Company in 1999. Mr. Bruni currently owns and operates A&J
Marketing, Inc, an Internet marketing company he established approximately two
years ago and that acquired certain of our websites and domain names. He devotes
only minimal time to our activities.

Family Relationships.

         There are no family relationships between our two executive officers.


<PAGE>

ITEM 10. EXECUTIVE COMPENSATION.

         We paid no cash compensation to our executive officers during our
fiscal years ended February 28, 2002 and February 28, 2003, but on June 27, 2001
we issued 1,800,000 shares of our common stock to Dr. Mitchell that we valued at
$360,000 and 500,000 shares of our common stock to Mr. Bruni that we valued at
$100,000 for services rendered by them to us. On March 22, 2002 we issued an
additional 250,000 shares of our common stock to Mr. Bruni valued at $10,000
for services rendered by him to us.

Employment Agreements.

         On June 1, 1998, we entered into an employment agreement with Dr.
Mitchell for his services as our President and Chief Executive Officer. The
agreement is for a term of five years. We may terminate it for cause 90 days
after a written notice by our board of directors has been provided. We may
terminate the agreement without cause on at least three months notice to Dr.
Mitchell. Dr. Mitchell's duties include all those customary for such positions,
as well as any duties reasonably imposed or removed from such customary duties
under our discretion. Dr. Mitchell is to perform such services at least 20 hours
per week. As consideration for these services, we have agreed to pay Dr.
Mitchell an annual salary of $260,000, payable in weekly installments of $5,000.
This salary is to be increased each year by at least 4% percent during the term
of the agreement. Since we were unable to pay Dr. Mitchell pursuant to the terms
of his agreement with us, we issued 2,000,000 restricted shares of our common
stock to Dr. Mitchell in January 1999. Such shares had a market value of
$1,925,000 at the time of issuance, based on the trading price of free-trading
shares of the same class. Because Dr. Mitchell's shares were restricted and
illiquid, we determined that these securities were equivalent in value to the
amounts owed to Dr. Mitchell under the terms of his employment agreement through
December 31, 1998. Dr. Mitchell did not receive cash compensation pursuant to
the terms of his employment agreement during the fiscal years ended February 28,
2002 and February 28, 2003 because the Company operated at a loss and did not
have sufficient cash flow to make these payments. We accrued such compensation
in the amount of approximately $301,000 for our fiscal year ended February 28,
2003 and $289,000 for our fiscal year ended February 28, 2002, in our financial
statements. As noted above, this amount increases each year by 4%.


<PAGE>

ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.

         The following table sets forth certain information with respect to the
beneficial ownership of our common stock by (a) each person known to us to be
the beneficial owner of more than five percent of our common stock, and (b)
directors and executive officers both individually and as a group, as of July 3,
2003. Unless otherwise indicated, we believe that the beneficial owner had sole
voting and investment power over such shares.

                                    Number of Shares
Names                               Beneficially Owned          Percent of Class
-------------------                 ------------------          ----------------
Dr. Michael Mitchell                    5,918,309 (1)                12.05
President, CEO and
sole Director

Alex Bruni                              1,100,000                     2.24
Chief Operating and
Financial Officer

All Executive Officers and              7,018,309                    14.29
Directors as a group (2 people)

----------------------
(1) This amount includes 200,000 shares issued to Lynn Mitchell, Dr. Mitchell's
wife. Dr. Mitchell disclaims beneficial ownership of these shares.

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

         See Item 10. Executive Compensation for information relating to shares
of our common stock we issued to Dr. Mitchell and Mr. Bruni for services
rendered by them to us.

         As of the end of our February 28, 2003 fiscal year Dr. Mitchell had
loaned an aggregate of $930,707 to us of which approximately $40,000, $260,000
and $359,000 had been advanced during our 2003, 2002 and 2001 fiscal years,
respectively. During our fiscal year ended February 28, 2002, Mr. Bruni loaned
us $26,500. During our fiscal year ended February 28, 2003, Mr. Bruni loaned us
approximately $10,000. These loans are not reflected in any written agreement
but we are accruing interest on them at annual rates ranging between 8% and 10%.

         On March 22, 2002, we issued 500,000 shares of our common stock to each
of two of our former directors, which we valued at $0.04 per share.

         During our past fiscal year, A&J Marketing, Inc., a company owned by
Mr. Bruni, acquired the Golfpromo.net and PlayGolfNow.com domain names after we
had lost our right to these names because we were unable to pay the fees needed
to retain these rights. A&J Marketing subsequently opened websites using these
names and is now operating these websites. We generated approximately $32,000 in
revenue from websites using these domain names before we lost them and the
websites were shut down because we were unable to pay the hosting fees.
targetmails.com. is listed in the name of A&J Marketing, who is currently paying
the hosting fees for this site, but we own the domain name.

         Other than those  described  above,  we have no  material  transactions
which involved or are planned to involve a direct or indirect interest of a
director, nominee, executive officer, 5% shareholder or any family of such
parties.


<PAGE>

ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K.

(a) Exhibits

2.1   Linkun Holding Company (as filed in the Form 10-SB filing on 12/9/99).

2.2   LCS Golf, Inc. Merger (as filed in the Form 10-SB filing on 12/9/99).

2.3   Golf Universe, Inc. (as filed in the Form 10-SB filing on 12/9/99).

2.4   Mr. B III, Inc. (as filed in the Form 10-SB filing on 12/9/99).

2.5   GolfPromo, Inc. (as filed in the Form 10-SB filing on 12/9/99).

2.6   PlayGolfNow, Inc. (as filed in the Form 10-SB filing on 12/9/99).

3.1   Articles of Incorporation (as filed in the Form 10-SB filing on 12/9/99).

3.2   By-laws (as filed in the Form 10-SB filing on 12/9/99).

10.1  Namath Agreement (as filed in the Form 10-SB/A filing on 4/12/00).

10.2A Traffix Loan Agreement (as filed in the Form 10-SB/A filing on 4/12/00).

10.2B Traffix Convertible Promissory Note (as filed in the Form 10-SB/A filing
      on 4/12/00).

10.2C Traffix Security Agreement (as filed in the Form 10-SB/A filing on
      4/12/00).

10.2D Traffix License Agreement (as filed in the Form 10-SB/A filing on
      4/12/00).

10.2E Traffix Marketing Agreement (as filed in the Form 10-SB/A filing on
      4/12/00).

10.2F Traffix Registration Rights Agreement (as filed in the Form 10-SB/A filing
      on 4/12/00).

10.2G Traffix Forbearance Agreement, dated as of August 8, 2000.

10.2H Traffix Amendment #1 to the Security Agreement, dated as of August 8,
      2000.

10.2I Guaranty signed as of August 7, 2000 by Michael Mitchell for the
      timely repayment of the obligations of LCS Golf under the
      promissory note dated as of February 16, 2000 between Traffix and
      LCS Golf.

10.3A Agreement dated as of August 10, 2000 between American Warrant Partners
      LLC and LCS Golf (as filed in Amendment No. 1 to Form 10-SB on 9/8/00.

10.3B Registration Rights Agreement between American Warrant Partners LLC and
      LCS Golf (as filed in Post-effective Amendment No. 1 to Form 10-SB on
      9/8/00).

10.3C American Warrant Partners LLC warrant for up to 600,000 shares of common
      stock expiring August 8, 2005 (as filed in Post-effective Amendment No. 1
      to Form 10-SB on 9/8/00).

10.3D American Warrant Partners LLC 8% Subordinated Convertible Promissory
      note (as filed in Post-effective Amendment No. 1 to Form 10-SB on
      9/8/00).

10.3E Subscription Agreement for the purchase of Convertible Debentures.

10.3F Form of Convertible Debenture.

10.3G Guarantee Agreement dated as of May 24, 2001 between Michael Mitchell and
      Private Equity Group LLC.

10.3H Stock Pledge Agreement dated as of May 24, 2001 between Michael
      Mitchell and Private Equity Group, LLC.

21    Subsidiaries of the Registrant (as filed in the Form 10-SB/A filing
      on 4/12/00).

99.1  Certification of Chief Executive Officer pursuant to 18 U.S.C
      Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act
      of 2002

99.2  Certification of Chief Financial Officer pursuant to 18 U.S.C
      Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act
      of 2002.


<PAGE>

Item 14. Controls and Procedures

         Our management, which is comprised of our Chief Executive Officer and
Chief Financial Officer, have conducted an evaluation of the effectiveness of
disclosure controls and procedures pursuant to Exchange Act Rule 13a-14. Based
on that evaluation, they have concluded that our disclosure controls and
procedures are effective in ensuring that all material information required to
be filed in this Annual Report on Form 10-KSB has been made known to them in a
timely fashion since they are our only employees and we are inactive. There have
been no significant changes in internal controls, or in other factors that could
significantly affect internal controls, subsequent to the date they completed
their evaluation.

Item 15. Principal Accountant Fees and Services

(1)      Audit Fees

The aggregate fees billed for professional services rendered by our independent
auditors for the audit of our annual financial statements and review of our
financial statements included in our quarterly reports or services that are
normally provided by the independent auditors in connection with statutory and
regulatory filings or engagements were $41,000 for the fiscal year ended
February 28, 2003 and $50,000 for the fiscal year ended February 28, 2002.

(2)      Audit-Related Fees

During our last two fiscal years our independent auditors did not perform any
assurance and related services that were reasonably related to the performance
or review of our financial statements for which we were billed except as may
have been included in the fees set forth in Paragraph (1) above.

(3)      Tax Fees

Our independent auditors did not provide us with any tax compliance, tax advice
or tax planning services during our last two fiscal years and, accordingly, did
not bill us for such services during these years.

(4)      All Other Fees

During our last two fiscal years our independent auditors did not provide us
with any products and did not provide us with or bill us any fees for services
other than those set forth in Paragraph (1) above.

(5) This Paragraph is not applicable since we do not have an audit committee.

<PAGE>


                                   SIGNATURES

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

Dated: July 3, 2003 LCS Golf, Inc.

 By: /s/ Dr. Michael Mitchell
     ------------------------
     Dr. Michael Mitchell
     President, Chief Executive
     Officer and sole Director

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

Signature Title Date

/s/ Dr. Michael Mitchell    President, Chief Executive              July 3, 2003
------------------------    Officer and sole Director,
Dr. Michael Mitchell        (Principal Executive Officer)


/s/ Alex Bruni              Chief Operating and Financial Officer,  July 3, 2003
-------------------------   (Principal Financial and
 Alex Bruni                 Accounting Officer)




<PAGE>


                            CERTIFICATION PURSUANT TO
                  SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the annual report of LCS Golf, Inc. (the "Registrant") on
Form 10-KSB for the annual period ending February 28, 2003 as filed with the
Securities and Exchange Commission on the date hereof (the "Report"), I, Michael
Mitchell, sole of Director, President, and Chief Executive Officer of the
Registrant, certify, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002,
that:

1. I have reviewed this annual report on Form 10-KSB of the Registrant;

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 annuals
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 officer 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 we 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;


<PAGE>

5. The Registrant's other certifying officer 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 function):

         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 officer and I have indicated in this

annual report whether or not there were significant changes in internal controls
or in other factors that could significantly affect internal controls subsequent
to the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.

July 3, 2003



Michael Mitchell, Chief Executive Officer


<PAGE>


                            CERTIFICATION PURSUANT TO
                  SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the annual report of LCS Golf, Inc. (the "Registrant") on
Form 10-kSB for the annual period ending February 28, 2003 as filed with the
Securities and Exchange Commission on the date hereof (the "Report"), I, Alex
Bruni, Chief Financial Officer of the Registrant, certify, pursuant to
Section302 of the Sarbanes-Oxley Act of 2002, that:

1. I have reviewed this annual report on Form 10-KSB of the Registrant;

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 officer and I are responsible for

establishing and maintaining disclosure controls and procedures (as defined
inExchange Act Rules 13a-14 and 15d-14) for the Registrant and we 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;


<PAGE>

5. The Registrant's other certifying officer 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 function):

         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 officer and I have indicated in this

annual report whether or not there were significant changes in internal controls
or in other factors that could significantly affect internal controls subsequent
to the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.

July 3, 2003




Alex Bruni, Chief Financial Officer

<PAGE>



                         LCS GOLF, INC. AND SUBSIDIARIES

                        CONSOLIDATED FINANCIAL STATEMENTS

                           FEBRUARY 28, 2003 and 2002


<PAGE>


LCS GOLF, INC. AND SUBSIDIARIES

Contents

<TABLE>
<CAPTION>
                                                                                                                       Page

Consolidated Financial Statements

<S>                                                                                                                     <C>
   Independent auditors' report                                                                                         F-1

   Balance sheet as of February 28, 2003                                                                                F-2

   Statements of operations for the years ended February 28, 2003 and 2002                                              F-3

   Statements of changes in capital deficit for the years ended February 28, 2003 and 2002                              F-4

   Statements of cash flows for the years ended February 28, 2003 and 2002                                              F-5

   Notes to financial statements                                                                                        F-6
</TABLE>


<PAGE>

INDEPENDENT AUDITORS' REPORT

To the Board of Directors and Stockholders
LCS Golf, Inc.

We have audited the  accompanying  consolidated  balance sheet of LCS Golf, Inc.
and subsidiaries as of February 28, 2003 and the related consolidated statements
of  operations,  changes in capital  deficit  and cash flows for the years ended
February 28, 2003 and 2002. These financial statements are the responsibility of
the Company's  management.  Our responsibility is to express an opinion on these
financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the  United  States of  America.  Those  standards  require  that we plan and
perform the audit  to obtain  reasonable  assurance  about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audits  provide  a
reasonable basis for our opinion.

In our opinion, the financial statements enumerated above present fairly, in all
material  respects,  the consolidated  financial  position of LCS Golf, Inc. and
subsidiaries  as of February 28,  2003,  and the  consolidated  results of their
operations  and their  consolidated  cash flows for the years ended February 28,
2003 and 2002 in conformity with accounting principles generally accepted in the
United States of America.

The  accompanying  financial  statements  have been  prepared  assuming that the
Company  will  continue as a going  concern.  As  discussed  in Note A (3),  the
Company  has a capital  deficit,  a working  capital  deficiency,  has  incurred
recurring losses from operations,  is in default of certain indebtedness and has
had to rely on loans from its majority  stockholder  and others.  These  factors
raise  substantial  doubt  about the  Company's  ability to  continue as a going
concern.  Management's  plans regarding this matter are also described in Note A
[3]. The financial  statements do not include any adjustments  that might result
from the outcome of this uncertainty.


Eisner LLP


New York, New York
June 18, 2003


<PAGE>

LCS GOLF, INC. AND SUBSIDIARIES


Consolidated Balance Sheet
February 28, 2003
<TABLE>
<CAPTION>

<S>                                                                                                            <C>
ASSETS                                                                                                         $             0
                                                                                                               ===============
LIABILITIES
Current liabilities:
   Cash overdraft                                                                                              $        23,300
   Accounts payable                                                                                                    618,135
   Accrued expenses                                                                                                  2,796,442
   Liabilities to be paid with Common Stock                                                                             98,250
   Debt in default                                                                                                     262,500
   Debt not in compliance with terms                                                                                   301,445
   Note payable                                                                                                        100,000
   Loans from stockholder/president                                                                                    930,707
   Other current liabilities                                                                                            53,902
                                                                                                               ---------------

      Total current liabilities                                                                                      5,184,681
                                                                                                               ---------------

Commitments (Notes E and I)

CAPITAL DEFICIT
Common stock - $.001 par value, 50,000,000 shares authorized; 49,120,176 shares
   issued and outstanding; 2,620,000 shares issuable                                                                    49,120
Additional paid-in capital                                                                                          15,311,781
Accumulated deficit                                                                                                (20,545,582)
                                                                                                               ---------------

      Total capital deficit                                                                                         (5,184,681)
                                                                                                               ---------------


                                                                                                               $             0
                                                                                                               ===============
See independent auditors' report and notes to financial statements
</TABLE>



                                      F-2
<PAGE>

LCS GOLF, INC. AND SUBSIDIARIES


Consolidated Statements of Operations
<TABLE>
<CAPTION>

                                                                                                    Year Ended February 28,
                                                                                                     2003             2002
                                                                                                     ----             ----
<S>                                                                                            <C>               <C>
Revenues                                                                                       $        31,908   $       242,806
Cost of revenues                                                                                                          69,946
                                                                                               ---------------   ---------------

                                                                                                        31,908           172,860
                                                                                               ---------------   ---------------

Operating expenses:
   Selling, general and administrative expenses                                                        601,755         3,757,834
                                                                                               ---------------   ---------------

Loss from operations                                                                                  (569,847)       (3,584,974)

Other income (expense):
   Interest expense                                                                                   (682,341)         (746,213)
                                                                                               ---------------   ---------------

Net loss                                                                                       $    (1,252,188)  $    (4,331,187)
                                                                                               ===============   ===============

Net loss per share - basic and diluted                                                         $         (0.03)  $        (0.17)
                                                                                                        ======            ======

Weighted average number of shares outstanding                                                       39,594,996        25,226,746
                                                                                                    ==========        ==========
</TABLE>

See independent auditors' report and notes to financial statements

                                      F-3
<PAGE>

LCS GOLF, INC. AND SUBSIDIARIES

Consolidated Statements of Changes in Capital Deficit
<TABLE>
<CAPTION>
                                                                                Additional                               Total
                                                      Common Shares              Paid-in         Accumulated            Capital
                                                   Shares         Amount         Capital           Deficit              Deficit
                                                   ------         ------         -------           -------              -------
<S>                                                      <C>           <C>          <C>              <C>
Balance - February 28, 2001                       20,282,225    $   20,282   $   12,423,420   $   (14,962,207)    $    (2,518,505)
Issuance of common stock for services              7,125,000         7,125        1,404,074                             1,411,199
Beneficial conversion feature associated with
  the issuance of convertible debt                                                  439,000                               439,000
Net loss for the year ended February 28, 2002                                                      (4,331,187)         (4,331,187)
                                               -------------    ----------   ---------------  ----------------    ----------------
Balance - February 28, 2002                       27,407,225        27,407       14,266,494       (19,293,394)         (4,999,493)
Issuance of common stock for services             10,000,000        10,000          455,000                               465,000
Conversion of convertible promissory notes         5,000,000         5,000          195,000                               200,000
Additional share issued - convertible
  prommisory notes                                 6,000,000         6,000          389,362                               395,362
Shares issued upon cashless exercise of warrants     512,951           513                                                    513
Shares issued in connection with bridge loan         200,000           200            5,925                                 6,125
Net loss for the year ended
   February 28, 2003                                                                               (1,252,188)         (1,252,188)
                                               -------------    ----------   ---------------  ----------------    ---------------

Balance - February 28, 2003                       49,120,176    $   49,120   $   15,311,781   $   (20,545,582)    $    (5,184,681)
                                               =============    ==========   ===============  ================    ===============

</TABLE>

See independent auditors' report and notes to financial statements
                                      F-4
<PAGE>
LCS GOLF, INC. AND SUBSIDIARIES

Consolidated Statements of Cash Flows
<TABLE>
<CAPTION>

                                                                                                    Year Ended February 28,
                                                                                                     2003             2002
                                                                                                     ====             ====
Cash flows from operating activities:
<S>                                                                                            <C>               <C>
   Net loss                                                                                    $ (1,252,188)     $    (4,331,187)
   Adjustments to reconcile net loss to net cash used in operating activities:
      Non cash impairment charge                                                                     34,827
      Depreciation and amortization                                                                   6,917               44,099
      Issuance of common stock for services                                                          75,000            1,404,074
      Financing charge - noncash                                                                    402,000              439,000
      Amortization of deferred financing costs                                                       24,700               44,833
      Expenses to be paid with common stock                                                                              304,000
      Provisions for doubtful accounts                                                                                    39,106
      Changes in:
        Accounts receivable                                                                             496               33,363
        Prepaid and other current assets                                                                                  16,453
        Deferred financing costs                                                                     26,110              (17,000)
        Security deposits                                                                             9,293                8,707
        Accounts payable and accrued expenses                                                       556,536            1,553,577
        Other current liabilities                                                                     1,977               47,925
                                                                                               ---------------   ---------------

           Net cash used in operating activities                                                   (114,332)            (413,050)
                                                                                               ---------------   ---------------

Cash flows from investing activities:
   Purchase of fixed assets                                                                                              (13,610)
                                                                                               ---------------   ---------------

Cash flows from financing activities:
   Cash overdraft                                                                                       8,178             15,122
   Proceeds from bridge note                                                                           75,000
   Proceeds from convertible debt                                                                                        200,000
   Repayment of debt in default                                                                       (10,000)           (50,000)
   Proceeds from stockholder/president loans                                                           41,154            352,362
   Repayment of  stockholder/president loans                                                                             (92,338)
                                                                                               ---------------   ---------------
           Net cash provided by financing activities                                                  114,332           425,146
                                                                                               ---------------   ---------------

Net increase (decrease) in cash                                                                             0             (1,514)
Cash - beginning of year                                                                                    0              1,514
                                                                                               ---------------   ---------------

Cash - end of year                                                                             $            0    $             0
                                                                                               ===============   ===============

Supplementary disclosures of cash paid during the year for:
  Interest                                                                                     $            0    $             0
  Income taxes                                                                                              0                  0
Other non cash activity during the year for:
  Liabilities paid with common stock                                                                  390,000                  0
  Debt converted into common stock                                                                    200,000                  0
</TABLE>

See independent auditors' report and notes to financial statements
                                      F-5
<PAGE>



LCS GOLF, INC. AND SUBSIDIARIES


Notes to Consolidated Financial Statements
February 28, 2003 and 2002



NOTE A - DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

[1]      The Company:

         On October 28, 1997, LCS Golf,  Inc. (the  "Company"),  an inactive New
         York  corporation,  was merged in a reverse merger  transaction into an
         inactive  Delaware  corporation  with the same name ("LCS Delaware") in
         exchange for 980,904 shares of LCS Delaware's common stock. The Company
         paid $50,000 as a finder's fee in connection  with the merger which was
         charged to  expense.  In  addition,  3,916,360  shares  with a value of
         $25,000 were issued to certain existing shareholders of the Company for
         services  rendered  in  connection  with  the  merger.   For  financial
         accounting purposes, the merger on October 28, 1997 has been treated as
         the  acquisition  of LCS  Delaware  by the  Company  in the  form  of a
         recapitalization.  Therefore,  no value has been ascribed to the common
         stock held by the LCS Delaware shareholders.

         The Company was formed under the laws of the State of New York on March
         8, 1994. On October 26, 1994, the Company commenced business operations
         with the purchase of substantially all of the assets and the assumption
         of  specific  liabilities  of  Bert  Dargie  Golf,  Inc.,  a  Tennessee
         corporation  engaged  in the  business  of  designing,  assembling  and
         marketing golf clubs and related accessories.

         In  August  1996,  the  Company  conveyed,  assigned,  transferred  and
         delivered  substantially  all of its business assets to Dargie Golf Co.
         (the "Purchaser") in exchange for the: i) cancellation of the remaining
         debt owed to the Purchaser  arising from the October 26, 1994 purchase,
         ii) sale by Herbert A. Dargie III of his 5 percent  ownership  interest
         in the  Company to the  Company  and,  iii) the  assumption  of certain
         liabilities of the Company by the Purchaser.

         The Company was engaged in the  acquisition  and operation of companies
         which  provide  products and  services to the golf  playing  public and
         marketing the database  information  obtained from its websites.  These
         products  and  services  included   discounted  green  fees  and  other
         services,  and  a  golf  website   (http://www.golfuniverse.com)  which
         provides  various  golf-related  hyperlinks  to other golf websites and
         golf course  previews.  As of February 28,  2003,  the Company has very
         limited operations.

         The Company formerly designed and manufactured  consumer products,  but
         ceased its manufacturing operations in November of 1999. These products
         consisted  of specialty  pillows  which LCS Golf planned to sell on its
         websites.  LCS Golf had  outsourced  its  manufacturing  operations  to
         produce the  Company's  line of products  utilizing  its  machinery and
         equipment.  During the years  ended  February  28,  2003 and 2002,  the
         manufacturing  segment was idle due to the  Company's  decision  not to
         allocate funds to this segment and to concentrate  all of its resources
         in its database and Internet marketing business.

         As of February 28, 2003,  the Company has lost most of its websites and
         domain  names,  and its  database  has become  obsolete.  Some of these
         websites  and  domain  names are being  used by a company  owned by the
         Company's Chief Operating Officer. It is unlikely that the Company will
         be able to recover any of these  websites  and/or  domain names and the
         Company may not be able to adequately update its database. Accordingly,
         it is  unlikely  that the  Company  will be able to  resume  its  prior
         operations.

         The Company generated minimal revenues in fiscal 2003 and currently has
         no revenue generating operations.

[2]      Principles of consolidation:

         The consolidated financial statements include the accounts of LCS Golf,
         Inc. and its subsidiaries:  Play Golf Now, Inc.; Golfpromo,  Inc.; Golf
         Universe,  Inc.; Ifusion Corp. and Mr. B III, Inc.  (inactive),  all of
         which  are  wholly  owned.  All  material   intercompany  accounts  and
         transactions have been eliminated in consolidation.

[3]      Basis of presentation:

         The  accompanying  financial  statements  have been prepared on a going
         concern  basis which  contemplates  the  realization  of assets and the
         satisfaction  of  liabilities  in the normal  course of  business.



                                      F-6
<PAGE>

LCS GOLF, INC. AND SUBSIDIARIES


Notes to Consolidated Financial Statements
February 28, 2003 and 2002

NOTE A - DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT  ACCOUNTING POLICIES
(CONTINUED)

[3]      Basis of presentation:  (continued)

         Through  February 28,  2003,  the Company has not been able to generate
         significant  revenues  from its  operations  to  cover  its  costs  and
         operating  expenses and has incurred  significant  recurring losses. In
         addition,  the Company has a significant working capital deficiency and
         a capital deficit and is in default of certain  indebtedness.  Although
         the Company has been able to issue its common  stock for a  significant
         portion  of its  expenses  and has had to rely on loans  from its major
         stockholder/president  and others,  it is not known whether the Company
         will be able to  continue  this  practice.  It is also not known if the
         Company will be able to meet its operating expense requirements.

         These circumstances raise substantial doubt about the Company's ability
         to  continue  as a going  concern.  If the Company is not able to raise
         sufficient  additional  capital or debt financing,  the Company will be
         forced to cease operations.  In addition,  the Company is investigating
         potential  merger  candidates  that  have or may be  able  to  generate
         additional capital or obtain debt financing. No assurances can be given
         to the success of these plans. The financial  statements do not include
         any   adjustments   that  might   result  from  the  outcome  of  these
         uncertainties.

         Subsequent to February 28, 2003, the Company has obtained approximately
         $230,000  (see Note L) from  third  parties  through  the  issuance  of
         noninterest bearing convertible promissory demand notes.

         Certain accounts have been reclassified for comparative purposes.

[4]      Deferred income taxes:

         Deferred  income  taxes are  reported  using  the  asset and  liability
         method.  Deferred tax assets are recognized  for  deductible  temporary
         differences  and deferred tax  liabilities  are  recognized for taxable
         temporary  differences.   Temporary  differences  are  the  differences
         between the reported  amounts of assets and  liabilities  and their tax
         bases.  Deferred tax assets are reduced by a valuation  allowance when,
         in the  opinion of  management,  it is more  likely  than not that some
         portion  or  all of the  deferred  tax  assets  will  not be  realized.
         Deferred  tax assets and  liabilities  are  adjusted for the effects of
         changes in tax laws and rates on the date of enactment.




                                      F-7
<PAGE>
LCS GOLF, INC. AND SUBSIDIARIES


Notes to Consolidated Financial Statements
February 28, 2003 and 2002


NOTE A - DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT  ACCOUNTING POLICIES
(CONTINUED)

[5]      Advertising costs:

         The Company expenses its advertising costs when incurred.

         Advertising costs were approximately $500 for the year ended February
         28, 2003 and $1,000 for the year ended February 28, 2002.

[6]      Loss per share:

         Loss  per  share  has been  computed  by  dividing  the net loss by the
         weighted  average  number  of common  shares  outstanding  during  each
         period.  The effect of outstanding  potential common shares,  including
         stock options, warrants and convertible debt is not included in the per
         share calculations as it would be anti-dilutive.

[7]      Use of estimates:

         The  preparation of financial  statements in conformity with accounting
         principles  generally accepted in the United States of America requires
         management to make estimates and  assumptions  that affect the reported
         amounts of assets,  which are  subject  to  impairment  considerations,
         liabilities and disclosure of contingent  assets and liabilities at the
         date of the financial  statements and reported  amounts of revenues and
         expenses during the reporting period.  Actual results could differ from
         those estimates.

[8]     Revenue recognition:

         (a)      Advertising revenue:

                  Advertising revenue is derived from third-party advertising on
                  the   Company's   websites.   This  is   comprised  of  banner
                  advertising and newsletter  marketing.  Advertising revenue is
                  recognized in the period that the  advertisement is displayed.
                  Revenue  related  to  barter  transactions  is not  recognized
                  unless the fair value of the advertising is determinable based
                  upon the  Company's  sales of  similar  advertising  space for
                  which it was paid in cash.

         (b)      Merchandise revenue:

                  Merchandise  revenue is derived  principally  from the sale of
                  specialty pillows, and is recognized once the product has been
                  shipped and payment is assured.

         (c)      E-mail distribution revenue:

                  E-mail   distribution   revenue  is  derived  from  delivering
                  permission  e-mail for  third-parties to use the Company's and
                  other mailing lists. E-mail distribution revenue is recognized
                  when the e-mail is delivered.



                                      F-8
<PAGE>
LCS GOLF, INC. AND SUBSIDIARIES


Notes to Consolidated Financial Statements
February 28, 2003 and 2002


NOTE A - DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT  ACCOUNTING POLICIES
(CONTINUED)

[9]     Revenue recognition:  (continued)

(d)      Marketing revenue:

         Marketing  revenue is derived  from  providing  marketing  services and
         related  marketing  materials to third  parties.  Marketing  revenue is
         recognized once the service is completed.

(e)      Commission income:

         Commission  income is derived from  e-commerce  transactions  generated
         through the Company's  websites for  third-party  products.  Commission
         revenue is recognized  once the product has been shipped and payment is
         assured.


NOTE B - INCOME TAXES

At February 28, 2003, the Company has available for federal income tax purposes,
net operating loss carryforwards of approximately  $15,225,000  expiring through
2023 which  generated  a deferred  tax asset of  approximately  $6,090,000.  The
difference  between the cumulative net losses for financial  reporting  purposes
and the net operating  loss  carryforwards  for tax purposes is primarily due to
accrued  expenses  which are not currently  deductible  for tax purposes,  which
generated a deferred tax asset of approximately  $545,000.  The Company provided
a  valuation  allowance  against  these  deferred  tax  assets of  approximately
$6,635,000 since the likelihood of realization cannot be determined.

The  difference  between the  statutory tax rate of 34 percent and the Company's
effective  tax rate of 0 percent is due to the 100 percent  valuation  allowance
against net deferred tax assets.

Section 382 of the Internal Revenue Code contains provisions which may limit the
loss  carryforwards  available  if  significant  changes  occur  in  stockholder
ownership  interests.  Management  believes that such  limitations  apply to the
February 28, 1999  cummulative net operating loss of  approximately  $5,592,000.
Accordingly,   the  Company  will  be  subject  to  an  annual   limitation   of
approximately $395,000 on the utilization of its February 28, 1999 net operating
loss. The  utilization of the net operating loss carryforwards  could be subject
to further  limitations  based upon the shares issued subsequent to February 28,
1999.

The  Company  has not  filed its  prior  years'  income  tax  returns  for years
subsequent to February 28, 1998.


NOTE C - LOANS FROM STOCKHOLDER/PRESIDENT

Loans from the major  stockholder/president  are payable on demand with interest
at 10% a year. These loans are unsecured. At February 28, 2003, the net advances
from the major  stockholder/president  were approximately  $931,000. The Company
has recorded interest expense of approximately $90,000 and $67,000 for the years
ended February 28, 2003 and 2002, respectively, on this indebtedness.



                                      F-9
<PAGE>

LCS GOLF, INC. AND SUBSIDIARIES


Notes to Consolidated Financial Statements
February 28, 2003 and 2002

NOTE D - EQUIPMENT

Depreciation expense for the years ended February 28, 2003 and 2002 was $6,917
and $16,020, respectively.

NOTE E - DEBT IN DEFAULT

On February 16, 2000, the Company borrowed from Traffix,  Inc. (formerly Quintel
Communications,   Inc.)  ("Traffix"),  an  internet  marketing  and  development
company,  $500,000 in the form of a convertible  promissory  note ("Note").  The
Note was due on demand at any time after August 16, 2000 and is convertible into
500,000  shares of common  stock of the Company at any time prior to  repayment.
Any  shares  issued  by  the  Company  will  have   registration  and  piggyback
registration  rights and are  subject to  anti-dilution  adjustments  in certain
cases. If any additional shares are issued under the  anti-dilution  provisions,
the Company  will have a one-time  repurchase  right at a $1.00 per share during
the  twelve-month  period following the date of conversion of the Note. The Note
was without interest until the earlier of August 17, 2000 or an event of default
under the Note.  Interest is being  charged at prime plus 4%, not to exceed 14%.
The Note may be prepaid at anytime  after giving 15 days prior  written  notice.
The Note is  collateralized  by the Company's  database and all related records,
contract rights and intangibles which have been delivered to the lender and must
be updated upon request, until the obligation has been paid.

The Company entered into a ten-year licensing agreement with Traffix for the use
of the  Company's  database  for a monthly  payment of $5,000.  During the years
ended February 28, 2003 and 2002, no such payments were made.

On the same date, the Company also entered into a two-year  marketing  agreement
with  Traffix to develop  programs  to market  products  and  services  and send
promotional  e-mails to the visitors and  customers of the  Company's  websites.
Traffix  is to pay the  Company  $.25 for each  individual  who  "opts in" to be
registered  with Traffix at its site.  Revenues  generated  from these  programs
(less direct "out-of-pocket"  costs, including royalties,  cost of producing the
marketing materials and other expense directly related to the programs) is to be
divided equally and distributed quarterly less any required reserves. There have
been no revenues recognized from these programs.



                                      F-10
<PAGE>
LCS GOLF, INC. AND SUBSIDIARIES


Notes to Consolidated Financial Statements
February 28, 2003 and 2002


NOTE E - DEBT IN DEFAULT  (CONTINUED)



In connection with the marketing agreement,  the Company issued two-year options
to purchase  100,000  shares of the Company's  common stock at $1.00 a share and
100,000  shares at $2.00 per share.  The value of these  options at grant  date,
utilizing the Black-Scholes  option-pricing model, was $139,000. The assumptions
used in  determining  the value was an expected  volatility  of 155%, an average
interest  rate of 6.68% per annum and an expected  holding  period of two years.
The estimated value of these options was expensed in the year ended February 28,
2001. These options are subject to certain anti-dilution  provisions and provide
registration  rights for the underlying  shares. The agreement can be terminated
in the  event of a default  under the  agreement  by either  party  which is not
corrected within 30 days after notice is given.

On August 8, 2000, following certain  disagreements  concerning Traffix's use of
the Company's  database,  the Company  entered into a Forbearance  Agreement and
amended the security agreement with Traffix.  The Company made a $50,000 payment
against the $500,000  convertible note which was funded  personally by its major
stockholder/president.  The Note was  amended to provide  for payment on demand.
The amended security agreement requires the Company to remit to Traffix,  50% of
collections on the outstanding accounts receivable as of August 10, 2000 and 25%
of all subsequent accounts receivable collected,  within five days. Payments are
to be  credited  first  to interest  and then to  principal.  Traffix is also to
receive 50% of all other cash receipts,  including  additional loans,  until the
Note is paid. The amended  security  agreement also includes all accounts of the
Company and all security,  or  guarantees  held with respect to the accounts and
all account  proceeds.  In addition,  the Company's major  stockholder/president
personally  guaranteed up to $250,000 of the Note of which $237,500,  (including
the two  payments of $50,000  each  discussed  below) has been paid against this
guaranty.

Due to the above amendment,  Traffix agreed not to demand payment on the Note or
commence  any action  against the Company,  as long as it receives  payments for
interest  and  principal  of at least  $10,000  per month or  collection  of the
Company's accounts  receivable or money from the guarantor,  the Company's major
stockholder/president,  and the  Company  generates  gross  revenues of at least
$75,000 per month.

On August 8, 2000, the Company received $300,000 from American Warrant Partners,
LLC ("AWP")  evidenced by an 8% convertible  subordinated  promissory  note (see
below).  The  Company did not remit 50% of the cash  proceeds  of this note,  as
required by the Forbearance Agreement,  which put the Company into default under
its  agreement  with  Traffix.  The  Company  has not  obtained  a waiver of the
default, however, the major  stockholder/president  personally made two payments
of $50,000 each towards the  principal  and  interest on the Traffix  Note.  The
Company  recorded  these payments as a loan from its  stockholder/president.  In
addition,  the Company  agreed to remit 50% (formerly 25%) of cash received from
new accounts receivable.

On May 16, 2001,  the Company entered into an agreement with Traffix, Inc. which
amended the  aforementioned  Forbearance  Agreement  dated  August 8, 2000.  The
Company agreed to pay $10,000 on signing.  Upon the closing of the AWP financing
(see Note G), Traffix was to be paid an additional  $10,000.  Commencing on June
1, 2001,  the Company  agreed to a payment  schedule of a minimum of $10,000 per
month.  Since May 16, 2001 the Company has not made all of the required  $10,000
monthly  payments  to  Traffix,  as  called  for  by  the  amended  Forebearance
Agreement.  As a result,  as of February 28, 2003,  the Company is in default of
its amended Forbearance Agreement with Traffix.



                                      F-11
<PAGE>

LCS GOLF, INC. AND SUBSIDIARIES


Notes to Consolidated Financial Statements
February 28, 2003 and 2002

NOTE F - DEBT NOT IN COMPLIANCE WITH TERMS

         [1] On August 8, 2000, AWP loaned the Company $300,000  evidenced by an
         8%  convertible  subordinated  promissory  note with a maturity date of
         August 8, 2002.  The note is  convertible,  at the option of AWP,  into
         common  stock  at $.25  per  share  (market  price  on the  date of the
         agreement of $.4375 per share), subject  to adjustment, which  resulted
         in a discount of the note of approximately $201,000. This  discount was
         immediately recognized as interest expense due to the ability of AWP to
         convert the note at any time. Interest is payable quarterly  commencing
         on  September  30, 2000.  The Company  also issued a five-year  warrant
         expiring on August 8, 2005 to purchase  600,000 shares of common stock,
         exercisable at $.40 per share,  subject to adjustment,  to be exercised
         in whole or in part. The value of this warrant at grant date, utilizing
         the Black-Scholes option-pricing model, was approximately $260,000. The
         assumptions used in determining the value was an expected volatility of
         227%,  an  average  interest  rate of 6.06% per  annum and an  expected
         holding  period of five years.  The  allocated  value of the warrant is
         $99,000.  This amount is to be amortized  over the life of the two-year
         note, or shorter if exercised  earlier.  Based upon the values ascribed
         to the convertibility  feature of the note and the warrant, the Company
         has recorded  additional  interest  expense of  approximately  $228,000
         during the year ended  February 28, 2001. The Company also entered into
         a registration  rights agreement  whereby a Registration  Statement for
         the  shares is to be filed as soon as  reasonably  practicable  but not
         later  than   September  15,  2000.   The  Company  did  not  file  the
         Registration  Statement by September 15, 2000 and since a  Registration
         Statement was not declared effective by November 15, 2000, the terms of
         the  agreement  are that for each 30-day  period that the  Registration
         Statement is not declared  effective,  the conversion price of $0.25 of
         the convertible  note and the warrant exercise price of $0.40 will each
         be reduced by 2% per 30-day  period,  until the exercise  price reaches
         $0.05.  Pursuant to this  provision,  at Feburary 28, 2002, the reduced
         conversion price and the exercise prices were each $0.05  respectively.
         In addition, the interest rate on the convertible note will increase 2%
         for each 30-day period,  not to exceed 15%. Pursuant to this provision,
         the Company has recorded interest expense of $24,000 for the year ended
         February 28, 2002 and $11,000 for the year ended  February 28, 2001. As
         of February 28, 2001, the interest rate was 15%.  Certain  officers and
         directors  agreed to a lock-up  agreement  restricting  their  right to
         sell,  transfer,  pledge or  hypothecate  or otherwise  encumber  their
         shares  until  the  earlier  of 1)  the  one  year  anniversary  of the
         agreement,  2) the effective date of the  Registration  Statement or 3)
         until the Company raises  $1,000,000 in equity or debt  financing.  The
         Company  agreed  to  recommend  and use its  best  efforts  to  elect a
         representative of AWP to the Board of Directors until one year from the
         date of the agreement or until the Company raises  $1,000,000 in equity
         or debt financing.

         On May 16,  2001,  the Company  entered into an  amendment,  waiver and
         consent  relating to the 8% convertible  subordinated  promissory note,
         warrant,  and  registration  rights  agreement  revising the conversion
         price of the  promissory  note and the exercise price of the warrant to
         the  lower  of  $0.12 or 80% of the  current  market  price on the date
         immediately  preceding  the date of the  exercise  or  conversion.  The
         Company is  required  to  register  the  underlying  common  stock in a
         registration  statement to be filed in  connection  with a proposed new
         investment no later than 60 days from June 15, 2001,  in  consideration
         for which, AWP has agreed to waive any penalty  provisions with respect
         to the filing of the registration statement and consent to the issuance
         of common stock below the then applicable  conversion or exercise price
         of the promissory note and warrant  relating to the financing  received
         on May 24, 2001.



                                      F-12
<PAGE>
LCS GOLF, INC. AND SUBSIDIARIES


Notes to Consolidated Financial Statements
February 28, 2003 and 2002

NOTE F - DEBT NOT IN COMPLIANCE WITH TERMS  (CONTINUED)

[1]      (continued)

         Pursuant to this amendment of the Conversion  and Exercise  price,  the
         Company recorded a charge of approximately  $239,000 during the quarter
         ended May 31, 2001, which represents the beneficial  conversion feature
         resulting  from the  difference  between the fair  market  value of the
         shares  at the  effective  date  of the  amendment  and  the  effective
         conversion rate of the note.

[2]      On May 24, 2001,  the Company  entered  into an agreement  with Private
         Capital Group, LLC ("PCG") (an entity related to AWP) for the sale of
         $200,000 of 8% convertible  debentures with Private Capital Group,  LLC
         ("PCG") ( an entity related to American Warrant  Partners) which can be
         converted at any time by the holder or will automatically  convert into
         common  stock in five years,  at the lower of $0.12 per share or 80% of
         the market  price as defined.  The  $200,000  Note has been  personally
         guaranteed by the Company's major stockholder/president with 750,000 of
         his shares of the  Company's  stock  being held in escrow.  The Company
         also  agreed to file a  registration  statement  for the  shares but no
         later than sixty  calendar days from June 15, 2001. The Company did not
         file the  registration  statement  within  the  sixty-day  period.  The
         lenders  waived this  noncompliance.  At February 28, 2002, the Company
         had  received  $175,000  of  proceeds  from this note.  The Company has
         recorded a charge of $175,000 for the year ended February 28, 2002. The
         charge represents the beneficial  conversion feature resulting from the
         difference  between  the fair market value of the shares at the date of
         issuance  of the  debt  and  the  effective  conversion  rate  for  the
         convertible debentures.

On January 31,  2002,  the Company  was  notified  that it was in default of its
convertible  debentures  agreements with Private Capital Group,  LLC ("PCG") and
its 8% convertible subordinated promissory note to American Warrant.

The Company has not paid the interest due on the promissory note, which American
Warrant considers to be an event of default under the note. This default was not
cured within twenty calendar days therefore,  the principal and accrued interest
are payable immediately.

On June 28, 2002, the Company entered into an Agreement and Release with AWP and
PCG,  the  holders  of the  Company's  8%  convertible  promissory  notes.   The
Agreement and Release  addresses the Company's  noncompliance  with the terms of
the 8% convertible promissory notes.

Pursuant to the Agreement and Release,  AWP and PCG in the aggregate  converted
$200,000 of the 8% convertible  promissory  notes at a price of $0.04 per share,
as  adjusted,  for an  aggregate of  5,000,000  shares of the  Company's  common
stock. Should the price of the Company's stock not reach and remain at $0.50 per
share for a minimum  period of thirty  trading  days within 120 days of a merger
with an operating company,  at an average volume of 150,000 shares per day, then
the Company will issue a total of an additional  6,000,000  shares of its common
stock to AWP and PCG.  Since a merger  with an  operating  company did not occur
within thirty days of the aforementioned agreement and release, AWP and PCG have
the option to  receive  immediate  repayment  of their  notes or to receive  the
additional  6,000,000  shares of common stock. On November 26, 2002, the Company
issued the aforementioned 6,000,000 shares of common stock to AWP and PCG.

Also pursuant to the Agreement and Release  described  above, AWP exercised the
warrants  that were  issued in  conjunction with the 8%  convertible  promissory
notes.  These warrants were exercised on a cashless basis into 512,951 shares of
the Company's common stock.

The 800,000  shares that had been held in escrow as security for the  promissory
notes were released and returned to the Company's  president and chief executive
officer.

NOTE G - Bridge Note

On May 28, 2002,  the Company  entered into a loan  agreement with a third party
for $75,000.  In  conjunction  with this loan the Company also granted the third
party 200,000  shares of the Company's  common stock.  The Company's  president,
chief  executive  officer  and  principal  stockholder  has  personally  pledged
2,000,000  shares of the Company's  common stock as collateral for the loan. The
Company  defaulted on the  aforementioned  loan when it was not able to make the
required repayment of $75,000 on June 11, 2002.  Pursuant to the loan agreement,
the Company is required to issue  10,000  shares of the  Company's  Common Stock
("Penalty  Shares")  to the third party for each day the loan is past due. As of
February  28,2003,  the Company is  obligated to issue  2,620,000  shares of its
common stock and for the year ended February 28,2003, the  Company has  recorded
$98,000 in interest expense, related to these penalty shares.

The Company is only  authorized  to issue 50 million  shares of common  stock of
which 49,120,176 are currently issued and outstanding.  Accordingly, the Company
will be unable to issue these  additional  shares to the lender unless it amends
its Certificate of  Incorporation  to permit it to increase the number of shares
of common stock that it is authorized to issue.  Such an amendment  will require
shareholder  approval,  which the Company  cannot assure will be obstained.  The
Company's  failure to issue these additional  shares to the lender could subject
the Company to substantial liability.

NOTE H - ISSUANCE OF COMMON STOCK

In June 2001, the Company issued approximately  6,400,000 shares of common stock
in payment  of  $1,287,250  due  employees  and  consultants.  Of these  shares,
1,800,000 shares were issued to the major stockholder/president of the Company.

In March 2002, the Company issued 9,750,000 shares of common stock to employees,
directors  and  consultants  for  services  performed  in fiscal year 2002.  The
Company valued these shares at $0.04 per share and recorded a charge of $390,000
in the 2002 statement of operations. Of these shares, 250,000 were issued to the
Company's chief operating officer.

In May 2002,  the Company  issued  250,000  shares of common  stock for services
rendered to the Company valued at $75,000.


                                      F-13
<PAGE>

LCS GOLF, INC. AND SUBSIDIARIES


Notes to Consolidated Financial Statements
February 28, 2003 and 2002


NOTE I - COMMITMENTS

[1]      Employment agreements:

         On June 1,  1998,  the  Company  entered  into a five  year  employment
         agreement with its president which provides for a minimum annual salary
         of  $260,000  with  annual  increases  of not less than  four  percent.
         Compensation  under this  agreement  was  $301,000 and $289,000 for the
         years ended  February 28, 2003 and 2002,  respectively.  As of February
         28,  2003, the Company has included in accrued  expenses  $1,182,000 of
         unpaid salary.

[2]      Consulting agreement:

         On June 12, 2001, the Company entered into a consulting  agreement with
         PCG for a period of twelve months commencing on May 24, 2001.  Pursuant
         to the agreement,  as compensation the Company is to pay $26,000 to the
         Group in shares of its common  stock as shall equal the lesser of $0.12
         per share or 80% of the market price, as defined.

[3]      Lease:

         In June 2001,  the Company  entered into a three-year  lease for office
         space in Florida.  As of February 28, 2003, the Company had vacated its
         office  space in Florida.  In  December of 2002 a judgement  was issued
         against the Company in a case brought by the Company's former landlord.
         As a result of this  judgement  the Company has accrued  $160,000 as of
         February 28, 2003.

         The Company's  other  locations  were leased space on a  month-to-month
         basis.  Rent expense was $41,000 for the year ended  February 28, 2002.
         Office facilities were provided to the Company by its president without
         charge, for the year ended February 28, 2003.



                                      F-14
<PAGE>

LCS GOLF, INC. AND SUBSIDIARIES


Notes to Consolidated Financial Statements
February 28, 2003 and 2002

NOTE J - CAPITAL DEFICIT

During the year ended February 28, 1999, the Company sold, under Regulation D of
the Federal  Securities Act, 200,000 units at $.10 a unit. Each unit consists of
one share of the  Company's  common  stock and two common stock  warrants.  Each
warrant is for the purchase of seven shares of common stock at $.35 a share.  At
February 28, 2003, 50 warrants remain outstanding.

NOTE K - SEGMENTS

The Company operates in one business segment; the marketing of database
information obtained from its website and others.


NOTE L - SUBSEQUENT EVENTS

On May 1, 2003 a complaint  naming the Company and its two officers was filed by
a third party in Palm Beach County, Florida.  The complaint  alleges a breach of
contract and contains  allegations of losses of $1,625,000  plus  securities and
other compensation.  The Company has served an answer denying the allegations of
the complaint and believes that the complaint has no merit.

On May 1, 2003 the Company repaid a $75,000 loan from a third party. In addition
the  Company  has agreed to issue 1 million  shares of its common  stock in full
settlement of the default  provisions  under the note. (see Note G). In order to
issue these shares the Company must amend its  certificate of  incorporation  to
increase the number of shares it is  authorized  to issue.  The Company has also
agreed to issue an additional  100,000 shares of common stock to the third party
if the  certificate  of  incorporation  is not amended in six months.  The third
party  will also  receive  piggyback  registration  rights  with  respect to the
aforementioned shares. Concurrent with the repayment of the loan the third party
has also released 2 million shares of the Company's stock to the Company's major
stockholder/president  that the third party had been holding as  collateral  for
the loan.

During the first  quarter of fiscal  2004 the  Company  issued  $230,000  of non
interest bearing convertible  promissory notes payable on demand and convertible
at $0.03 per share.


                                      F-15