---

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


---

FORM 10-QSB

Quarterly Report Under Section 13 or 15(d)
  of The
  Securities Exchange Act of 1934

|For the Quarter Ended: March 31, 2003 | Commission File Number: 33-28188
|------------------------------------- | --------------------------------

STRATEGIC INTERNET INVESTMENTS, INCORPORATED(Exact name of registrant as specified in its charter)

|Delaware                 | 84-1116458            
|------------------------ | ----------------------
|(State of Incorporation) | (I.R.S. Employer      
|                         | Identification Number)

Suite 450 - 650 West Georgia Street, Vancouver,
  B.C. Canada V6B 4N8 (Address of Principal Executive Offices) (Postal Code)

Registrant's Telephone Number, including
  area code: (604) 684-8662

Indicate by check mark whether the Registrant
  (1) has filed all reports required to be filed under 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 the filing requirements for at least the past 90 days.

Yes x   No
   ̈

Indicate the number of shares outstanding
  of each of the Issuer's classes of common stock, as of the end of the Period.

15,855,596 as at March 31, 2003

---

---

PART 1 - FINANCIAL INFORMATION

|ITEM 1. | FINANCIAL STATEMENTS (UNAUDITED)
|------- | --------------------------------
|        |                                 
|        | i)                              
|        | ii)                             
|        | iii)                            
|        | iv)                             
|        | v)                              





STRATEGIC INTERNET INVESTMENTS, INCORPORATED

(A Development Stage Company)

INTERIM CONSOLIDATED FINANCIAL STATEMENTS

March 31, 2003

(Stated in US Dollars)

(Unaudited)





---

STRATEGIC INTERNET INVESTMENTS, INCORPORATED
  (A Development Stage Company)
  INTERIM CONSOLIDATED BALANCE SHEETS
  March 31, 2003 and December 31, 2002
  (Stated in US Dollars)(Unaudited)

|                                                            |   | March 31,  |   |   | December 31, |  
|----------------------------------------------------------- | - | ---------- | - | - | ------------ | -
|ASSETS                                                      |   | 2003       |   |   | 2002         |  
|                                                            |   |            |   |   |              |  
|Current                                                     |   |            |   |   |              |  
|Cash                                                        |   | 46         |   |   | -            |  
|Prepaid expense                                             | $ | 27,148     |   | $ | 28,000       |  
|                                                            |   |            |   |   |              |  
|                                                            |   | 27,194     |   |   | 28,000       |  
|Capital assets                                              |   | 1,254      |   |   | 1,356        |  
|Deferred investment costs  Note 5                          |   | 99,210     |   |   | 65,000       |  
|                                                            | $ | 127,658    |   | $ | 94,356       |  
|                                                            |   |            |   |   |              |  
|LIABILITIES                                                 |   |            |   |   |              |  
|                                                            |   |            |   |   |              |  
|Current                                                     |   |            |   |   |              |  
|Bank indebtedness                                           | $ | -          |   | $ | 19           |  
|Accounts payable                                            |   | 192,679    |   |   | 203,247      |  
|Due to related
      parties                                |   | 49,289     |   |   | 49,314       |  
|Loans payable                                               |   | 71,404     |   |   | 86,950       |  
|                                                            |   | 313,372    |   |   | 339,530      |  
|Loans payable                                               |   | 50,026     |   |   | 25,894       |  
|                                                            |   | 363,398    |   |   | 365,424      |  
|STOCKHOLDERS DEFICIENCY                                    |   |            |   |   |              |  
|                                                            |   |            |   |   |              |  
|Capital Stock                                               |   |            |   |   |              |  
|Class
      A Convertible Preferred stock, $0.001 par value |   |            |   |   |              |  
|10,000,000
      authorized, 1,268,750 outstanding          |   | -          |   |   | -            |  
|Class B preferred
      stock, $0.001 par value             |   |            |   |   |              |  
|10,000,000
      authorized, none outstanding               |   |            |   |   |              |  
|Common stock,
      $0.001 par value                        |   |            |   |   |              |  
|100,000,000
      authorized                                |   |            |   |   |              |  
|15,855,596 outstanding
      (2001: 15,205,596 outstanding) |   | 15,854     |   |   | 15,204       |  
|Additional paid-in capital                                  |   | 2,615,278  |   |   | 2,550,928    |  
|Contributed capital                                         |   | 240,527    |   |   | 240,527      |  
|Deficit accumulated during the development
      stage      |   | (3,107,399 | ) |   | (3,077,727   | )
|                                                            |   |            |   |   |              |  
|                                                            |   | (235,740   | ) |   | (271,068     | )
|                                                            |   |            |   |   |              |  
|                                                            | $ | 127,658    |   | $ | 94,356       |  
|                                                            |   |            |   |   |              |  

SEE ACCOMPANYING NOTES

---

STRATEGIC INTERNET INVESTMENTS, INCORPORATED(A Development Stage Company)
  INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS
  for the three months ended March 31, 2003 and 2002
  and February 28, 1989 (Date of Inception) to March 31, 2003
  (Stated in US Dollars)(Unaudited)

|                                              |   |                 |   |   |                  |   |   | Cumulative     |  
|--------------------------------------------- | - | --------------- | - | - | ---------------- | - | - | -------------- | -
|                                              |   |                 |   |   |                  |   |   | from February  |  
|                                              |   |                 |   |   |                  |   |   | 28, 1989 (Date |  
|                                              |   | Three months    |   |   | of Inception) to |  
|                                              |   | ended March 31, |   |   | March 31,        |  
|                                              |   | 2003            |   |   | 2002             |   |   | 2003           |  
|                                              |   |                 |   |   |                  |   |   |                |  
|General and Administrative Expenses           |   |                 |   |   |                  |   |   |                |  
|Accounting and audit
      fees               | $ | -               |   | $ | 1,375            |   | $ | 44,157         |  
|Amortization                                  |   | 102             |   |   | 146              |   |   | 1,774          |  
|Consulting fees                               |   | 21,000          |   |   | 9,000            |   |   | 1,714,504      |  
|Filing fees (recovery)                        |   | (162            | ) |   | 176              |   |   | 11,338         |  
|Interest                                      |   | 1,355           |   |   | -                |   |   | 7,016          |  
|Legal fees                                    |   | 3,544           |   |   | -                |   |   | 100,018        |  
|Investor relations                            |   | -               |   |   | -                |   |   | 50,502         |  
|Management fees                               |   | -               |   |   | -                |   |   | 112,000        |  
|Office and general
      expenses             |   | 216             |   |   | 2,395            |   |   | 101,715        |  
|Rent                                          |   | -               |   |   | 1,546            |   |   | 25,995         |  
|Telephone expense                             |   | 2,636           |   |   | -                |   |   | 27,831         |  
|Transfer agent fees                           |   | 981             |   |   | 505              |   |   | 21,727         |  
|Travel and promotion                          |   | -               |   |   | -                |   |   | 13,748         |  
|Non-cash compensation
      charge            |   | -               |   |   | -                |   |   | 215,085        |  
|                                              |   |                 |   |   |                  |   |   |                |  
|Loss before the following:                    |   | (29,672         | ) |   | (15,143          | ) |   | (2,447,410     | )
|Unauthorized distribution                     |   | -               |   |   | -                |   |   | (69,116        | )
|Gain on settlement
      of debt              |   | -               |   |   | -                |   |   | 15,464         |  
|Write-down of advances
      to related party |   | -               |   |   | -                |   |   | (606,337       | )
|                                              |   |                 |   |   |                  |   |   |                |  
|Net loss for the period                       | $ | (29,672         | ) | $ | (15,143          | ) | $ | (3,107,399     | )
|                                              |   |                 |   |   |                  |   |   |                |  
|Basic loss per share                          | $ | (0.00           | ) | $ | (0.00            | ) |   |                |  
|                                              |   |                 |   |   |                  |   |   |                |  
|Weighted average number of common shares      |   |                 |   |   |                  |   |   |                |  
|outstanding                                   |   | 15,237,651      |   |   | 12,540,567       |   |   |                |  
|                                              |   |                 |   |   |                  |   |   |                |  

SEE ACCOMPANYING NOTES

---

STRATEGIC INTERNET INVESTMENTS, INCORPORATED(A Development Stage Company)
  INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
  for the three months ended March 31, 2003 and 2002
  and February 28, 1989 (Date of Inception) to March 31, 2003
  (Stated in US Dollars)(Unaudited)

|                                                        |   |                 |   |  |           |   |  | Cumulative      |  
|------------------------------------------------------- | - | --------------- | - |  | --------- | - |  | --------------- | -
|                                                        |   |                 |   |  |           |   |  | from February   |  
|                                                        |   |                 |   |  |           |   |  | 28, 1989        |  
|                                                        |   |                 |   |  |           |   |  | (Date of Incep- |  
|                                                        |   | Three months    |   |  | tion) to  |  
|                                                        |   | ended March 31, |   |  | March 31, |  
|                                                        |   | 2003            |   |  | 2002      |   |  | 2003            |  
|                                                        |   |                 |   |  |           |   |  |                 |  
|Cash flows used in operating activities:                |   |                 |   |  |           |   |  |                 |  
|Net loss                                                | $ | (29,672         | ) |  | (15,143   | ) |  | (3,107,399      | )
|Adjustments to reconcile
      net loss to net cash     |   |                 |   |  |           |   |  |                 |  
|used in
      operations:                               |   |                 |   |  |           |   |  |                 |  
|Amortization                                            |   | 102             |   |  | 146       |   |  | 1,774           |  
|Consulting
      fees                                   |   | -               |   |  | -         |   |  | 6,200           |  
|Gain
      on settlement of debt                        |   | -               |   |  | -         |   |  | (15,464         | )
|Management
      fees                                   |   | -               |   |  | -         |   |  | 7,000           |  
|Write-down
      of advances to related party           |   | -               |   |  | -         |   |  | 606,337         |  
|Non-cash
      compensation charge                      |   | -               |   |  | -         |   |  | 215,085         |  
|Issue
      of stock pursuant to a consulting agreement |   | -               |   |  | -         |   |  | 1,454,987       |  
|Changes in non-cash items:                              |   | -               |   |  |           |   |  |                 |  
|Advance
      to related party                          |   | -               |   |  | -         |   |  | (606,337        | )
|Accounts
      payable                                  |   | (10,568         | ) |  | 10,707    |   |  | 448,692         |  
|Prepaid
      expense                                   |   | (852            | ) |  | -         |   |  | 852             |  
|Due
      to related parties                            |   | (25             | ) |  | 4,245     |   |  | 64,913          |  
|                                                        |   |                 |   |  |           |   |  |                 |  
|Net cash used in operating activities                   |   | (39,311         | ) |  | (45       | ) |  | (923,360        | )
|                                                        |   |                 |   |  |           |   |  |                 |  
|Cash flow used in investing activities                  |   |                 |   |  |           |   |  |                 |  
|Organization costs                                      |   | -               |   |  | -         |   |  | (750            | )
|Acquisition of capital assets                           |   | -               |   |  | -         |   |  | (2,278          | )
|Deferred investment cost                                |   | (34,210         | ) |  | -         |   |  | (34,210         | )
|                                                        |   |                 |   |  |           |   |  |                 |  
|Net cash used in investing activies                     |   | (34,210         | ) |  | -         |   |  | (37,238         | )
|                                                        |   |                 |   |  |           |   |  |                 |  

/Contd.

SEE ACCOMPANYING NOTES

---

STRATEGIC INTERNET INVESTMENTS, INCORPORATED(A Development Stage Company)
  INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
  for the three months ended March 31, 2003 and 2002
  and February 28, 1989 (Date of Inception) to March 31, 2003
  (Stated in US Dollars)(Unaudited)

Continued

|                                                   |   |                 |   |   |           |   |   | Cumulative      |  
|-------------------------------------------------- | - | --------------- | - | - | --------- | - | - | --------------- | -
|                                                   |   |                 |   |   |           |   |   | from February   |  
|                                                   |   |                 |   |   |           |   |   | 28, 1989        |  
|                                                   |   |                 |   |   |           |   |   | (Date of Incep- |  
|                                                   |   | Three months    |   |   | tion) to  |  
|                                                   |   | ended March 31, |   |   | March 31, |  
|                                                   |   | 2003            |   |   | 2002      |   |   | 2003            |  
|                                                   |   |                 |   |   |           |   |   |                 |  
|Cash flows from financing activities:              |   |                 |   |   |           |   |   |                 |  
|Bank indebtedness                                  |   | (19             | ) |   |           |   |   | -               |  
|Loans payable                                      |   | 8,586           |   |   | -         |   |   | 121,430         |  
|Proceeds from issuance of
      common stock       |   | 65,000          |   |   | -         |   |   | 841,042         |  
|Payment of offering costs                          |   | -               |   |   | -         |   |   | (27,270         | )
|Contributed capital                                |   | -               |   |   | -         |   |   | 25,442          |  
|                                                   |   |                 |   |   |           |   |   |                 |  
|Net cash provided by financing activities          |   | 73,567          |   |   | -         |   |   | 960,644         |  
|                                                   |   |                 |   |   |           |   |   |                 |  
|Net increase (decrease) in cash                    |   | 46              |   |   | (45       | ) |   | 46              |  
|                                                   |   |                 |   |   |           |   |   |                 |  
|Cash, beginning of period                          |   | -               |   |   | 56        |   |   | -               |  
|                                                   |   |                 |   |   |           |   |   |                 |  
|Cash, end of period                                | $ | 46              |   | $ | 11        |   | $ | 46              |  
|                                                   |   |                 |   |   |           |   |   |                 |  
|Supplementary disclosure of cash flow information: |   |                 |   |   |           |   |   |                 |  
|Cash paid for:                                     |   |                 |   |   |           |   |   |                 |  
|Interest                                           | $ | -               |   | $ | -         |   |   |                 |  
|                                                   |   |                 |   |   |           |   |   |                 |  
|Income
      taxes                                 | $ | -               |   | $ | -         |   |   |                 |  
|                                                   |   |                 |   |   |           |   |   |                 |  

Non-cash Transactions  Note 6

SEE ACCOMPANYING NOTES

---

STRATEGIC INTERNET INVESTMENTS, INCORPORATED(A Development Stage Company)
  CONSOLIDATED STATEMENTS OF STOCKHOLDERS DEFICIENCY
  for the period from February 28, 1989 (Date of Inception) to March 31 2003(Stated in US Dollars)
  (Unaudited)

|                                           |  |              |  |   |           |  |   |             |  |   |             |  |   | Deficit     |   |   |         |  
|------------------------------------------ |  | ------------ |  | - | --------- |  | - | ----------- |  | - | ----------- |  | - | ----------- | - | - | ------- | -
|                                           |  |              |  |   |           |  |   |             |  |   |             |  |   | Accumulated |   |   |         |  
|                                           |  |              |  |   |           |  |   | Additional  |  |   |             |  |   | During the  |   |   |         |  
|                                           |  | Common Stock |  |   | Paid-in   |  |   | Contributed |  |   | Development |  |   |             |  
|                                           |  | Shares       |  |   | Par Value |  |   | Capital     |  |   | Capital     |  |   | Stage       |   |   | Total   |  
|                                           |  |              |  |   |           |  |   |             |  |   |             |  |   |             |   |   |         |  
|Balance, February 28, 1989                 |  | -            |  | $ | -         |  | $ | -           |  | $ | -           |  | $ | -           |   | $ | -       |  
|Issuance of stock to insiders on           |  |              |  |   |           |  |   |             |  |   |             |  |   |             |   |   |         |  
|March 7, 1989 
      at $ 0.30            |  | 33,347       |  |   | 33        |  |   | 9,967       |  |   | -           |  |   | -           |   |   | 10,000  |  
|                                           |  |              |  |   |           |  |   |             |  |   |             |  |   |             |   |   |         |  
|Balance, December 31, 1989                 |  | 33,347       |  |   | 33        |  |   | 9,967       |  |   | -           |  |   | -           |   |   | 10,000  |  
|Issuance of stock during public            |  |              |  |   |           |  |   |             |  |   |             |  |   |             |   |   |         |  
|offering for $3.00
      per share, net of |  |              |  |   |           |  |   |             |  |   |             |  |   |             |   |   |         |  
|offering costs of $
      27,270           |  | 33,348       |  |   | 33        |  |   | 72,697      |  |   | -           |  |   | -           |   |   | 72,730  |  
|Net loss                                   |  | -            |  |   | -         |  |   | -           |  |   | -           |  |   | (84,159     | ) |   | (84,159 | )
|                                           |  |              |  |   |           |  |   |             |  |   |             |  |   |             |   |   |         |  
|Balance, December 31, 1990                 |  | 66,695       |  |   | 66        |  |   | 82,664      |  |   | -           |  |   | (84,159     | ) |   | (1,429  | )
|Net loss                                   |  | -            |  |   | -         |  |   | -           |  |   | -           |  |   | (3,416      | ) |   | (3,416  | )
|                                           |  |              |  |   |           |  |   |             |  |   |             |  |   |             |   |   |         |  
|Balance, December 31, 1991                 |  | 66,695       |  |   | 66        |  |   | 82,664      |  |   | -           |  |   | (85,575     | ) |   | (4,845  | )
|Net loss                                   |  | -            |  |   | -         |  |   | -           |  |   | -           |  |   | (2,713      | ) |   | (2,713  | )
|                                           |  |              |  |   |           |  |   |             |  |   |             |  |   |             |   |   |         |  
|Balance, December 31, 1992                 |  | 66,695       |  |   | 66        |  |   | 82,664      |  |   | -           |  |   | (90,288     | ) |   | (7,558  | )
|Net loss                                   |  | -            |  |   | -         |  |   | -           |  |   | -           |  |   | (1,614      | ) |   | (1,614  | )
|                                           |  |              |  |   |           |  |   |             |  |   |             |  |   |             |   |   |         |  
|Balance, December 31, 1993                 |  | 66,695       |  |   | 66        |  |   | 82,664      |  |   | -           |  |   | (91,902     | ) |   | (9,172  | )
|Net loss                                   |  | -            |  |   | -         |  |   | -           |  |   | -           |  |   | (1,863      | ) |   | (1,863  | )
|                                           |  |              |  |   |           |  |   |             |  |   |             |  |   |             |   |   |         |  

/Contd.

SEE ACCOMPANYING NOTES

---

STRATEGIC INTERNET INVESTMENTS, INCORPORATED(A Development Stage Company)
  CONSOLIDATED STATEMENTS OF STOCKHOLDERS DEFICIENCY
  for the period from February 28, 1989 (Date of Inception) to March 31 2003(Stated in US Dollars)
  (Unaudited)

|                                                                  |              |  |           |  |             |  |             |  | Deficit     |   |         |  
|----------------------------------------------------------------- | ------------ |  | --------- |  | ----------- |  | ----------- |  | ----------- | - | ------- | -
|                                                                  |              |  |           |  |             |  |             |  | Accumulated |   |         |  
|                                                                  |              |  |           |  | Additional  |  |             |  | During the  |   |         |  
|                                                                  | Common Stock |  | Paid-in   |  | Contributed |  | Development |  |             |  
|                                                                  | Shares       |  | Par Value |  | Capital     |  | Capital     |  | Stage       |   | Total   |  
|                                                                  |              |  |           |  |             |  |             |  |             |   |         |  
|Balance, December 31, 1994                                        | 66,695       |  | 66        |  | 82,664      |  | -           |  | (93,765     | ) | (11,035 | )
|Issuances of stock for
      services                             |              |  |           |  |             |  |             |  |             |   |         |  
|rendered
                                        
      at $0.03 | 50,000       |  | 50        |  | 1,450       |  | -           |  | -           |   | 1,500   |  
|Contributed capital                                               | -            |  | -         |  | -           |  | 24,842      |  | -           |   | 24,842  |  
|Net loss                                                          | -            |  | -         |  | -           |  |             |  | (16,735     | ) | (16,735 | )
|                                                                  |              |  |           |  |             |  |             |  |             |   |         |  
|Balance, December 31, 1995                                        | 116,695      |  | 116       |  | 84,114      |  | 24,842      |  | (110,500    | ) | (1,428  | )
|Net loss                                                          | -            |  | -         |  | -           |  | -           |  | (9,068      | ) | (9,068  | )
|                                                                  |              |  |           |  |             |  |             |  |             |   |         |  
|Balance, December 31, 1996                                        | 116,895      |  | 116       |  | 84,114      |  | 24,842      |  | (119,568    | ) | (10,496 | )
|Issuance of stock for cash
            at $0.011                 | 2,000,000    |  | 2,000     |  | 19,300      |  | -           |  | -           |   | 21,300  |  
|Contributed capital                                               | -            |  | -         |  | -           |  | 600         |  | -           |   | 600     |  
|Net loss                                                          | -            |  | -         |  | -           |  | -           |  | (22,261     | ) | (22,261 | )
|                                                                  |              |  |           |  |             |  |             |  |             |   |         |  
|Balance, December 31, 1997                                        | 2,116,695    |  | 2,116     |  | 103,414     |  | 25,442      |  | (141,829    | ) | (10,857 | )
|Issuance of stock for services                                    |              |  |           |  |             |  |             |  |             |   |         |  
|rendered                                     
      at $0.001    | 7,000,000    |  | 7,000     |  | -           |  | -           |  | -           |   | 7,000   |  
|
      at $0.01                                                  | 620,000      |  | 620       |  | 5,580       |  | -           |  | -           |   | 6,200   |  
|Net loss                                                          | -            |  | -         |  | -           |  | -           |  | (52,308     | ) | (52,308 | )
|                                                                  |              |  |           |  |             |  |             |  |             |   |         |  
|Balance, December 31, 1998                                        | 9,736,695    |  | 9,736     |  | 108,994     |  | 25,442      |  | (194,137    | ) | (49,965 | )
|Net loss                                                          | -            |  | -         |  | -           |  | -           |  | (35,995     | ) | (35,995 | )
|                                                                  |              |  |           |  |             |  |             |  |             |   |         |  

/Contd.

SEE ACCOMPANYING NOTES

---

STRATEGIC INTERNET INVESTMENTS, INCORPORATED(A Development Stage Company)
  CONSOLIDATED STATEMENTS OF STOCKHOLDERS DEFICIENCY
  for the period from February 28, 1989 (Date of Inception) to March 31 2003(Stated in US Dollars)
  (Unaudited)

|                                       |            |              |  |           |  |             |   |             |  | Deficit     |   |            |  
|-------------------------------------- | ---------- | ------------ |  | --------- |  | ----------- | - | ----------- |  | ----------- | - | ---------- | -
|                                       |            |              |  |           |  |             |   |             |  | Accumulated |   |            |  
|                                       |            |              |  |           |  | Additional  |   |             |  | During the  |   |            |  
|                                       |            | Common Stock |  | Paid-in   |  | Contributed |   | Development |  |             |  
|                                       |            | Shares       |  | Par Value |  | Capital     |   | Capital     |  | Stage       |   | Total      |  
|                                       |            |              |  |           |  |             |   |             |  |             |   |            |  
|Balance, December 31, 1999             |            | 9,736,695    |  | 9,736     |  | 108,994     |   | 25,442      |  | (230,132    | ) | (85,960    | )
|Issuance of stock for cash pursuant to |            |              |  |           |  |             |   |             |  |             |   |            |  
|a private placement                    |  at $0.30 | 1,133,334    |  | 1,133     |  | 338,867     |   | -           |  | -           |   | 340,000    |  
|Issue of stock for finders fee         |            | 50,000       |  | 50        |  | (50         | ) | -           |  | -           |   | -          |  
|Net loss                               |            | -            |  | -         |  | -           |   | -           |  | (336,431    | ) | (336,431   | )
|Non-cash compensation charge           |            | -            |  | -         |  | -           |   | 78,707      |  | -           |   | 78,707     |  
|                                       |            |              |  |           |  |             |   |             |  |             |   |            |  
|Balance, December 31, 2000             |            | 10,920,029   |  | 10,919    |  | 447,811     |   | 104,149     |  | (566,563    | ) | (3,684     | )
|Issuance of stock for services         |            |              |  |           |  |             |   |             |  |             |   |            |  
|Rendered                               |  at $0.50 | 328,356      |  | 328       |  | 163,851     |   | -           |  | -           |   | 164,179    |  
|                                       |  at $1.55 | 13,383       |  | 13        |  | 20,731      |   | -           |  | -           |   | 20,744     |  
|                                       |  at $3.50 | 366,667      |  | 367       |  | 1,282,964   |   | -           |  | -           |   | 1,283,331  |  
|Issuance of stock for cash pursuant to |            |              |  |           |  |             |   |             |  |             |   |            |  
|a private placement                    |  at $0.30 | 883,332      |  | 883       |  | 264,117     |   | -           |  | -           |   | 265,000    |  
|Issuance of stock for cash pursuant to |            |              |  |           |  |             |   |             |  |             |   |            |  
|the exercise of warrants               |  at $2.00 | 28,800       |  | 29        |  | 57,571      |   | -           |  | -           |   | 57,600     |  
|Less: issue costs                      |            | -            |  | -         |  | (17,858     | ) | -           |  | -           |   | (17,858    | )
|Net loss                               |            | -            |  | -         |  | -           |   | -           |  | (2,296,406  | ) | (2,296,406 | )
|Non-cash compensation charge           |            | -            |  | -         |  | -           |   | 136,378     |  | -           |   | 136,378    |  
|                                       |            |              |  |           |  |             |   |             |  |             |   |            |  

/Contd.

SEE ACCOMPANYING NOTES

---

STRATEGIC INTERNET INVESTMENTS, INCORPORATED(A Development Stage Company)
  CONSOLIDATED STATEMENTS OF STOCKHOLDERS DEFICIENCY
  for the period from February 28, 1989 (Date of Inception) to March 31 2003(Stated in US Dollars)
  (Unaudited)

|                               |             |  |              |  |   |           |  |   |             |  |   |             |  |   | Deficit     |   |   |          |  
|------------------------------ | ----------- |  | ------------ |  | - | --------- |  | - | ----------- |  | - | ----------- |  | - | ----------- | - | - | -------- | -
|                               |             |  |              |  |   |           |  |   |             |  |   |             |  |   | Accumulated |   |   |          |  
|                               |             |  |              |  |   |           |  |   | Additional  |  |   |             |  |   | During the  |   |   |          |  
|                               |             |  | Common Stock |  |   | Paid-in   |  |   | Contributed |  |   | Development |  |   |             |  
|                               |             |  | Shares       |  |   | Par Value |  |   | Capital     |  |   | Capital     |  |   | Stage       |   |   | Total    |  
|                               |             |  |              |  |   |           |  |   |             |  |   |             |  |   |             |   |   |          |  
|Balance, December 31, 2001     |             |  | 12,540,567   |  |   | 12,539    |  |   | 2,219,187   |  |   | 240,527     |  |   | (2,862,969  | ) |   | (390,716 | )
|Issuance of stock for prepaid  |             |  |              |  |   |           |  |   |             |  |   |             |  |   |             |   |   |          |  
|consulting                     |  at $0.35  |  | 80,000       |  |   | 80        |  |   | 27,920      |  |   | -           |  |   | -           |   |   | 28,000   |  
|Issuance of stock for deferred |             |  |              |  |   |           |  |   |             |  |   |             |  |   |             |   |   |          |  
|investment costs               |  at $0.05  |  | 1,300,000    |  |   | 1,300     |  |   | 63,700      |  |   | -           |  |   | -           |   |   | 65,000   |  
|Issuance of stock for services |  at $0.05  |  | 100,000      |  |   | 100       |  |   | 4,900       |  |   | -           |  |   | -           |   |   | 5,000    |  
|                               | at $ 0.055 |  | 60,000       |  |   | 60        |  |   | 3,240       |  |   | -           |  |   | -           |   |   | 3,300    |  
|                               | at $0.10   |  | 105,000      |  |   | 105       |  |   | 10,395      |  |   | -           |  |   | -           |   |   | 10,500   |  
|                               | at $ 0.148 |  | 27,000       |  |   | 27        |  |   | 3,973       |  |   | -           |  |   | -           |   |   | 4,000    |  
|                               | at $0.20   |  | 175,000      |  |   | 175       |  |   | 34,825      |  |   | -           |  |   | -           |   |   | 35,000   |  
|                               | at $ 0.209 |  | 17,143       |  |   | 17        |  |   | 3,583       |  |   | -           |  |   | -           |   |   | 3,600    |  
|                               | at $0.35   |  | 120,000      |  |   | 120       |  |   | 41,880      |  |   | -           |  |   | -           |   |   | 42,000   |  
|Issuance for stock for debt    |  at $0.20  |  | 458,135      |  |   | 458       |  |   | 91,169      |  |   | -           |  |   | -           |   |   | 91,627   |  
|                               | at $ 0.209 |  | 222,751      |  |   | 223       |  |   | 46,156      |  |   | -           |  |   | -           |   |   | 46,379   |  
|Net loss                       |             |  | -            |  |   | -         |  |   | -           |  |   | -           |  |   | (214,758    | ) |   | (214,758 | )
|                               |             |  |              |  |   |           |  |   |             |  |   |             |  |   |             |   |   |          |  
|Balance, December 31, 2002     |             |  | 15,205,596   |  |   | 15,204    |  |   | 2,550,928   |  |   | 240,527     |  |   | (3,077,727  | ) |   | (271,068 | )
|Net loss for the period        |             |  | -            |  |   | -         |  |   | -           |  |   | -           |  |   | (29,672     | ) |   | (29,672  | )
|Issuance of stock for cash     |  at $0.10  |  | 65,000       |  |   | 650       |  |   | 64,350      |  |   | -           |  |   | -           |   |   | 65,000   |  
|                               |             |  |              |  |   |           |  |   |             |  |   |             |  |   |             |   |   |          |  
|Balance, March 31, 2003        |             |  | 15,855,596   |  | $ | 15,854    |  | $ | 2,615,278   |  | $ | 240,527     |  | $ | (3,107,399  | ) | $ | (235,740 | )
|                               |             |  |              |  |   |           |  |   |             |  |   |             |  |   |             |   |   |          |  

SEE ACCOMPANYING NOTES

---

STRATEGIC INTERNET INVESTMENTS, INCORPORATED(A Development Stage Company)
  NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
  March 31, 2003 (Stated in US Dollars)(Unaudited)

|Note 1 | Interim Reporting
      The accompanying unaudited interim financial statements
        have been prepared by Strategic Internet Investments, Incorporated (the
        Company) pursuant to the rules and regulations of the United
        States Securities and Exchange Commission. Certain information and disclosures
        normally included in annual financial statements prepared in accordance
        with accounting principles generally accepted in the United States of
        America have been condensed or omitted pursuant to such rules and regulations.
        In the opinion of management, all adjustments and disclosures necessary
        for a fair presentation of these financial statements have been included.
        Such adjustments consist of normal recurring adjustments. These interim
        financial statements should be read in conjunction with the annual audited
        financial statements for the Company for the fiscal year ended December
        31, 2002, as filed with the United States Securities and Exchange Commission.
      The results of operations for the period ended March
        31, 2003 are not indicative of the results that may be expected for the
        full year.
|------ | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|Note 2 | Continuance of Operations
      The financial statements have been prepared using generally
        accepted accounting principles in the United States of America applicable
        for a going concern which assumes that the Company will realize its assets
        and discharge its liabilities in the ordinary course of business. As at
        March 31, 2003, the Company has a working capital deficiency of $286,178,
        which is not sufficient to meet its planned business objectives or ongoing
        operations for the next fiscal year. The Company has accumulated losses
        of $3,107,399 since its commencement. Its ability to continue as a going
        concern is dependent upon the ability of the Company to obtain the necessary
        financing to meet its obligations and pay its liabilities arising from
        normal business operations when they come due.                                                                                                                                                                                                                                                                                                                                          
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|Note 3 | Principles of Consolidation
      These interim consolidated financial statements include
        the accounts of the Company and its wholly owned subsidiaries Strategic
        Internet Investment Canada Inc. and 8351630 Canada Inc. Both of these
        subsidiaries companies are dormant and were incorporated by the Company
        in March 2001.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|Note 4 | Prepaid Expenses
      Included in prepaid expenses is $7,254 of prepaid consulting
        fees. These consulting fees were paid by way of the issuance of a total
        of 80,000 common shares at $0.35 per share and represent the unvested
        portion thereof. Prepaid expenses also include prepaid travel costs totalling
        $19,894.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   

---

|Note 5 | Capital Stock
      Class A Convertible Preferred Shares
      The Class A convertible preferred shares have a par
        value of $0.001 and are convertible to common shares at either $4.00 per
        share until July 30, 2003, or thereafter at the average of twenty consecutive
        days closing prices which shall not be less than $1.50 per share or greater
        than $6.00 per share.
      Commitments
      Stock Options
      At March 31, 2003, there were a total of 265,000 share
        purchase options outstanding entitling the holders thereof the right to
        purchase one common share for each option held at $0.50 per share. These
        options expire on October 23, 2005.
      Share Purchase Warrants
      At March 31, 2003, there were 1,000,000 share purchase
        warrants outstanding entitling the holders thereof the right to purchase
        one common share for each warrant held as follows:
|------ | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | Number    | Exercise Price | Expiry Date        | 
| | --------- | -------------- | ------------------ | 
| |           |                |                    | 
| | 350,000   | $0.70          | September 11, 2003 | 
| | 650,000   | $0.10          | March 13, 2005     | 
| |           |                |                    | 
| | 1,000,000 |                |                    | 
| |           |                |                    | 

| | Acquisition of Gulf Star World Development W.L.L.
      By a letter of agreement dated July 11, 2002, amended
        October 10, 2002 and May 10, 2003, the Company agreed to purchase 80%
        of the outstanding shares of Gulf Star World Development W.L.L. (Gulf
        Star), a Bahrain corporation, from Star Leisure & Entertainment
        Inc. (Star Leisure). Star Leisure is controlled by a director
        of the Company and is based in British Columbia, Canada. Gulf Star is
        the 100% owner and developer of the residential and tourist project known
        as the Dream Island Resort, located on the north coast of Bahrain at Manama
        City.
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

---

|Note 5 | Capital Stock  (contd)
      Commitments  (contd)
      Acquisition of Gulf Star World Development W.L.L.  (contd)
      To acquire 80% of Gulf Star, the Company must issue
        five million common shares at a deemed price of $0.125 per share. The
        shares are to be issued over a three-year period as follows:
      i) 1,000,000 allotted shares issued to Star Leisure upon
        completion of dredging works (estimated cost of dredging contract is US$4,500,000);
      ii) 1,000,000 allotted shares issued to Star Leisure
        upon completion of final planning and design works (estimated planning
        contract cost is US$8,000,000);
      iii) 1,000,000 allotted shares issued to Star Leisure
        upon the Company securing full funding in a combination of debt and/or
        equity that allows main resort construction to commence;
      iv) 1,000,000 allotted shares issued to Star Leisure
        upon completion of 50% of resort construction; and
      v) 1,000,000 allotted shares issued to Star Leisure upon
        resort being opened for business at the start of operations.
      In addition, the Company shall make two cash payments
        to Star Leisure totalling US$100,000 to cover a portion of hard costs
        accumulated by Star Leisure in progressing the Dream Island Project. The
        first $50,000 will be paid on or before October 11, 2003. The second $50,000
        will be paid on or before January 11, 2004. During the period ended March
        31, 2003, the Company paid US$34,210 as partial payment toward the October
        11, 2003 payment. The Company has also agreed to reimburse Star Leisure
        and Jzala Investment Group (20% shareholder of Gulf Star) for hard costs
        to be verified that they may have incurred upon the project financing
        being fully secured and having released in sufficient amounts to commence
        the main construction.
      On August 9, 2002, the Company entered into an assignment
        agreement, whereby the Company was assigned all rights and obligations
        under a Dredging and Reclamation Contract entered into by Star Leisure
        pertaining to the construction of The Dream Island Resort project. Under
        the terms of the Dredging and Reclamation contract, the Company will be
        obligated to issue $5,075,000 face value Class A Convertible Preferred
        shares as full payment (1,268,750 Class A Convertible Preferred Shares).
        These shares were issued in escrow during the three months ended March
        31, 2003. The shares will be released over time as work on the project
        progresses. At March 31, 2003, no value had been recorded for the shares
        as work had not commenced on the project and non of the shares have been
        released from escrow.
      An agents fee of 0.5% of the value of the shares
        released will be payable.
|------ | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

---

|Note 5 | Capital Stock  (contd)
      Commitments  (contd)
      Acquisition of Gulf Star World Development W.L.L.  (contd)
      The Company also engaged a consultant to act as an advisor
        in respect to the above noted acquisition. The company issued 1,300,000
        common shares during the year ended December 31, 2002, which were deposited
        into escrow and are to be released on the basis of the progress of the
        Dredging and Reclamation Contract noted above. These shares have been
        recorded at their estimated fair value ($65,000) and have been deferred
        with other related investment costs pertaining to the acquisition of Gulf
        Star World Development W.L.L.
|------ | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|Note 6 | Non-Cash Transactions
      Investing and financing activities that do not have
        a direct impact on cash flows are excluded from the statement of cash
        flows. The Company issued common shares for services provided to the Company
        during the following years:                                                                                                                                                                                                                                                                                                                                                                                                                                            

| |                                                                          | Number of     | Price     |        
| | ------------------------------------------------------------------------ | ------------- | --------- | -------
| |                                                                          | Common Shares | Per Share | $      
| |                                                                          |               |           |        
| | 1995                                                                     | 50,000        | $0.03     | 1,500  
| | 1998                                                                     | 7,000,000     | $0.001    | 7,000  
| | 1998                                                                     | 620,000       | $0.01     | 6,200  
| | 2001                                                                     | 233,333       | $0.50     | 116,667
| | 2002                                                                     | 680,886       | $0.12     | 138,000
| | 2002                                                                     | 1,380,000     | $0.07     | 93,000 
| |                                                                          |               |           |        
| |                                                                          | 9,964,219     |           | 362,373
| |                                                                          |               |           |        
| |                                                                          |               |           |        
| | These amounts have been excluded from the statement of cash
      flows.

ITEM 2. MANAGEMENT'S PLAN OF OPERATION

Plan of Operation

In the following discussion, management outline's its plan
  of operation for the second quarter and the balance of fiscal year 2003. The
  discussion should be read in conjunction with the financial statements for the
  current period and the audited statements and notes for the year ended December
  31, 2002. Certain matters discussed below are based upon potential future circumstances
  and developments which the Company anticipates but which cannot be assured.

As at March 31, 2003, the Company remained in the development
  stage as no revenues were generated from its operations during the first three
  months of fiscal 2003. The Company recorded a net loss of $29,672, or $0.002
  per share for the period. The comparable loss for the period ended March 31,
  2002 was $15,143 or approximately $0.002 per share. The Company had a working
  capital deficit of $286,178 and a cash balance of $46 at the end of the three
  month period.

The 'Dream Island' project in Manama, Bahrain is the Company's
  principal business operation and will be the focus of its development efforts
  during the next two years until it is completed and generating revenue as a
  going concern. Due to its size and scope, the project will require a significant
  amount of capital to be raised in order to ensure that all stages of development
  can be completed on schedule and within budget parameters. The majority of the
  proposed funding will be secured by means of senior debt instruments through
  a consortium of banking, investment and construction institutions together with
  available government financing incentives and concessions.

A secondary source of financing will be from the pre-selling
  of the real estate units, villas and apartments to be constructed as part of
  the 'Dream Island' complex. Final arrangements and documentation are underway
  at the present time with interested parties in Bahrain and Saudi Arabia for
  the commencement of these pre-sales during this quarter and continuing through
  the

---

remainder of this fiscal year. Pre-sale funds committed will
  be held in escrow in Bahrain financial institutions pursuant to the sales agreements
  and pending construction stage release.

The first stage of the project, dredging and reclamation of
  the 41acre man-made island site, has been financed through the issuance to Robodh
  Contracting Establishment of Manama, Bahrain, of 1,268,750 Series "A" Convertible
  Preferred Shares in the capital of the Company at a deemed price of $4.00 per
  share. The total value of the Dredging and Reclamation Works contract is $5,075,000
  USD. The Company is very pleased and encouraged that such a large and respectable
  firm as Robodh Contracting has chosen to accept preferred shares as payment
  for the contract. It is a strong statement of their endorsement and confidence
  in the project and the Company. As of the date of this report, equipment is
  being moved to the site which will be secured by perimeter fencing during the
  dredging and reclamation phase.

The Board of Directors of the Company, and in particular,
  Mr. Abbas Salih have considerable knowledge and experience in the transaction
  of business in the Middle Eastern regions. Mr. Abbas Salih has undertaken numerous
  projects in the Middle East and Eastern Europe and over the last 20 years has
  established extensive ties with business and investment groups in the Gulf States
  area. Mr. Salih has been stationed in Bahrain and Saudi Arabia for the past
  three months to coordinate the financing and marketing activities and to oversee
  the initial stages of construction on the site.

The Company's plan during the next quarter and for the remainder
  of fiscal 2003 will not require any additions in staff or office faciilites
  at its Vancouver, British Columbia headquarters. There are no plans to hire
  additional employees as administrative requirements at head office are being
  adequately met by the combined efforts of the board members and the permanent
  office staff. Outside consultants are retained on a temporary basis for any
  specialized services. Field operations and construction activities in Bahrain
  will be carried out under the direction of the contractors of record with sub-contracting
  to local tradespeople as required.

The Company will continue to raise additional working capital
  for general and administrative expenses by private placement of share or unit
  offerings, short-term loans or debentures convertible into equity.

CAUTIONARY STATEMENT FOR PURPOSES OF THE "SAFE HARBOR" PROVISIONS
  OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1955.

The Company has sought to identify what it believes to be
  the most significant risks to its business, but cannot predict whether or to
  what extent any of such risks may be realized nor can there be any assurances
  that the Company has identified all possible risks that might arise. Investors
  should carefully consider all such risk factors before making an investment
  decision with respect to the Company's stock.

From time to time, the Company will make written and oral
  forward-looking statements about matters that involve risk and uncertainties
  that could cause actual results to differ materially from projected results.

Many of these factors are beyond the Company's ability to
  control and predict. Investors should carefully consider all such risk factors
  before making an investment decision with respect to the Company's stock.

Investors are cautioned not to place undue reliance upon forward-looking
  statements. The Company disclaims any intent or obligation to update its forward-looking
  statements, whether as a result of receiving new information, the occurrence
  of future events, or otherwise.

The Company's common stock is currently quoted on the NASD
  OTC Bulletin Board under the ticker symbol SIII. As of March 31, 2003, there
  were 15,855,596 shares of common stock outstanding. There can be no assurance
  that a trading market will be sustained in the future. Factors such as, but
  not limited to, technological innovations, new products, acquisitions or strategic
  alliances entered into by the Company or its competitors, failure to meet security
  analysts' expectations, government regulatory action, patent or proprietary
  rights developments, and market conditions for development stocks in general
  could have a material effect on the volatility of the Company's stock price.

Item 3. CONTROLS AND PROCEDURES

The Company's executive officers have concluded that the Company's
  disclosure controls and procedures are effective based upon their evaluation
  of such controls and procedures as of a date within 90 days prior to the filing
  of this Quarterly Report. There were no significant changes in the Company's
  internal controls or in the other factors that could significantly affect the
  Company's internal controls subsequent to the date of their most recent evaluation.

---

|PART II - OTHER INFORMATION
      ITEM 1. Legal Proceedings                                                                                                                                                                                                                                                                                                                                                     
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|                                                                                                                                                                                                                                                                                                                                                                                                                
|                                                                                                                                                                                                                                                                                                                                                                                                                
|                                                                                                                                                                                                                                                                                                                                                                                                                
|                                                                                                                                                                                                                                                                                                                                                                                                                
|                                                                                                                                                                                                                                                                                                                                                                                                                
|Except as disclosed above management is not aware of any other legal
          proceedings pending or contemplated against the Company, its directors
          or officers or any of its affiliates. No director, officer or affiliate
          of the Company is (i) a party adverse to the Company in any legal proceeding
          or (ii) has an adverse interest to the Company in any legal proceeding.
|                                                                                                                                                                                                                                                                                                                                                                                                                
|ITEM 2. Changes in Securities                                                                                                                                                                                                                                                                                                                                                                                   
|                                                                                                                                                                                                                                                                                                                                                                                                                
|                                                                                                                                                                                                                                                                                                                                                                                                                
|                                                                                                                                                                                                                                                                                                                                                                                                                
|                                                                                                                                                                                                                                                                                                                                                                                                                
|                                                                                                                                                                                                                                                                                                                                                                                                                
|                                                                                                                                                                                                                                                                                                                                                                                                                
|                                                                                                                                                                                                                                                                                                                                                                                                                
|                                                                                                                                                                                                                                                                                                                                                                                                                
|                                                                                                                                                                                                                                                                                                                                                                                                                
|                                                                                                                                                                                                                                                                                                                                                                                                                
|                                                                                                                                                                                                                                                                                                                                                                                                                
|                                                                                                                                                                                                                                                                                                                                                                                                                
|                                                                                                                                                                                                                                                                                                                                                                                                                
|ITEM 3. Defaults Upon Senior Securities                                                                                                                                                                                                                                                                                                                                                                         
|                                                                                                                                                                                                                                                                                                                                                                                                                
|                                                                                                                                                                                                                                                                                                                                                                                                                
|                                                                                                                                                                                                                                                                                                                                                                                                                
|ITEM 4. Submission of Matters to a Vote of Security
      Holders                                                                                                                                                                                                                                                                                                                                               
|                                                                                                                                                                                                                                                                                                                                                                                                                
|                                                                                                                                                                                                                                                                                                                                                                                                                
|                                                                                                                                                                                                                                                                                                                                                                                                                
|ITEM 5. Other Information                                                                                                                                                                                                                                                                                                                                                                                       
|                                                                                                                                                                                                                                                                                                                                                                                                                
|                                                                                                                                                                                                                                                                                                                                                                                                                

---

|ITEM 6. Exhibits and Reports on Form 8-K
|----------------------------------------
|                                        
|                                        
|                                        
|                                        

SIGNATURES

In accordance with the requirements of the Securities and
  Exchange Act of 1934, the Registrant has duly caused this Report to be signed
  on its behalf by the undersigned, thereunto duly authorized.

|                   | STRATEGIC INTERNET INVESTMENTS, INCORPORATED
|------------------ | --------------------------------------------
|                   |                                             
|Date: June 6, 2003 | By: /s/ RALPH SHEARING                      
|                   |                                             
|                   | Ralph Shearing, President and CEO           
|                   |                                             
|                   |                                             
|                   | By: /s/ ABBAS SALIH                         
|                   |                                             
|                   | Abbas Salih, Director                       

---

CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES OXLEY ACT

I, Ralph Shearing, certify that:

1. I have reviewed this quarterly report for period ending March 31, 2003
  on Form 10-QSB of Strategic Internet Investments Incorporated;

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

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

registrant as of, and for, the periods presented in this quarterly report;

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

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

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

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

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

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

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

6. The registrant's other certifying officers and I have indicated in this quarterly report whether there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of
our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

|Date: June 6, 2003 | /s/ Ralph Shearing
|------------------ | ------------------
|                   |                   
|                   | Ralph Shearing    

---

CERTIFICATION PURSUANT TO
  18 U.S.C. SECTION 1350,
  AS ADOPTED PURSUANT TOSECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the quarterly Report of Strategic Internet Investments,
  Incorporated (the "Company") on Form 10-QSB for the period ending March 31,
  2003 as filed with the Securities and Exchange Commission on the date hereof
  (the "Report"). I, Abbas Salih, Chief Financial Officer of the company, certify,
  pursuant to 18 USC Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
  Act of 2002, that to the best of my knowledge and belief.

(1) The Report fully complies with the requirements
  of Sction 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all  	material respects, the financial condition and results of operations  	of the Company.

|Dated: June 6, 2003 | /s/ Abbas Salih 
|------------------- | ----------------
|                    |                 
|                    | Abbas Salih, CFO

---

CERTIFICATION PURSUANT TO
  18 U.S.C. SECTION 1350,
  AS ADOPTED PURSUANT TOSECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the quarterly Report of Strategic Internet Investments,
  Incorporated (the "Company") on Form 10-QSB for the period ending March 31,
  2003 as filed with the Securities and Exchange Commission on the date hereof
  (the "Report"). I, Abbas Salih, Chief Financial Officer of the company, certify,
  pursuant to 18 USC Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
  Act of 2002, that to the best of my knowledge and belief.

(1) The Report fully complies with the requirements of Sction 13(a) or  	15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all  	material respects, the financial condition and results of operations  	of the Company.

|Dated: June 6, 2003 | /s/ Ralph Shearing
|------------------- | ------------------
|                    |                   
|                    | Ralph Shearing    

---