U.S. SECURITIES AND EXCHANGE COMMISSION
                      Washington, DC  20549

                      FORM 10-KSB

[X]     ANNUAL REPORT UNDER SECTION 13 or 15(d) of the
        SECURITIES EXCHANGE ACT OF 1934
        For the fiscal year ended December 31, 2002

[ ]     TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
        SECURITIES EXCHANGE ACT OF 1934
        For the transition period from ___________to____________


                 Commission File Number: 0-27713


                          LITEWAVE CORP.
  --------------------------------------------------------------
          (Name of Small Business Issuer in its Charter)


Nevada,  U.S.A.                                        95-4763671
(State or other Jurisdiction                        (IRS Employer
of Incorporation or Organization)             Identification No.)


       1220 Eastview Road, Suite 100, North Vancouver, BC V7J 1L6
               (Address of Principal Executive Offices)

                          (604) 675-7637
                   (Issuer's Telephone Number)

      Securities registered under Section 12(b) of the Act:

                               NONE

      Securities registered under Section 12(g) of the Act:

                           Common Stock
                   ----------------------------
                         (Title of Class)


Indicate by check mark whether the Registrant:  (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Exchange Act 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
ninety (90) days.                                 YES [X]  NO [ ]

Check here if there is no disclosure of delinquent filers in
response to Item 405 of Regulation SB is not contained in this
form, and no disclosure will be contained, to the best of the
Registrant's knowledge, in definitive proxy of information
statements incorporated by reference in Part III of the Form
10-KSB or any amendment to this Form 10-KSB.                  [X]

The Issuer's operational revenues for its most recent fiscal
year ending December 31, 2002 were $ Nil.  The Issuer's
Common Shares outstanding at March 31, 2003 was 11,145,974.  The
aggregate market value based on the voting stock held by
non-affiliates as of March 31, 2002 was $111,459 (based on
11,145,974 shares and on an average of bid and asked prices of
$0.01).

Except for the historical information contained herein, the
matters set forth in this Form 10-KSB are forward looking
statements within the meaning of the "Safe Harbor" provision of
the Private Securities Litigation Reform Act of 1995. These
forward-looking statements are subject to risk and uncertainties
that may cause actual results to differ materially. These
forward-looking statements speak only as of the date hereof and
the Company disclaims any intent or obligation to update these
forward-looking statements.

               DOCUMENTS INCORPORATED BY REFERENCE

<PAGE>

                              PART I

ITEM 1.  DESCRIPTION OF BUSINESS

A.  BUSINESS DEVELOPMENT

The Company was incorporated in the State of Nevada on June 30,
1989 under the name "Homefront Safety Services of Nevada Inc."
On April 26, 1999, by majority vote of the Shareholders and the
Board of Directors, the Company's name was changed to "LITEWAVE
CORP."  The Company's executive office is located at 11300 W.
Olympic Boulevard, Suite 800, Los Angeles, California 90064, with
an office at Suite 100, 1220 Eastview Road, North Vancouver, B.C.
V7J 1L6.

On October 20, 1998, pursuant to the Information Statement filed
with the National Association of Security Dealers, Regulations
Inc., by the Company under provisions of Section 15(c)2-11 (a)5
of the Securities and Exchange Act of 1934 as amended, the
Company received permission for quotation on the National
Association of Security Dealers Bulletin Board (NASD OTC-BB).
Subsequently, the Company's common shares were eligible to be
quoted on the NASD Bulletin Board on October 20, 1998.

The Company is a development-stage company whose primary business
recently has been a marketing company focused on providing
value-added member
benefits to affinity membership groups in the United States.

Prior to 2001, the Company entered into a Technology Purchase
and Assignment Agreement to acquire the assets of and the
world-wide rights to the technology of International
Communications and Equipment, Inc. ("ICE").  The Company had been
engaged in the development and delivery of telecom network
solutions, products and services, developing
plans to offer highly reliable, low-cost switched and Internet
driven services on a wholesale and retail basis. The agreement
with ICE was rescinded due to lack of progress by both parties in
financing and developing the business opportunity envisioned by
the agreement with ICE.

Following its involvement wit ICE, the Company had entered into a
Letter of Intent dated October 5, 2000 whereby it proposed to
acquire one hundred percent of the issued and outstanding shares
of AirArmor Inc. of Scottsdale, AZ ("AAI") in consideration of
the issuance of five million restricted common shares of its
capital stock to the shareholders of AAI.

The Company advanced a total of US $60,969 for operating expenses
to AAI during the due diligence phase.  Mr. Gary Fratesi, MD
joined the Board of Directors of the company following the Letter
of Intent. The Company decided not to proceed with the
acquisition, entered into  a termination agreement on March 5,
2001, and Fratesi resigned as a Director.  The Company wrote off
the advances, being in doubt as to the collectability of the
advances or the viability of AAI.

On February 23, 2001, the Company announced that it had entered
into a letter of Intent to purchase the intellectual property
rights in a Booking Engine Software ("BES") technology, together
with all associated computer programs and related computer
technology (the "Assets") from Panier, S.A. ("Panier"), a private
arms-length Turks and Caicos Islands company, pursuant to the
Asset Purchase Agreement between the Company and Panier executed
March 7, 2001 (the "Asset Purchase Agreement").

Under the terms of the Asset Purchase Agreement reached between
LiteWave and Panier, LiteWave had agreed to pay Panier the sum of
US$ 5,426,694.95, payable as follows: (I) US$1000 payable upon
execution of the Asset Purchase Agreement; (ii) US$5,425,694.95
by way of a convertible 6% Debenture issued by Litewave to
Panier, to be repaid from positive net earnings generated from
the exploitation of the assets.

On March 5, 2001, the Company announced that it entered into a
letter of intent to acquire one hundred percent of the issued and
outstanding shares of Travel Ties Inc., a Nevada corporation
("TTI").  As consideration, the Company was to issue a total of
sixteen million common shares of its capital stock, restricted
pursuant to Rule 144, to the shareholders of TTI.

Management of Litewave Corp., having undertaken further due
diligence, deemed that this acquisition was not providing the
value and management experience originally expected.  The Board
of Directors has rescinded the TTI letter of intent and the
Panier Asset Purchase Agreement on June 19, 2001, having decided
not to proceed any further at this time.  In anticipation of this
transaction, the Company had advanced $118,242 to Travel Ties.
The Company has written this off believing the amount to be
uncollectable, as TTI does not appear to be operational any more.

The Company entered into a Memorandum of Understanding with
Webtech Wireless Inc. on September 18, 2001, to market their
Wireless GPS fleet tracking and messaging services in a wireless
safety/security services package.  LiteWave was granted exclusive
marketing rights throughout North America and Europe to affinity
groups involved with emergency service departments (Police, Fire,
Ambulance, Security) and public safety agencies.

As well, Litewave was assigned the rights to become a
non-exclusive reseller of the Webtech Wireless Vehicle Services
System throughout North America and Europe.  To date, the Company
has not commenced any marketing or selling programs for this
product.

On December 13, 2001, the Company has entered into a Memorandum
of Understanding with Andromeda Leasing Inc. of Los Angeles, CA,
that gave LiteWave exclusively all rights to a project to install
and test equipment designed for tracking, transmission of sensor
readings, and the ability to send signals that would restart
idled generators on refrigerated containers.

The initial project covered the installation of ten units in a
live test with one of the world's largest container companies.
The system has been specifically modified to meet the requested
specifications put forth by that company.  Subject to the
successful results expected from the test installation, it is
anticipated that they will install the units on many of their
refrigerated containers worldwide. As initial funding for this
project, the Company advanced $7,000 to Andromeda.

Management is of the opinion that wireless tracking of all types
of containers will become more prevalent in the foreseeable
future, to identify the origin of a shipment, and provide such
handling data as when the container has last been opened and
confirmation of contents.  This will become particularly
important for in-bound containers arriving at an entry port into
the USA, in order to meet security requirements as new and
improved Homeland Security measures are implemented.

Given that Litewave is still in the formative stages of this new
business direction, and to date the Company has not generated any
sales or fees pursuant to this business plan, if the Company is
unable to obtain needed funds or generate anticipated revenues,
it
could be forced to curtail or cease its activities, or seek new
business directions.

During the test phase of the Andromeda project, management has
been looking for opportunities to establish revenue in other
areas.  Recently, the Company has been evaluating several
potential oil and gas leases in both the USA and Canada.  Should
the right opportunity present itself and the necessary funding be
available, the Company may commence an oil and gas exploration
and development program.

The Company has raised approximately $47,000 by way of
convertible loans to fund corporate overhead and new business
acquisition costs.  Throughout the fiscal year 2002, the Company
issued 325,000 shares at market prices at the time ranging
between $0.07 and $0.10 per share to settle $24,340 of services
related payables.

On January 7, 2002, the Company issued 200,000 shares
of common stock at an agreed value of $0.07 per share to a
director of the Company for settlement of accounts payable of
$14,000.  The Company also issued to this director 200,000
non-transferable share purchase warrants entitling the holder to
purchase one share of common stock at a price of $0.07 per share
for a period of two years.

On January 7, 2002, the Company issued 50,000 and
75,000 shares of common stock at an agreed value of $0.10 and
$0.712 per share, respectively, to consultants of the Company for
settlement of accounts payable of $5,000 and $5,340,
respectively.

In addition, the Company continues to seek additional equity
financing to raise further working capital to execute the
Company's business plan.  At December 31, 2002 the Company was in
a working capital deficit position of approximately $346,039,
including interest-free loans.  At present, the Company has one
full time employee, and several part time and contracted
employees, as required.

Mr. Nirj Deva of London, England, was appointed to the Board of
Directors on March 20, 2001.  He is currently a Member of the
European Parliament with responsibility for global development.
Mr. Deva will have particular responsibility for establishing
direction and development of the affinity marketing business
throughout Europe.  His extensive personal and international
business contacts will greatly facilitate the establishment of
overseas contacts for Litewave.

Mr. Michael Hardesty of New York, NY, was appointed to the Board
of Directors and President on June 25, 2001.  He has been
spearheading the development of the marketing programs for
Litewave.  The Company entered into an Employment Agreement with
Mr. Hardesty effective July 1, 2001 to June 30, 2002 at an annual
rate of US$80,000, to be accrued and paid from available cash or
by issuance of common shares.  Mr. Hardesty resigned from the
Board on April 5, 2002 and was replaced as President by Ian
Lambert.

Mr. Bhupinder Singh of London, England, was appointed to the
Board of Directors and Chief Executive Officer on July 3, 2001.
Mr. Singh was to be responsible for overseeing the provision of
the travel services, as well as the expansion of the Company's
marketing into Europe. Due to the lack of development for the
Travel Ties travel business, Mr. Singh resigned from the Board
effective December 31, 2001.

B.  BUSINESS OF THE REGISTRANT

The Company is a development-stage company whose primary business
Recently ha been a marketing company focused on providing
value-added member benefits to affinity membership groups in the
United States.

Since its inception, the Company has had virtually no revenues
from operations and has relied almost exclusively on shareholder
loans and private placements to raise working capital to fund
operations. At December 31, 2002, the Company had a working
capital deficiency of approximately $58,098 in Notes payable and
bank indebtedness, including current payables of $289,918.  Since
that date, sufficient shareholder loans have been advanced to
cover the bank indebtedness and fund current
operations.  It is anticipated that management will be able to
fund the company's base operations by way of shareholder loans
and further private placements for up to twelve months.

Operational sources of potential revenue include possible
sales of Webtech Wireless GPS fleet tracking and messaging
services and potential sales of wireless systems designed for
tracking, transmission of sensor readings, and the ability to
send signals that would restart idled generators on refrigerated
containers based on the tests being undertaken by the Andromeda
group.

In addition, management has been looking for opportunities to
establish revenue in other areas.  Recently, the Company has been
evaluating several potential oil and gas leases in both the USA
and Canada.  Should the right opportunity present itself and the
necessary funding be available, the Company may commence an oil
and gas exploration and development program.

Given that Litewave is still in the formative stages of these new
business directions, if the Company is unable to obtain needed
funds or generate anticipated revenues, it could be forced to
curtail or cease its activities.

ITEM 2.  DESCRIPTION OF PROPERTY

The Company sub-lets space located at 11300 W. Olympic Boulevard,
Suite 800, Los Angeles, California 90064 at the rate of US$500
per month on a month-to-month basis and office space at Suite
100, 1220 Eastview Road, North Vancouver, B.C. Canada V7J 1L6.
The rent for this space is CDN$400 per month, on a month-to-month
basis.

Management believes that this space will be adequate for the
foreseeable future.

ITEM 3.  LEGAL PROCEEDINGS

To the best knowledge of the officers and directors of the
Company, neither the Company nor any of its officers or directors
are parties to any material legal proceeding or litigation and
such persons know of no other material legal proceeding or
litigation contemplated or threatened.  There are
no judgements against the Company or its officers or directors
other than as disclosed hereunder.  None of the officers or
directors have been convicted of a felony or misdemeanor relating
to securities or performance in corporate office.

On October 11, 2002, the District Court of the State of Idaho
granted a judgement against the Company and Travel ties Inc. in
favor of Recreational Sports and Imports, Inc. ("RS&I")in the
amount of $139,133.25, ($120,000 plus costs) together with
interest thereon at the rate of 7.25% per annum from the date
thereof.

The Judgement arose from a claim by RS&I that they were made
promises by Travel Ties Inc. that induced them to subscribe for
$120,000 of common stock of Litewave Corp.  RS&I had subscribed
for 240,000 shares of Litewave stock at $0.50 per share on May
16, 2001.  On February 2, 2002, the Company had renegotiated the
private placement by RS&I to a price of $0.15.  Under the terms
of the renegotiated private placement, the Company was to issue
an additional 560,000 shares of common stock at $0.001 per share
in order to modify the subscription price from $0.50 per share to
$0.15 per share.  The revised subscription price approximated the
discounted price of one share of restricted common stock that the
Company believes it could have received had it had undertaken a
financing of restricted stock on May 16, 2001.  Furthermore, the
Company was required to issue a repayment guarantee to RS&I in
the amount of $120,000 that was to become payable by May 31, 2003
provided the shares of common stock cannot were not purchased by
current shareholders or third parties.

RS&I did not wait for that date to enact suit in its home State
of Idaho, a matter which the Company was not in a position to
defend at the time.  As a result of this, the Company has not
issued the additional 560,000 shares.

The Company intends to attempt to negotiate a future settlement
with RS&I when it is in a position to do so, though there is no
certainty that it will be successful in changing the terms of its
court-ordered obligations.


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

None
                             PART II


ITEM 5.  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

A.  MARKET INFORMATION

Since October 20, 1998, the Company's stock has been listed for
sale on the OTC Bulletin Board.  Pursuant the OTC Bulletin Board
Eligibility Rule, the Company was delisted from the OTC Bulletin
Board for non-compliance and quoted on the NASD "Pink Sheets" on
December 16, 1999.  On September 1, 2000, the Company's
securities were approved for re-listing on the OTC Bulletin
Board. As of December 31, 2002 there were at least thirteen stock
brokerage firms making a market in the Company's common stock.
The high
ask and low bid prices of the Common Stock of the Company have
been as follows:

Quarter Ending:         High ask per share:    Low bid per share:
----------------        -------------------    ------------------
March 31, 2001                $0.81                  $0.03
June 30, 2001                 $0.56                  $0.22
September 30, 2001            $0.55                  $0.27
December 31, 2001             $0.29                  $0.06

Quarter Ending:         High ask per share:    Low bid per share:
----------------        -------------------    ------------------
March 31, 2002                $0.10                  $0.03
June 30, 2002                 $0.028                 $0.015
September 30, 2002            $0.02                  $0.014
December 31, 2002             $0.016                 $0.005

Quarter Ending:         High ask per share:    Low bid per share:
----------------        -------------------    ------------------
March 31, 2003                $0.015                 $0.005

The above quotations reflect inter-dealer prices, without retail
mark-up, markdown, or commission and may not necessarily
represent actual transactions.

B.  HOLDERS

There were approximately 150 holders of the Company's common
stock as of December 31, 2002.  Two holders with a total of
644,750 shares are affiliates of the Company.


C.  DIVIDENDS

The Company has paid no dividends to date on its common stock.
The Company reserves the right to declare a dividend when
operations merit.  However, payments of any cash dividends in the
future will depend on our financial condition, results of
operations, and capital requirements as well as other factors
deemed relevant by our board of directors.

D. RECENT SALES OF UNREGISTERED SECURITIES

a)   On January 7, 2002, the Company issued 200,000 shares of
common stock at an agreed value of $0.07 per share to a director
of the Company for settlement of accounts payable of $14,000.
The Company also granted this director 200,000 non-transferable
share purchase warrants entitling the holder to purchase one
share of common stock at a price of $0.07 per share
for a period of two years.

b)   On January 7, 2002, the Company issued 50,000 and 75,000
shares of common stock at an agreed value of $0.10 and $0.0712
per share, respectively, to consultants of the Company for
settlement of accounts payable of $5,000 and $5,340,
respectively.

c)   On February 22, 2002, the Company renegotiated the private
placement of 240,000 units at $0.50 per unit for cash completed
on May 16, 2001.  Under the terms of the renegotiated private
placement, the Company was to issue an additional 560,000 shares
of common stock at $0.001 per share in order to
modify the subscription price from $0.50 per share to $0.15 per
share.  The revised subscription price approximated the
discounted price of one share of restricted common stock that the
Company believes it could have received had it undertaken a
financing of restricted stock on May 16, 2001.  Due to litigation
over this matter, these shares have not been issued at this time.

d)   In January 2002, a director of the Company resigned from the
Company's Board of Directors effective December 31, 2001.  As a
result, 2,600,000 warrants originally granted to this director on
July 3, 2001 were cancelled.  The Company also offered to convert
accounts payable of $10,475 owing to this director at December
31, 2001 to a convertible promissory note which would bear
interest at a rate of 4% per annum, payable quarterly.  The
convertible promissory note would be due on December 31, 2002.
The convertible promissory note could be converted into common
shares of the Company at a 25% discount to the market based
closing trading price on December 31, 2002 in lieu of cash.

e)   In April 2002, a director of the Company resigned from the
Company's Board of Directors effective April 5, 2002.  As a
result, 1,300,000 warrants originally granted to this director on
July 3, 2001 were cancelled.


ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR
         PLAN OF OPERATION

The following should be read in conjunction with the Selected
Financial Data and the Consolidated Financial Statements and
notes thereto appearing elsewhere in this report.

Revenue and expense transactions in Canadian funds are converted
to US dollars at the average rates in effect when the
transactions occurred.  Asset and liability accounts are
converted at year-end closing rates, as at December 31, 2002.

Plan of Operation.

The Company is a development-stage company and has recently been
pursuing the primary business of developing and installing
wireless based systems designed for tracking, transmission of
sensor readings, and the ability to send signals that would
restart idled generators on refrigerated containers based on the
tests being undertaken by the Andromeda group.

Recently, the Company has been evaluating several potential oil
and gas leases in both the USA and Canada.  Should the right
opportunity present itself and the necessary funding be
available, the Company may commence an oil and gas exploration
and development program.

Based upon the low monthly overhead associated with current
Operations, the Company believes that it has sufficient cash on
hand and financing arrangements made to meet its anticipated
needs
for working capital, capital expenditures and business expansion
for the next twelve months of operations, before any revenues are
obtained.  Should the business expand, the Company will need
to raise additional capital.

The Company has not established revenues sufficient to cover its
operating costs and to allow it to continue as a going concern. A
Note to the Financial Statements as at December 31, 2002,
states that due to no established source of revenue, there is
substantial doubt regarding the Company's ability to continue as
a going concern, and as such, the Company is substantially
dependent upon its ability to generate sufficient revenues to
cover its operating costs.

If the Company needs to raise additional funds in order to
fund expansion, develop new or enhanced services or products,
respond to competitive pressures or acquire complementary
products, businesses or technologies, any additional funds raised
through the issuance of equity or convertible debt securities
will reduce the percentage ownership of the stockholders of the
Company. Stockholders may also experience additional dilution.
Such securities may have rights, preferences or privileges senior
to those of the Company's Common Stock.  The Company does
not currently have any contractual restrictions on its ability to
incur debt and, accordingly, the Company could incur significant
amounts of indebtedness to finance its operations.  Any such
indebtedness could contain covenants which would restrict the
Company's operations.  There can be no assurance that the Company
will be able to secure adequate financing from any source to
pursue its current plan of operation, to meet its obligations or
to deploy and expand its network development efforts over the
next twelve months.  Based upon its past history, management
believes that it may be able to obtain funding from investors or
lenders, but is unable to predict with any certainty the amount
and/or terms thereof.   If adequate funds are not available or
are not available on acceptable terms, the Company may not be
able to continue in business, or to a lesser extent, may not be
able to take advantage of acquisition opportunities, develop or
enhance services or products or respond to competitive pressures.

As of the date of this filing, no sales revenue has been
generated by the Company.  Accordingly, no table showing
percentage breakdown of revenue by business segment or product
line is included.

Capital Requirements & Use of Funds

Since year end December 31, 2001, Hemisphere and Associates,
Inc., a non-related party, has caused to be loaned to the Company
a total of approximately $47,200 at no interest.

The Company will be seeking financing in the order of $200,000 to
$500,000 over the next twelve months to continue with the
development and launching the marketing of the wireless tracking
devices. There is no guarantee that the Company will actually be
able to complete such financing within a twelve month period, or
at all.  Should this funding not be raised, it would put the
ability for the Company to pursue its business plan at risk (See
Risk Factors).

Corporate uses of funds shall include but not be limited to the
following:

 - International market development, research, media trade shows,
sales tools and support toward further development of the
Company's international sales and marketing of wireless products
and other Services.

 - Product development, enhancements and implementation to
current version of the container tracking device.

 - Pursue the establishment of corporate entities in strategic
foreign countries to allow further exploitation of those markets.
Expenses include license fees, legal costs and corporate
development costs.

 - Lease acquisition costs for potential oil and gas leases.

 - Administration and operational expenses.

Capital is expected to be raised in stages, as the financing
climate permits.

The next phase of funding is anticipated to require approximately
$200,000 to $500,000, depending upon expansion schedules
negotiated under possible joint ventures and partnerships.

The following discussion and analysis explains the financial
condition for the period from January 1, 2002 to December 31,
2002, which supplements the financial statements and related
notes for that period and the audited financial statements for
the fiscal year ended December 31, 2002.

Revenues.  The Company does not anticipate that revenue
generating operations will commence until at least 2004.  No
revenues were generated for the period January 1, 2002 to
December 31, 2002, nor prior to that date.

Expenses.  For the period from January 1, 2002 to December 31,
2002, the Company incurred expenses of $109,226 for consulting
fees to Messrs. Hardesty, Lambert and Lawson; professional
accounting and legal fees of $46,186; general and administrative
expenses of $1,671; transfer agent and filing fees of $563; rent
of $1,200; travel costs of $3,357; website development cots of
$5,000; and $1,223 for telephone expenses; $7,000 for write down
of receivables; and $139,133 for estimated litigation settlement,
and a gain of $9,102 in write off of accounts payable.

Expenses for the previous year ended December 31, 2001 were
$1,680,185 for consulting, including $156,396 in fees to Messrs.
Hardesty, Lambert and Lawson and $1,392,666 for stock based
compensation; $9,889 for marketing and investor relations;
professional accounting and legal fees of $188,775, including
stock based compensation of $100,854; general and administrative
expenses of $7,054; transfer agent and filing fees of $7,225;
rent of $4,002; travel costs of $49,416; website development cots
of $,513; and $24,955 for telephone expenses; $147,311 for write
down of receivables; and $1,000 for write down of intellectual
property rights.

Expenses for the previous three years were $350,889 for
consulting; $46,673 for marketing and investor relations;
professional accounting and legal fees of $109,601; general and
administrative expenses of $60,993; $26,369 for miscellaneous
salaries; transfer agent and filing fees of $15,646; rent of
$37,585; travel costs of $211,516; website development cots of
$13,678; and $40,280 for telephone expenses. Operating capital
was advanced to the Company through loans, private placements and
shares issued for service debt.

Net Loss.  For the period from January 1, 2002 to December 31,
2002, the Company recorded a loss from operations totaling
$305,343 for the year.  The total net loss since incorporation
through to December 31, 2002, was $3,749,834.


Liquidity and Capital Resources.

Hemisphere and Associates Ltd. has advanced a total of $47,204 as
loans to the Company to cover operating costs during 2001 and
2002, and shares were issued for services totaling $24,340.  As
of December 31, 2002, the working capital deficiency was
$346,039, including notes payable of $58,098.

A.  RESULTS OF OPERATIONS

At this time, the Company has not commenced revenue generating
operations.  As noted previously, the Company does not anticipate
commencing revenue generating operations until the second half of
2002.  The Company also cautions that while it does not foresee
any such eventuality, delays in the anticipated start of
operations might occur.

B.  CAPITAL RESOURCES

The Company had a working capital deficiency of $346,039 at
December 31, 2002.  The Company is pursuing private placements
to finance business development and settled the outstanding notes
payable of $58,098 at December 31, 2002 by conversion to private
placement shares.  In the meantime, the Company is meeting its
obligations through funds loaned by certain management and
non-related third parties.  The Company anticipates that it will
be able to raise further funds through share issuances over the
next year that will provide adequate working capital for
the next twelve months.

The Company has made no specific commitments for capital
Expenditures.

C.  LIQUIDITY

The Company is illiquid at the present time and is dependent upon
loans and small private placements to provide funds to maintain
its activities, though the Company expects to be able to raise
larger amounts of funds through the issuance of shares over the
next six to twelve months.

ITEM 7.  FINANCIAL STATEMENTS

The consolidated financial statements of the Company are filed
under this Item, and are included herein by reference.


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

1.   Previous independent accountants

(I)  Effective March 12, 2003, Litewave Corp. ("Litewave")
confirmed with its auditors, Davidson & Company ("Davidson"),
that Davidson would no longer be representing Litewave as its
accountants. As of that date, Litewave dismissed Davidson as its
auditors.

(ii) Davidson last reported on Litewave's financial statements as
of December 31, 2001 and 2000.  The audit reports of Davidson on
Litewave's financial statements for the fiscal years ending
December 31, 2001 and 2000 did not contain any adverse opinion or
disclaimer of opinion, nor were they qualified or modified as to
uncertainty, audit scope, or accounting principles, except such
reports were modified to include an explanatory paragraph
describing for a going concern uncertainty.

(iii)     The change of independent accountants was ratified by
the Board of Directors of Litewave on March 12, 2003.

(iv) During Litewave's two most recent fiscal years and the
subsequent interim period through March 12, 2003, there were no
disagreements with Davidson on any matter of accounting
principles or practices, financial statement disclosure, or
auditing scope or procedure, which, if not resolved to Davidson's
satisfaction, would have caused it to make reference to the
subject matter of the disagreement in connection with its report
as discussed in Item 304(a)(1)(iv) of Regulation S-B.

2.   New independent accountants

Litewave has engaged Morgan & Company, Chartered Accountants as
its new independent accountant on March 24. 2003. Prior to March
24, 2003, Litewave had not consulted with Morgan & Company
regarding (I) the application of accounting principles to a
specified transaction, either completed or proposed, or the type
of audit opinion that might be rendered on Litewave's
consolidated financial statements, and no written report or oral
advice was provided to Litewave by Morgan & Company concluding
there was an important factor to be considered by Litewave in
reaching a decision as to an accounting, auditing or financial
reporting issue; or (ii) any matter that was either the subject
of a disagreement, as that term is defined in Item 304(a)(2) of
Regulation S-B and the related instructions to Item 304 of
Regulation S-B, or a reportable event, as that term is defined in
Item 304(a)(2) of Regulation S-B.

3.   Litewave has requested that Davidson furnish it with a
letter addressed to the SEC stating whether or not it agrees with
the above statements. A copy of such letter, dated April 9, 2003,
is filed as Exhibit 16.1 to the Form 8-K.



                             PART III

ITEM 9.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

The following are the names, positions, and municipalities of
residence and relevant backgrounds of current key personnel of
the Corporation:

Ian Davidson Lambert: President, Director
Date Position Commenced: February 26, 1999
Term of Office: Annual
Address:  1220 Eastview Road, North Vancouver, B.C. V7J 1L6
Age: 57

Experience:  Owner, Canasia Data Corporation, (management
services company) 1983 to present; Director, Covik Development
Corp.,(oil & gas exploration) April 1990 to present; Director,
Trade Winds Ventures Inc., (mineral exploration) April 1990 to
present; Director, Sunorca Development Corp., (gas energy
production) December 1999 to present; All companies are arms
length with the Registrant, except Canasia Data, which is a
shareholder of the Registrant.

Harvey M. Lawson: Secretary/Treasurer
Date Position Commenced:  January 18, 2000
Term of Office: Annual
Address: 464 Somerset Street, North Vancouver, BC Canada V7N 1G3
Age: 55

Experience: Director and Officer, Lorex Minerals Inc. (mineral
exploration) 2001 to present; Director, Trade Winds Ventures
Inc.(mineral exploration) January 2001 to present; Financial
Planner 1993 to 1998; Lecturer in Financial Management in Hong
Kong, Singapore and Canada 1978 to 1993.

Nirj Joseph Deva, Director
Date Position Commenced:  March 20, 2001
Term of Office:  Annual
Address: 169B Kennington Road, London, SE11 6SF
Age: 54

Experience:  Mr. Deva is originally from Sri Lanka. He was
elected a member of the European Parliament representing the
South East Region of England in 1999. Previously, he was elected
as MP for Brentford & Isleworth, London, England, in 1992 having
contested Hammersmith (West London) as the Conservative Candidate
in 1987. By background, he is an Environmental Scientist and
aeronautical engineer. He undertook research work into aircraft
noise and chaired a Government Committee into air travel. A
Company Director, he established several small businesses. In
1987 he was elected as Chairman of the Conservative Party's "One
Nation Forum"; before that he was Vice Chairman of the Anglo
Asian Conservative Society. In 1985 Mr. Deva was appointed by Her
Majesty The Queen to be a Deputy Lieutenant for Greater London,
in which capacity he represents the Queen on official occasions.


ITEM 10.  EXECUTIVE COMPENSATION

A.  SUMMARY COMPENSATION

Mr. Michael Hardesty received $3,476 of compensation up until his
resignation April 5, 2002, in accordance with a management
employment agreement approved by the directors in July, 2001.

A private company wholly-owned by Mr. Ian Lambert received or was
due a total of $99,750 of compensation in the fiscal year ended
December 31, 2002, in accordance with a management employment
agreement approved by the directors in October, 1999 at a rate of
$4,500 per month, increased by the Directors in October, 2000
to a rate of $9,000 per month, and amended by the Directors to a
rate of $6,250 per month effective October 1, 2002.

Mr. Lawson was paid or due $6,000 in the fiscal year ended
December 31, 2002, for management and consulting services.

The following table sets forth certain information concerning the
compensation for the fiscal years ended December 31, 2000,, 2001
and 2002 earned by our chief executive officer.  No executive
officers earned cash salaries and bonuses exceeding $100,000
during fiscal 2002.


<PAGE>
<PAGE>


(Format change)
<TABLE>

                                SUMMARY COMPENSATION TABLE
<S>                  <C>   <C>       <C>                 <C>                    <C>

                                                             Long Term
                                                         Compensation Awards
Name and                             Other       Annual  Securities Underlying    All
Principal Position   Year  Salary($) Bonus($) Compensation($) options(#)
Compensation($)

Ian D. Lambert   (2) 2002   $ 99,750     --         --             nil              --
Michael Hardesty (1) 2002   $  3,476     --         --             nil              --
Harvey Lawson    (3) 2002   $  6,000     --         --             nil
--
Michael Hardesty (1) 2001   $ 40,000     --         --             nil              --
Ian D. Lambert   (2) 2001   $108,000     --         --             nil              --
Harvey Lawson    (3) 2001   $  8,396     --         --             nil
--
Ian D. Lambert   (2) 2000   $ 67,500     --         --             nil              --
Harvey Lawson    (3) 2000   $  5,750     --         --             nil
--

(1) Mr. Hardesty became President on June 25, 2001, and resigned on April 5, 2002.

(2) Mr. Lambert was President from February, 1999 to June 25, 2001, and appointed to
replace Mr. Hardesty on April 5, 2002.

(3) Mr. Lawson is the Company's Secretary/Treasurer and Chief Financial Officer

</TABLE>
<page>

B.  OPTIONS/SAR GRANTS IN LAST FISCAL YEAR (INDIVIDUAL GRANTS)

The Company has approved and implemented a Directors, Officers,
Employees and Consultants Stock Option Plan. There were no options
granted as at December 31, 2000.  During 2001, a total of 2,295,000
options were granted to Directors, Employees and Consultants.
During 2002, no options were granted to Directors, Employees and
Consultants.

<TABLE>

   Options Grants

The following table provides information on stock options granted to our
chief executive officers during the fiscal year ended December 31, 2002.

<S>             <C>                     <C>                <C>     <C>
               Number of            % of Total Options
            Securities Underlying    Granted to Employees  Exercise  Expiry
Name           Options Granted (#)       In Fiscal Year     Price     Date

               None                0              n/a   n/a

</TABLE>

<PAGE>
<PAGE> format change


C.  AGGREGATED OPTION/SAR EXERCISES IN THE LAST FISCAL YEAR AND
    FISCAL YEAR-END OPTION/SAR VALUES

There were no options exercised in the last fiscal year.

D.  LONG-TERM INCENTIVE PLANS - AWARDS IN THE LAST FISCAL YEAR

The following awards and long term incentive plans were made in
the last fiscal year:

None

E.  COMPENSATION OF DIRECTORS

      1. Standard Arrangements

The members of the Company's Board of Directors are reimbursed
for actual expenses incurred in attending Board meetings.

      2. Other Arrangements

There are no other arrangements.

F.  EMPLOYMENT CONTRACTS AND TERMINATION OF EMPLOYMENT, CHANGE IN
    CONTROL ARRANGEMENTS

The Company does not have any compensatory plan or arrangement
which will result from the resignation, retirement or other
termination of employment of an executive officer or from a
change of control of the Company or a change in an executive
officer's responsibilities following a change of control.

Pursuant to an agreement (the "Lambert Executive Employment
Agreement") effective as at October 1, 1999 and amended October
1, 2000, and October 1, 2002, Ian Lambert, the Company's
President and a Director, is employed by the Company and
currently paid or accrued a monthly salary of $6,250.  The term
of the Lambert Executive Employment Agreement will be for
increments of one year, subject to earlier termination as
provided therein.  Currently, the Board has renewed the Lambert
Executive Employment Agreement for a period of one year from
October 1, 2002 to September 30, 2003 at the rate of $75,000 per
annum.

Pursuant to a proposed agreement (the "Lawson Employment
Agreement") to be effective as at January 18, 2000, Harvey
Lawson, the Company's Secretary/Treasurer and a Director, will be
employed by the Company and paid a monthly salary of $500.
The term of the Lawson Executive Employment Agreement will be for
one year, subject to earlier termination as provided therein.
Currently, the Board has renewed the Lawson Employment Agreement
for a period of one year from October 1, 2002 to September 30,
2003.



<PAGE>

ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
          MANAGEMENT

A.   Security ownership of certain beneficial owners.  The table
below  identifies any individual (including any "group") who is
known to the Company to be the beneficial owner of more than five
percent of any class of the small business Company's voting
securities as at December 31, 2002:


<PAGE>
format change
<TABLE>

<S>        <C>                             <C>                 <C>
Title of   Name and address                Amount and nature   Percentage
class      of beneficial                   of beneficial       of class (1)
           Owner                            ownership

Common     None

(1)  Percentage of total 11,145,974 shares issued as at December 31, 2002

</TABLE>
<PAGE>

<TABLE>

B.   Security ownership of management.  The table below sets forth the ownership by all
directors and nominees, each of the named executive officers of the Company, and all
directors and executive officers of the Company as a group.

<S>          <C>                         <C>                 <C>
Title of     Name and address            Amount and nature   Percentage
class        of beneficial               of beneficial       of class
             Owner                       ownership

Common       Ian Lambert                 531,000 common        4.8%
                1220 Eastview Road
             North Vancouver, B.C. V7J 1L6

Common       Harvey Lawson
             464 Somerset Street         113,750 common        1.0%
             North Vancouver, B.C.
             V7N 1G3

Common       All Officers and Directors
             as a Group (two persons)    644,750               5.8%

</TABLE> format change
<Page>

C.   CHANGES IN CONTROL

None.

<PAGE>


ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

Except as otherwise disclosed herein, no director, senior
officer, principal shareholder or any associate or affiliate, had
any material interest, direct or indirect, in any transaction
since incorporation that had or is anticipated to have a material
affect on the business, or any proposed transaction that would
materially affect the business, except for an interest arising
from the ownership of common shares of the Company where the
member will receive no extra or special benefit or advantage not
shared on a pro rata basis by all holders of shares in the
Company's capital.

Ian Lambert (President) and Harvey Lawson (Secretary/Treasurer) are
currently the principal management of the business, and they own
collectively 644,750 shares or 5.8% of the issued and
outstanding stock.  The salary for these executive officers
outlined in Compensation of Officers was not established by arms
length negotiations, however it is believed that the terms of
these transactions are no less favorable to the Company than
terms expected to be negotiated with unrelated parties at arms
length.


ITEM 13.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES & REPORTS ON
          FORM 8-K

(a) Exhibits
        Exhibit Number                         Description

99.1          Chief Operating Officer's Certification

99.2          Chief Financial Officer's Certification

(b) Reports on Form 8-K

         The Registrant filed a report on Form 8-K during the
year dated March 28, 2002. The Registrant filed a current report
on Form 8-K following the year end dated April 14, 2003.

Exhibits as required by Item 601 of Regulation S-B

Index to Exhibits:


Exhibit        Description
Number

Exhibit 3.1    Articles of Incorporation filed June 30, 1989. (1)

Exhibit 3.2    Certificate of Amendment of Articles of
               Incorporation filed July 16, 1998, increasing
               authorized capital stock in the Corporation to 25
               million shares at $0.001 par value. (1)

Exhibit 3.3    Certificate of Amendment of Articles of
               Incorporation effecting a split of 200 for 1,
               effective July 25, 1998(1)

Exhibit 3.4    Certificate of Amendment of Articles of
               Incorporation filed May 10, 1999, changing the
               name of the Corporation from Homefront Safety
               Services of Nevada, Inc. to LITEWAVE CORP. (1)

Exhibit 3.5    Bylaws of the Corporation. (1)

Exhibit 4.1    Litewave Corp. 2000 Stock Option Plan (2)

Exhibit 4.2    Form of Litewave Corp. Employee Incentive Stock
               Option Agreement Pursuant to the 2000 Stock Option
               Plan (2)

Exhibit 4.3    Form of Litewave Corp. Employee Non-Qualified
               Stock Option Agreement Pursuant to 2000 Stock
               Option Plan (2)

Exhibit 10.1   Technology Purchase and Assignment Agreement,
               dated April 19, 1999, to acquire the assets of and
               the world-wide rights to the technology agreement
               between the Corporation and International
               Communications and Equipment Inc. (1)

Exhibit 10.2   Letter of Intent, dated May 27, 1999, from ZAO NPO
               Crosna of the Russian Federation covering the
               installation and operation of
               Voice-over-the-Internet Protocol technology for
               long distance telephone traffic to and from the
               Russian Federation. (1)

Exhibit 10.3   Protocol of Intentions Agreement between the
               Corporation and ZAO NPO Crosna, dated June 22,
               1999, respecting the organization of international
               and inter-city VoIP communications channels in the
               territory of the Russian Federation. (1)

Exhibit 10.4   Agreement, dated September 10, 1999, between
               Crosna and the Corporation entitled "Principles
               for Setting up the IP Telephone Network and
               Providing IP Telephone Services in the Territory
               of the Russian Federation"; establishing a 50/50
               joint venture. (1)

Exhibit 10.5   Agreement, dated January 7, 2000 Letter of Intent
               between the Corporation and International
               Communications and Equipment Inc. ("ICE") to
               rescind the Agreement dated April 19, 1999 between
               the two parties, and provide the terms for
               the assignment of the Crosna Russian project to
               ICE. (1)

Exhibit 10.6   Letter of Intent, dated June 15, 1999, between the
               Corporation and M. Demajo Group of Companies of
               Valletta, Malta, to form a joint venture with in
               order to provide VoIP network and services,
               pre-paid calling cards, Internet Service Provider
               access and other telephony services. (1)

Exhibit 10.7   Officer/Director Employment Agreement, dated
               October 1, 1999, between the Corporation and its
               President, Ian Lambert(1)

Exhibit 10.8   Funding Agreement, dated July 6, 2000, between the
               Company and its President, Ian Lambert (1)

Exhibit 10.9   Letter of Intent between the Company and
               AirArmor Inc. dated October 5, 2000 to enter
               into the acquisition of AirArmor Inc. (3)

Exhibit 10.10  Asset Purchase Agreement between Panier, SA and
               Litewave Corp. dated February 22, 2001. (4)

Exhibit 10.11  6% Convertible Debenture between Litewave Corp.
               and Panier, SA dated February 16, 2001. (4)

Exhibit 16.1   Letter from Davidson & Company to the Securities
               and Exchange Commission regarding change of
auditor                 (5).


(1) Incorporated by reference to the Registrant's Registration
    Statement on Form 10-SB

(2) Incorporated by reference to the Registrant's Registration
    Statement on Form S-8

(3) Incorporated by reference to the Registrant's Annual Report
  on Form 10KSB for the year ended December 31, 2001

(4) Incorporated by reference to the Registrant's Quarterly
Report on Form 10QSB for the quarter ended September 30, 2002

(5) Incorporated by reference to the Registrant's 8-K report,
filed April 15, 2003

The following documents are filed as part of this report under
Part II, Item 7:

Audited Financial Statements and notes thereto: Pages F-1 to F-10

<PAGE>

                         LITEWAVE CORP.
                  (A Development Stage Company)


                       FINANCIAL STATEMENTS


                        DECEMBER 31, 2002


INDEPENDENT AUDITORS' REPORT


To the Stockholders and Board of Directors of
Litewave Corp.
(A Development Stage Company)


We have audited the accompanying balance sheet of Litewave Corp.
(a development stage company) as at December 31, 2002 and the
related statements of operations, cash flows, and stockholders'
deficiency for the year then ended.  These financial statements
are the responsibility of the Company's management.  Our
responsibility is to express an opinion on these consolidated
financial statements based on our audit.  The financial
statements of Litewave Corp. (a development stage company) for
the year ended December 31, 2001 were audited by other auditors
whose report thereon, dated March 19, 2002, expressed an
unqualified opinion.

We conducted our audit in accordance with generally accepted
auditing standards in the United States of America.  Those
standards require that we plan and perform an 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 audit provides a reasonable
basis for our opinion.

In our opinion, these financial statements present fairly, in all
material respects, the financial position of the Company as at
December 31, 2002 and the results of its operations and cash
flows for the year then ended in conformity with generally
accepted accounting principles in the United States of America.

The accompanying financial statements have been prepared assuming
that Litewave Corp. (a development stage company) will continue
as a going concern.  As discussed in Note 2 to the financial
statements, the Company has no established source of revenue.
This raises substantial doubt about its ability to continue as a
going concern.  Management's plan in regard to these matters are
also described in Note 2.  The financial statements do not
include any adjustments that might result from the outcome of
this uncertainty.


Vancouver, Canada
/s/ Morgan & Company
 April 11, 2003
Chartered Accountants


<PAGE>
<Page>
format change
<TABLE>                                LITEWAVE CORP.
                              (A Development Stage Company)
                                     BALANCE SHEETS
                                  (Stated in U.S. Dollars)

<S>                                    <C>               <C>
                                             DECEMBER 31
                                        2002                2001
                                        ------              ------
ASSETS

Current
  Cash                                $      -           $      271
  Receivables                              1,864              2,146
  Prepaid expenses                           -               12,706
                                      -----------         -----------
Total current assets                       1,864             15,123

Advances receivable (Note 4)                 -                7,000
                                      -----------         -----------
                                           1,864             22,123
                                      ===========         ===========

LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities
Bank Indebtedness                    $      265      $      -
Accounts payable and accrued
   liabilities                           289,653             43,961
  Note payable (Note 5)                   58,098             43,198
                                      -----------         -----------
Total current liabilities                348,016            87,159
                                      -----------         -----------

Stockholders' deficiency
  Common stock (Note 6)
    Authorized
     100,000,000 common shares
      with a par value of $0.001
    Issued
      11,145,974 common shares
      (2001 - 10,820,974)                 11,146              10,821
  Additional paid-in capital           3,392,649           3,368,634
  Deficit accumulated during
    the development stage             (3,749,947)         (3,444,491)
                                      -----------         -----------
                                        (346,152)            (65,036)
                                      -----------         -----------
                                       $   1,864           $  22,123
                                      ===========         ===========

</TABLE>
<PAGE>
<Page>
<TABLE>

                                     LITEWAVE CORP.
                              (A Development Stage Company)
                                STATEMENTS OF OPERATIONS
                            (Stated in U.S. Dollars)

<S>                          <C>         <C>            <C>
                                                         Cumulative
                                                         Amounts From
                             Year Ended December 31,     Inception on
                                                         June 30, 1989
                             -----------------------     to December 31,
                              2002           2001        2002

EXPENSES
Consulting                   109,226      1,680,185        2,140,300
Foreign Exchange
  (gain) loss                 (2,705)        (9,002)          11,097
General and
    administrative             1,671          7,054           47,914
Marketing and
    promotion                    -            9,889           56,562
Professional fees             46,186        188,775          344,562
Rent                           1,200          4,002           42,787
Salaries and benefits          2,591          2,938           31,898
Telephone and utilities        1,223         24,955           66,458
Transfer agent and
    filing fees                  563          7,225           23,434
Travel                         3,470         49,416          264,289
Website development            5,000         33,513           52,191
                          ----------       ---------       ---------
                             168,425      1,998,950        3,081,605

OTHER ITEMS
Provision for settlement
   of litigation (Note 10)  139,133            -             139,133
Write off of accounts
   Payable                   (9,102)           -              (9,102)
Write-down of
 capital assets                  -             -             353,000
Write-down of advances
 receivable (Note 4)          7,000         147,311          184,311
Write-down of intellectual
 & property rights (Note 5)      -            1,000            1,000
                           ----------       ---------       ---------
                             137,031         148,311         668,342

Loss for the period       $ (305,456)    $(2,147,261)    $(3,749,947)
                         ===========       ==========     ==========
Basic and diluted
 loss per share           $   (0.03)     $   (0.25)
                          ==========      =========

Weighted average number
  of shares of common stock
  outstanding             11,139,741      8,441,982
                          ==========      =========

</TABLE>
<PAGE>
<Page> format change
<Table>
                                     LITEWAVE CORP.
                              (A Development Stage Company)
                                 STATEMENTS OF CASH FLOWS
                            (Stated in U.S. Dollars)

<S>                                   <C>         <C>           <C>
                                                                 Cumulative
                                                                 Amounts From
                                      Year Ended December 31,    Inception on
                                                                 June 30, 1989
                                      -----------------------    to December 31,
                                       2002           2001       2002


CASH FLOWS FROM OPERATING ACTIVITIES
  Loss for the period                 $(305,456)  $(2,147,261)   $(3,749,947)

  Adjustments to reconcile loss to net
    cash used in operating activities:
   Write off of accounts payable         (9,102)           -          (9,102)
   Write-down of capital assets             -              -         353,000
   Write-down of advances receivable      7,000       147,311        184,311
   Write-down of intellectual and
     property rights                        -           1,000          1,000
   Consulting expenses paid by shares
     of common stock                        -          10,400         11,740
   Consulting expenses paid by stock
     options and warrants                   -       1,392,666      1,392,666
   General and administrative expenses
     paid by shares of common stock         -           3,000          3,000
   Professional fees paid by stock
     options                                -         100,854       100,854
   Website development expenses paid
     by shares of common stock              -          32,400        32,400
Changes in non-cash working capital items
  Increase (decrease) in receivables        282         6,725        (1,864)
  Decrease in prepaid expenses           12,706        34,094        46,687
Increase in accounts payable
      and accrued liabilities           290,028       265,289       668,984
                                      ----------     ---------     ----------
  Net cash used in
    operating activities                 (4,542)     (153,522)      (966,158)
                                      ----------    ---------     ----------
CASH FLOWS FROM INVESTING ACTIVITIES
 Advances receivable                        -        (123,342)      (184,311)
 Acquisition of capital assets              -             -         (353,000)
 Acquisition of intellectual and
     property rights                        -          (1,000)        (1,000)
                                      ----------     ---------     ----------
  Net cash used in
    investing activities                    -        (124,342)      (538,311)
                                      ----------     ---------     ----------

CASH FLOWS FROM FINANCING ACTIVITIES
  Bank indebtedness                         265           -             265
  Issuance of common stock                  -         195,000       197,000
  Note Payable                            4,006        56,026      1,282,204
  Due to related party                      -          25,000         25,000
                                     ----------      ---------    ----------
Net cash provided by financing
    activities                            4,271       276,026      1,504,469
                                     ----------      ---------    ----------

Change in cash for the period              (271)       (1,838)           -
Cash, beginning of period                   271         2,109           -
                                     ----------      ---------     ----------
Cash, end of period                   $     -        $    271     $      -
                                     ==========      ==========    ==========
Cash paid during the period for:
  Interest expense                    $     -         $     -        $    -
  Income taxes                              -               -             -
                                     ==========      ==========    ==========

</Table>
Supplemental disclosure with respect to cash flows (Note 11)


<Table>
                                      LITEWAVE CORP.
                              (A Development Stage Company)
                           STATEMENTS OF STOCKHOLDERS' DEFICIT
                            (Stated in U.S. Dollars)

<S>                   <C>         <C>       <C>         <C>           <C>
                                                         Deficit
                                                        Accumulated
                        Common Stock       Additional   During the
                     --------------------    Paid-in    Development
                      Shares       Amount    Capital    Stage           Total

Balance from inception
   June 30, 1989 to
   December 31, 1997  2,000,000   $ 2,000   $   -       $  (2,000)    $    -

  Shares issued for
    services            500,000       500        840         -          1,340

  Loss for the year         -         -         -          (2,020)     (2,020)
                      ---------   ---------  ---------    --------    ----------
Balance, December 31,
  1998                2,500,000     2,500        840       (4,020)       (680)

 Loss for the year         -          -         -      (1,064,085) (1,064,085)
                      ---------   ---------  ---------   --------    ----------
Balance, December 31,
  1999                2,500,000     2,500        840   (1,068,105) (1,064,765)

Shares issued on
 settlement of debt   3,500,000     3,500  1,046,500         -      1,050,000

Loss for the year         -         -         -          (229,125)  ( 229,125)
                      ---------  ---------  ---------     --------  ----------

Balance, December 31,
  2000                6,000,000     6,000  1,047,340  (1,297,230)   ( 243,890)
                      ---------  ---------  ---------     --------  ----------

Shares issued on settlement
 of note payable      1,000,000     1,000    184,000         -        185,000
Shares issued for settlement
 of accounts payable  2,090,974     2,091    332,904         -        334,995
Shares issued for
 services               260,000       260     40,140         -         40,400
Shares issued for
 prepaid services       820,000       820     48,380         -         49,200
Shares issued
 for donation            10,000        10        -           -          3,000
Shares issued for cash on
 exercise of warrants   300,000       300     74,700         -         75,000
Shares issued on settlement
 of amount due to related
 party                  100,000       100     24,900         -         25,000

Shares issued for cash on
 private placement      240,000       240    119,760         -        120,000
Stock-based compensation                   1,493,520         -      1,493,520
Loss for the year           -         -          -    (2,147,261)  (2,147,261)
                      ---------  --------  ---------  ----------   -----------
Balance,
 December 31, 2001   10,820,974   $10,821 $3,368,634  $(3,444,491)   $(65,036)
                      ---------  --------  ---------  ----------    ---------
Shares issued for settlement
 of accounts payable    325,000       325     24,015         -         24,340
Loss for the year           -         -          -      (305,456)    (305,456)
                      ---------  --------  ---------  ----------    ---------
Balance,
 December 31, 2002   11,145,974   $11,146 $3,392,649  $(3,749,947)   (346,152)
                     ==========  ======== ==========   ===========   ========


</Table>
<PAGE>
<Page> format change

                         LITEWAVE CORP.
                 (A Development Stage Company)
               NOTES TO THE FINANCIAL STATEMENTS
                    DECEMBER 31, 2001
               (Expressed in U.S. Dollars)

1.   HISTORY AND ORGANIZATION OF THE COMPANY

The Company was organized on June 30, 1989, under the laws
of the State of Nevada, as Homefront Safety Services of Nevada,
Inc.  On April 26, 1999, the Company changed its name from
Homefront Safety Services of Nevada, Inc. to Litewave Corp.

The Company is considered a development stage company as it
has not generated revenues from its operations.

2.   GOING CONCERN

These financial statements have been prepared in conformity with
generally accepted accounting principles in the United State of
America with the assumption that the Company will be able to
realize its assets and discharge its liabilities in the normal
course of business rather than through a process of forced
liquidation.  As the Company has no current source of revenue,
its ability to continue as a going concern is dependent on
obtaining continued financial support, completing public equity
financing, or generating profitable operations in the future.


                                     2002          2001

Working capital deficiency      $  (346,152)    $   (72,036)
Deficit accumulated during the
   development stage            $(3,749,947)    $(3,444,491)


3.   SIGNIFICANT ACCOUNTING POLICIES

These financial statements have been prepared in conformity with
generally accepted accounting principles in the United States of
America.  The significant accounting policies adopted by the
Company are as follows:

Use of Estimates

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

                             LITEWAVE CORP.
                     (A Development Stage Company)
                     NOTES TO FINANCIAL STATEMENTS
                          DECEMBER 31, 2002
                       (Stated in U.S. Dollars)


3.   SIGNIFICANT ACCOUNTING POLICIES (Continued)

Foreign Currency Translation

Transaction amounts denominated in foreign currencies are
translated at exchange rates prevailing at transaction dates.
Carrying values of monetary assets and liabilities are adjusted
at each balance sheet date to reflect the exchange rate at that
date.  Non-monetary assets and liabilities are translated at the
exchange rate on the original transaction date.  Gains and losses
from restatement of foreign currency monetary and non-monetary
assets and liabilities are included in the statements of
operations.  Revenues and expenses are translated at the rates of
exchange prevailing on the dates such items are recognized in the
statements of operations.

Cash and Cash Equivalents

Cash and cash equivalents include highly liquid investments with
original maturities of three months or less.

Loss Per Share

Basic loss per share is computed by dividing income available to
common shareholders by the weighted average number of shares of
common stock outstanding during the period.  Diluted loss per
share takes into consideration shares of common stock outstanding
(computed under basic loss per share) and potentially dilutive
shares of common stock.  Diluted loss per share is not presented
separately from loss per share as the exercise of any options and
warrants would be anti-dilutive.

Income Taxes

A deferred tax asset or liability is recorded for all temporary
differences between financial and tax reporting and net operating
loss carryforwards.  Deferred tax expenses (benefits) result from
the net change during the period of deferred tax assets and
liabilities.

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.


                          LITEWAVE CORP.
                  (A Development Stage Company)
                  NOTES TO FINANCIAL STATEMENTS
                       DECEMBER 31, 2002
                    (Stated in U.S. Dollars)


3.   SIGNIFICANT ACCOUNTING POLICIES (Continued)

Stock Based Compensation

The Company has elected to follow the intrinsic value approach of
Accounting Principles Board Opinion No. 25   "Accounting for
Stock Issued to Employees" ("APB 25"), and related
interpretations, in accounting for its employee stock options and
warrants rather than the alternative fair value accounting
allowed by Statement of Financial Accounting Standards No. 123
"Accounting for Stock Based Compensation" ("SFAS 123").  APB 25
provides that the compensation expense relative to the Company's
employee stock options and warrants is measured based on the
intrinsic value of the stock option or warrant.  SFAS 123 permits
companies to continue to follow APB 25 and provide pro-forma
disclosure of the impact of applying the fair value method of
SFAS 123.


4.   ADVANCES RECEIVABLE

During the year ended December 31, 2001, the Company entered into
a memorandum of understanding to acquire the business and assets
of Andromeda Leasing, Inc. ("Andromeda"), a privately held
company.  The Company advanced $7,000 to Andromeda with no
specific repayment terms and non-interest bearing.  Due to the
uncertainty as to recovery of the amount of the advance,
management decided to write off the full amount to operations at
December 31, 2002.


<PAGE>
                         LITEWAVE CORP.
                 (A Development Stage Company)
                 NOTES TO FINANCIAL STATEMENTS
                       DECEMBER 31, 2002
                   (Stated in U.S. Dollars)



5.   NOTES PAYABLE

I)   Note Payable

     Commencing January 1, 2002, the terms of the note payable
were changed from non-interest bearing with no fixed terms of
repayment to a convertible note bearing interest at 4% per annum,
and maturing on December 31, 2003.  The holder of the note may
convert into common shares of the Company at a price of the lower
of $0.30 per share or a 20% discount to the market until maturity
date.  The holder of the convertible note and the Company have
agreed to waive the interest that would have accrued on the note
payable through to December 31, 2003.

                    Balance Due            2002       2001
                                        $ 47,204   $ 43,198

ii)Convertible Promissory Note

     On January 7, 2002, the Company converted accounts payable
of $10,475 owing to a former director to a convertible promissory
note which bears interest at 4% per annum and matures on December
31, 2002.  The note may be converted into common shares of the
Company at a 25% discount to the market based on closing trading
price on December 31, 2002 in lieu of cash.

                    Balance Due           2002          2001
                                       $ 10,984         ----

                    Cumulative Totals  $ 58,098     $ 43,198


6.   COMMON STOCK

I)   Common Shares

a)   On January 7, 2002, the Company issued 200,000 shares of
common stock at an agreed value of $0.07 per share to a director
of the Company for settlement of accounts payable of $14,000.
The Company also issued, to this director, 200,000
non-transferable share purchase warrants entitling the holder to
purchase one common share of common stock at $0.07 per share for
a period of two years.

b)   On January 7, 2002, the Company issued 50,000 and 75,000
shares of common stock at an agreed value of $0.10 and $0.0712
per share, respectively, to consultants of the Company for
settlement of accounts payable of $5,000 and $5,340,
respectively.


                           LITEWAVE CORP.
                   (A Development Stage Company)
                   NOTES TO FINANCIAL STATEMENTS
                        DECEMBER 31, 2002
                     (Stated in U.S. Dollars)

6.   COMMON STOCK (Continued)

I)   Common Shares (Continued)

c)   On January 7, 2002, a director of the Company resigned from
the Company's Board of Directors.  As a result, 2,600,000
warrants originally granted to this director on July 3, 2001 and
repriced on September 21, 2001 were cancelled, and 500,000 stock
options originally granted to this director on July 3, 2001 and
repriced on September 21, 2001 were rescinded.

ii)  Warrants

The following is a summary of the warrant activity during the
years ended December 31, 2002 and 2001:

<TABLE>

<S>                  <C>        <C>        <C>          <C>

                             2002                    2001
                       ------------------     -------------------
                                 Weighted                Weighted
                       Number    Average      Number     Average
                         Of      Exercise       Of       Exercise
                       Warrants   Price       Warrants    Price
                       --------  --------     --------   --------
Outstanding,
 beginning of year    8,157,224    $0.16             -     $   -

Granted                 200,000     0.07     8,797,224      0.24
Exercised                     -        -      (400,000)    (0.25)

Cancelled/Expired    (3,900,000)   (0.06)     (240,000)    (0.50)

Cancelled on repricing        -        -    (2,600,000)    (0.30)
Re-granted on repricing       -        -     2,600,000     (0.06)
                       --------   -------    ---------   --------
Outstanding,
 end of year          4,457,224    $0.24     8,157,224     $0.16
                      =========   =======    =========   ========


</TABLE>


                        LITEWAVE CORP.
               (A Development Stage Company)
               NOTES TO FINANCIAL STATEMENTS
                    DECEMBER 31, 2002
                 (Stated in U.S. Dollars)


6.   COMMON STOCK (Continued)

ii)  Warrants (Continued)

The following is a summary of the warrants outstanding at
December 31, 2002:

        NUMBER          EXERCISE       EXPIRATION
       OF SHARES         PRICE            DATE
     ------------      ---------     --------------------

       900,000          $ 0.25        January 17, 2003
       502,224            0.25        January 31, 2003
       200,000            0.37        February 24, 2003
       200,000            0.37        April 23, 2003
       100,000            0.25        September 25, 2003
     1,575,000           0.065        November 8, 2003
       200,000            0.07        January 7, 2004
       260,000            0.30        July 3, 2006
       520,000            0.06        September 21, 2006
    -------------
     4,457,224
    =============


iii) Stock Options

The Company approved the 2000 Stock Option Plan (the "Plan") for
officers, employees and consultants of the Company.  The Company
has reserved 3,000,000 shares of common stock of its unissued
share capital for the Plan.  The Plan provides for vesting of
options granted pro-rata over five months from the date of grant.

The exercise price of options granted under the Plan will be as
follows:

I)   not less than the fair market value per common share at the
date of grant.
ii)  not less than 75% of the fair market value per common share
at the date of grant for options granted to shareholders owning
greater than 10% of the Company.

Options granted under the Plan that have vested will expire the
earlier of:

I)   five years from the date of grant.
ii)  five years from the date of grant for options granted to
shareholders owning greater than 10% of the Company.
iii) the termination of the officer, employee or consultant upon
cause.
iv)  90 days after the termination of the officer, employee or
consultant other than by cause, death or disability.
v)   one year after the date of termination of the officer,
employee or consultant due to death or disability.

                        LITEWAVE CORP.
                 (A Development Stage Company)
                 NOTES TO FINANCIAL STATEMENTS
                     DECEMBER 31, 2002
                 (Stated in U.S. Dollars)



6.   COMMON STOCK (Continued)

iii) Stock Options (Continued)

Options granted under the Plan that have not vested will expire
the earlier of five years from the date of the grant and the date
of termination of the officer, employee or consultant for any
reason.

The following is a summary of the stock option activity during
the years ended December 31, 2002 and 2001:









<TABLE>

<S>                  <C>        <C>        <C>          <C>

                             2002                    2001
                       ------------------     -------------------
                                 Weighted                Weighted
                       Number    Average      Number     Average
                         Of      Exercise       Of       Exercise
                       Shares    Price        Shares     Price
                       --------  --------    ---------   --------
Outstanding,
 beginning of year    2,295,000   $ 0.29             -     $    -

Granted                       -        -     2,355,000       0.43
Cancelled            (1,145,000)   (0.44)      (60,000)     0.275

Cancelled on Repricing        -        -    (1,000,000)      0.35
Re-granted
 on repricing                 -        -     1,000,000       0.10
                     ----------  --------   -----------  --------
Outstanding,
 end of year          1,150,000   $ 0.20     2,295,000     $ 0.29
                     ========== =========   =========== =========

</TABLE>



The following is a summary of the status of stock options
outstanding and exercisable at December 31, 2002:

                                       WEIGHTED
                                       AVERAGE
     NUMBER                            REMAINING
       OF            EXERCISE          CONTRACTUAL
     OPTIONS           PRICE              LIFE
    ----------      -----------       --------------
     600,000          $0.10             3.3 years
     350,000          $0.275            3.1 years
     200,000          $0.37             3.2 years
  -------------
   1,150,000







                        LITEWAVE CORP.
               (A Development Stage Company)
               NOTES TO FINANCIAL STATEMENTS
                    DECEMBER 31, 2002
                 (Stated in U.S. Dollars)



6.   COMMON STOCK (Continued)

iv)  Stock Based Compensation

Included in stock options granted during the year ended December
31, 2001 are 605,000 stock options to consultants and
non-employees as well as 1,750,000 stock options to directors in
their role as consultants which are accounted for under SFAS 123
and EITF 96-18.  Included in warrants granted during the year
ended December 31, 2001 are 4,680,000 warrants to directors in
their role as consultants which are also accounted for under SFAS
123 and EITF 96-18.  Accordingly, using the Black-Scholes option
pricing model, the stock options and warrants are marked to fair
value through charges to the statements of operations.  Total
stock based compensation recognized during the year ended
December 31, 2001 was $1,493,520.  This amount was recorded in
the statements of operations as consulting fees of $1,392,666 and
professional fees of $100,854.

The assumptions used in calculating the fair value of stock
options and warrants granted using the Black-Scholes option
pricing model are as follows:


                                    2002           2001
                                -----------     -----------

Risk-free interest rate               -        3.25% to 4.76%
Expected life of the options          -           3 years
Expected volatility                   -      171.08% to 211.43%
Expected dividend yield               -              -


The Company recognizes compensation expense for stock options,
common stock and other equity instruments issued to non-employees
for services received based upon the fair value of the services
or equity instruments issued, whichever is more reliably
determined.  Stock compensation expense is recognized as earned,
which is generally over the vesting period of the underlying
option.

The Company also adopted FASB Interpretation No. 44 ("FIN 44")
"Accounting for Certain Transactions Involving Stock
Compensation", with respect to certain provisions applicable to
new awards, options repricings, and changes in grantee status.
FIN 44 addresses practice issues related to the application of
APB 25.

The Company accounts for stock based compensation issued to
non-employees and consultants in accordance with the provisions
of SFAS 123 and Emerging Issues Task Force No. 96-18 ("EITF
96-18")   "Accounting for Equity Instruments that are Issued to
Other Than Employees for Acquiring or in Conjunction with
Selling, Goods and Services".


                            LITEWAVE CORP.
                    (A Development Stage Company)
                     NOTES TO FINANCIAL STATEMENTS
                          DECEMBER 31, 2002
                        (Stated in U.S. Dollars)


7.   INCOME TAXES

A reconciliation of income taxes at statutory rates with the
reported taxes is as follows:



                                2002              2001
                            ---------------   -------------

Loss before income taxes     $  (305,343)      $ (2,147,261)

Income tax recovery          $   103,810       $    730,070

Unrecognized benefit of
 operating loss carryforwards   (103,810)          (730,070)
                            ---------------   --------------
Income tax recovery          $         -       $          -
                            ===============   ==============










Significant components of the Company's future tax assets based
on statutory tax rates are as follows:


                                2002              2001
                            ---------------   -------------

Deferred tax assets
   Loss carryforwards        $   1,272,390     $  1,168,580
   Valuation allowance          (1,272,390)      (1,168,580)
                            ---------------   --------------
                             $           -     $          -
                            ===============   ==============

The Company has approximately $3,742,000 (2001 - $3,437,000) of
operating loss carryforwards which expire beginning in 2017.

The Company has provided a valuation allowance against its
deferred tax assets given that it is in the development stage and
it is more likely than not that these benefits will not be
realized.


8.   RELATED PARTY TRANSACTIONS

Unless disclosed elsewhere in the financial statements, the
following represents all significant balances and transactions
entered into by the Company with its directors, shareholders or
with companies related by virtue of common ownership or common
directors:

a)   During the year ended December 31, 2002, the Company paid or
accrued $109,226 (2001 - $193,250) in consulting fees to
directors and to a company related by a common director.


                          LITEWAVE CORP.
                 (A Development Stage Company)
                 NOTES TO FINANCIAL STATEMENTS
                       DECEMBER 31, 2002
                     (Stated in U.S. Dollars)


8.   RELATED PARTY TRANSACTIONS (Continued)

b)   Included in accounts payable as at December 31, 2002 is
$106,116 (2001 - $14,588) due to directors of the Company.

These transactions were in the normal course of operations and
were measured at the exchange value which represented the amount
of consideration established and agreed to by the related
parties.


9.   COMMITMENTS

At December 31, 2002, the Company has future commitments
consisting of renewed director employment agreements with two
directors of the Company for annual salaries of US$75,000 for one
director and $6,000 for the other director until September 30,
2003.


10.  PROVISION FOR SETTLEMENT OF LITIGATION

On October 11, 2002, a judgement in the amount of $139,133 was
entered in the District Court of the Seventh Judicial District of
the State of Idaho, in and for the County of Bonneville, against
the Company for damages sought for breach of contract under an
advertising agreement.  The accompanying financial statements for
December 31, 2002 reflect a provision for loss in the amount of
the judgement.


11.  SUPPLEMENTAL DISCLOSURE WITH RESPECT TO CASH FLOWS

During the year ended December 31, 2002, the following non-cash
investing and financing activities occurred:

a)   The Company issued 325,000 shares of common stock for
settlement of accounts payable totaling $24,340.
b)   The Company issued a $10,475 4% convertible promissory note
payable for settlement of accounts payable, with a former
director, totaling $10,475.


                          LITEWAVE CORP.
                  (A Development Stage Company)
                  NOTES TO FINANCIAL STATEMENTS
                       DECEMBER 31, 2002
                     (Stated in U.S. Dollars)



11.  SUPPLEMENTAL DISCLOSURE WITH RESPECT TO CASH FLOWS
(Continued)

During the year ended December 31, 2001, the following non-cash
investing and financing activities occurred:

a)   The Company issued 1,000,000 shares of common stock for
settlements of a portion of the note payable totaling $180,000.
b)   The Company issued 3,170,974 shares of common stock for
settlements of accounts payable totaling $424,595.
c)   The Company issued 10,000 shares of common stock to a
company as a charitable donation totaling $3,000.
d)   The Company issued 100,000 shares of common stock for
settlement of an amount due to a related party totaling $25,000.


12.  FINANCIAL INSTRUMENTS

The Company's financial instruments consist of cash, receivables,
advances receivable, accounts payable and accrued liabilities,
and note payable.  Unless otherwise noted, it is management's
opinion that the Company is not exposed to significant interest,
currency or credit risks arising from these financial
instruments.  The fair value of these financial instruments,
except for the note payable whose fair value is not readily
determinable, approximate their carrying values.


13.  SEGMENTED INFORMATION

The Company's operations are conducted in one business segment in
Canada.


14.  SUBSEQUENT EVENT

Subsequent to December 31, 2002, 415,750 common shares,
previously issued for services to be performed, were surrendered
to the Company for cancellation.



                            SIGNATURES

The following pages include the Signatures page for this Form
10-KSB, and two separate Certifications of the Chief Operating
Officer (COO) and the Chief Financial Officer (CFO) of the
company.

The first form of Certification is required by Rule 13a -14 under
the Securities Exchange Act of 1934 (the Exchange Act) in accord
with Section 302 of the Sarbanes-Oxley Act of 2002 (the Section
302 Certification). The Section 302 Certification includes
references to an evaluation of the effectiveness of the design
and operation of the company's "disclosure controls and
procedures" and its "internal controls and procedures for
financial reporting". Item 3 of Part I of this Quarterly Report
presents the conclusions of the COO/CFO about the effectiveness
of such controls based on and as of the date of such evaluation.

The second form of Certification is required by Section 906 of
the Sarbanes -Oxley Act of 2002 (section 1350 of chapter 63 of
title 18 of the United States Code).

In accordance with Section 12 of the Securities Exchange Act of
1934, the Registrant has caused this registration statement to be
signed on its behalf by the undersigned, thereunto duly
authorized.


LITEWAVE CORP.

Dated: April 14, 2003

By: /s/ Ian Lambert
    Ian Lambert
    President, Chief Operating Officer, Director

    /s/ Harvey Lawson
    Harvey Lawson,
    Secretary/Treasurer, Chief Financial Officer, Director


CERTIFICATION
I, Ian D. Lambert, certify that:

1.   I have reviewed this annual report on Form 10-KSB of
Litewave Corp.;

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 quarterly
report;

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

4.   The registrant's other certifying officers and I am
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 me 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 my conclusions about
the effectiveness of the disclosure controls and procedures based
on my evaluation as of the Evaluation Date;

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

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

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

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

Dated: April 14, 2003

By: /s/ Ian Lambert
    Ian Lambert
    Chief Operating Officer


CERTIFICATION
I, Harvey Lawson, certify that:

1.   I have reviewed this annual report on Form 10-KSB of
Litewave Corp.;

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 quarterly
report;

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

4.   The registrant's other certifying officers and I am
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 me 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 my conclusions about
the effectiveness of the disclosure controls and procedures based
on my evaluation as of the Evaluation Date;

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

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

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

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

Dated: April 14, 2003

By: /s/ Harvey Lawson
    Harvey Lawson
    Chief Financial Officer



Exhibit 16.1

Davidson & Company
The Stock Exchange Tower
1200-609 Granville Street
P.O. Box 10372 Pacific Center
Vancouver
British Columbia V7Y 1G6
Canada


April 9, 2003

Office of the Chief Accountant
Securities and Exchange Commission
450 West Fifth Street N.W.
Washington DC 20549

Re:  Litewave Corp.
Commission File No. 000-27713

Ladies and Gentlemen:

We have read the statements about our firm included under Item 4
in the Form 8-K dated March 12, 2003 of Litewave Corp. (the
"Company") filed with the Securities and Exchange Commission and
are in agreement with the statements contain therein, except that
(1) in reference to item (a)(I), we are not in a position to
agree or disagree with the Company's statement that we confirmed
that we would no longer be representing the Company as its
accountants as no formal communication was received by us
regarding the dismissal, (2) in reference to item (a)(iii), we
are not in a position to confirm that the change was ratified by
the Board of Directors of the Company on March 12, 2003 as no
formal written communication was received by us regarding the
change, and (3) in reference to item (b), we are not in a
position to confirm that the Company engaged new principal
accountants on March 24, 2003, and therefore, whether the
Company, during the fiscal years ended December 31, 2001 and
2000, and the subsequent interim period to the date hereof,
consulted its new principal accountants regarding any of the
matters or events set forth in Item 304(a)(2) of Regulation S-B.

Yours truly,




DAVIDSON & COMPANY
Chartered Accountants


EXHIBIT 99.1
                           CERTIFICATION PURSUANT TO
               18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO
                    906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report on Form 10-KSB of Litewave
Corp. (the "Company") for the annual period ended December 31,
2002 as filed with the Securities and Exchange Commission on the
date hereof (the "Report"), I, Ian D. Lambert, Chief Operating
Officer of the Company, certify, to my best knowledge and belief,
pursuant to 18 U.S.C.  1350, as adopted pursuant to  906 of the
Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Section
13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C.
78m(a) or 78o(d)); and
(2) The information contained in the Report fairly presents, in
all material respects, the financial condition and results of
operations of the Company.

By:   /s/ Ian D. Lambert
      Ian D. Lambert
      Chief Operating Officer
      April 14, 2003

EXHIBIT 99.2
                         CERTIFICATION PURSUANT TO
               18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO
                    906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-KSB of
Litewave Corp. (the "Company") for the annual period ended
December 31, 2002 as filed with the Securities and Exchange
Commission on the date hereof (the "Report"), I, Harvey Lawson,
Chief Financial Officer of the Company, certify, to my best
knowledge and belief, pursuant to 18 U.S.C.  1350, as adopted
pursuant to  906 of the Sarbanes-Oxley Act of 2002, that:

(3) The Report fully complies with the requirements of Section
13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C.
78m(a) or 78o(d)); and
(4) The information contained in the Report fairly presents, in
all material respects, the financial condition and results of
operations of the Company.

By:   /s/ Harvey Lawson
      Harvey Lawson
      Chief Financial Officer
      April 14, 2003