<PAGE>


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 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 September 30, 2002

                     [ ] TRANSITION REPORT UNDER SECTION 13
                 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


                           Commission File No. 0-27631
                             _____________________


                              TMANGLOBAL.COM, INC.
                 (Name of small business issuer in its charter)

           Florida                                      65-0782227
(State or other jurisdiction of          (I.R.S. Employer Identification Number)
incorporation or organization)

10693 Anna Marie Drive, Glen Allen Virginia                 23060
 (Address of principal executive offices)                 (Zip Code)

                                 (804) 290-0803
                (Issuer's telephone number, including area code)

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

Securities registered under to Section 12(g) of the Exchange Act: Common Stock,
$.0001 par value.

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

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

The issuer has no revenues for the fiscal year ended September 30, 2002.

The aggregate market value of registrant's common stock held by non-affiliates
based upon the closing bid price on December 19, 2002, as reported in the pink
sheets, was approximately $63,602.

As of December 19, 2002, there were 9,086,053 shares of the registrant's common
stock outstanding.

Transitional Small Business Disclosure Format: Yes [ ] No [X]


<PAGE>

                           FORWARD LOOKING INFORMATION

         THIS ANNUAL REPORT CONTAINS CERTAIN FORWARD-LOOKING STATEMENTS AND
INFORMATION RELATING TO THE COMPANY THAT ARE BASED ON THE BELIEFS OF THE COMPANY
OR MANAGEMENT AS WELL AS ASSUMPTIONS MADE BY AND INFORMATION CURRENTLY AVAILABLE
TO THE COMPANY OR MANAGEMENT. WHEN USED IN THIS DOCUMENT, THE WORDS
"ANTICIPATE," "BELIEVE," "ESTIMATE," "EXPECT" AND "INTEND" AND SIMILAR
EXPRESSIONS, AS THEY RELATE TO THE COMPANY OR ITS MANAGEMENT, ARE INTENDED TO
IDENTIFY FORWARD-LOOKING STATEMENTS. SUCH STATEMENTS REFLECT THE CURRENT VIEW OF
THE COMPANY REGARDING FUTURE EVENTS AND ARE SUBJECT TO CERTAIN RISKS,
UNCERTAINTIES AND ASSUMPTIONS, INCLUDING THE RISKS AND UNCERTAINTIES NOTED.
SHOULD ONE OR MORE OF THESE RISKS OR UNCERTAINTIES MATERIALIZE, OR SHOULD
UNDERLYING ASSUMPTIONS PROVE INCORRECT, ACTUAL RESULTS MAY VARY MATERIALLY FROM
THOSE DESCRIBED HEREIN AS ANTICIPATED, BELIEVED, ESTIMATED, EXPECTED OR
INTENDED. IN EACH INSTANCE, FORWARD-LOOKING INFORMATION SHOULD BE CONSIDERED IN
LIGHT OF THE ACCOMPANYING MEANINGFUL CAUTIONARY STATEMENTS HEREIN.

                                     PART I

ITEM 1. DESCRIPTION OF BUSINESS.

GENERAL

         TMANglobal.com, Inc. ("TMAN" or the "Company"), a corporation formed
under the laws of the State of Florida, is the result of a merger between FSGI
Corporation and The Martial Arts Network On-Line, Inc. on December 21, 1998.
FSGI Corporation was formed under the laws of the State of Florida in 1997 as a
holding company for the purpose of acquiring Financial Standards Group, Inc.
(FSG). That year FSGI Corporation acquired FSG, a Florida company organized in
October 1989, to assist credit unions in performing financial services. FSG
offered financial services to credit unions as TMAN's wholly-owned subsidiary
until its sale in January 2000. On December 21, 1998, FSGI Corporation, at the
time a publicly traded company trading on the OTCBB as FSGI, acquired all of the
outstanding common stock of The Martial Arts Network On-Line, Inc., a wholly
owned subsidiary of The Martial Arts Network, Inc. The Martial Arts Network
On-Line, Inc., a company organized under the laws of the State of Florida, was
developed in 1996 by its parent company The Martial Arts Network, Inc. as an
electronic forum dedicated to promoting education and awareness of martial arts
through its web site. Upon issuance of shares, and options to purchase shares,
of FSGI Corporation's common stock to The Martial Arts Network, Inc., that
company became the controlling stockholder FSGI Corporation.

         On March 12, 2001, Bodo, LLC, a Virginia limited liability company,
agreed to make a capital investment in the Company in the amount of $60,000.
Bodo, LLC and the Company executed a Subscription Agreement ("Agreement"),
pursuant to which Agreement, Bodo, LLC agreed to purchase a 3 year 12%
Convertible Promissory Note in the principal amount of US $60,000 issued by the
Company to Bodo, LLC. The built-in conversion feature contemplated conversion,
at the option of Bodo, LLC, into shares of common stock of the Company at a
conversion price of $.01 per common share.


                                       1
<PAGE>

         On January 12, 2001, the TMAN Board of Directors voted to close the
Bangkok office and terminate all the Company's employees as of January 31, 2001.
The Company's Bangkok office was opened in May 1999 with the intent to gain a
direct access to the Asian market manufacturers and to ship and distribute the
majority of its merchandise, sold over the Internet via SuperMall, directly to
customers. As of March 31, 2001, the SuperMall, an e-commerce segment of the
Company's business that allowed the Company's customers to place order for
TMAN's products via World Wide Web, is permanently closed. The Company's Board
of Directors has been working with its existing creditors to satisfy its debts
by converting the Company's current debt into equity, including converting the
back salaries of its principals into convertible promissory notes.

DISCONTINUATION OF OPERATIONS

         On January 12, 2001 the Company ceased substantially all of its
Internet operations and suspended all activities of its e-commerce segment in
addition to terminating all employees as of January 31, 2001. As of the same
date, the Company has no source of revenue or income. During the quarter ended
March 31, 2001, the Company terminated all of its operations. Currently, the
Company maintains no operations, employs no part-time or full time employees and
engages in no promotional or sales activities. The Company continues to incur
costs associated with its continued existence as a reporting company under the
Securities Exchange Act of 1934, as amended (the "Exchange Act"). The Company
ceased all of its operations on March 12, 2001, and transitioned into a
development stage enterprise as of the same date.

         During the fiscal quarter ended March 31, 2001, the Company issued
$139,759 of convertible notes in settlement of accounts payable, accrued
expenses and due to stockholders. In addition, an additional $90,000 of
convertible notes were issued for cash. A summary of the convertible notes is as
follows:

   Due to stockholders, interest rate of 10%, due January 31, 2003,
convertible into common stock at $.03 per share.......................$  79,000
   Due to unrelated parties, interest rate of 12%, due on demand,
convertible into common stock at $.01 per share.......................   60,000
   Due to unrelated parties, interest rate of 12%, due on demand,
convertible into common stock at $.03 per share.......................   42,759
   Due to unrelated parties, interest rate of 10%, due January and
February, 2002, convertible into common stock at $.01 per share.......   30,000
   Due to unrelated parties, interest rate of 0%, due February 28,
2002, convertible into common stock at $.03 per share.................   18,000
                                                                      ----------
   Total..............................................................$ 229,759


         As of September 30, 2002, TMAN has sold all of its martial arts-related
properties back to The Martial Arts Network, Inc. ("MANI") in exchange for the
cancellation of all remaining indebtedness to that company.


                                       2
<PAGE>

EMPLOYEES OF THE COMPANY

         As of January 31, 2002 and since that time, the Company has no
full-time or part-time employees.

VOTING CONTROL OF THE COMPANY'S COMMON STOCK HELD BY ONE DIRECTOR

         As of January 10, 2002, Robert J. Carlin, President, Chief Executive
Officer and a Director of the Company, holds the sole voting power for a
majority of the outstanding shares of common stock, and is therefore in a
position to control the Company by being able to nominate and to elect the
Company's Board of Directors. The Board of Directors establishes corporate
policies and has the sole authority to nominate and elect the Company's officers
to carry out those policies. See "Security Ownership of Certain Beneficial
Owners and Management."

DEPENDENCE ON KEY PERSONNEL

         The Company is dependent on the efforts of Robert J. Carlin to identify
and to engage in one or more business opportunities for the Company to begin
operations again in some line of business. The loss of Mr. Carlin or the
inability of the Company to recruit and train key personnel in a timely manner,
could materially and adversely affect the prospects of the Company. The Company
does not maintain key person life insurance policies on any of its officers.

ABSENCE OF CASH DIVIDENDS AND NO CASH DIVIDENDS ANTICIPATED

         The Company has never paid dividends on its common stock. The future
payment by the Company of cash dividends on its common stock, if any, rests
within the discretion of its Board of Directors. The Company does not anticipate
making any cash distributions upon its common stock in the foreseeable future.

ITEM 2.  DESCRIPTION OF PROPERTY.

         The Company has terminated all lease and rental agreements for the
properties it used for its World Wide Web operations. The Company does not
maintain executive offices; nor has it made any arrangements for use of space
with any entity.


                                       3
<PAGE>

ITEM 3. LEGAL PROCEEDINGS.

         CRC COMPLAINT

         On January 17, 2002, CRC Partners, Ltd., a Florida limited partnership
("CRC"), filed a Complaint in its name against the Company in the circuit court
of the 15th Judicial Circuit, in and for Palm Beach County, Florida (the
"Florida Court"), captioned CRC PARTNERS, LTD., A FLORIDA LIMITED PARTNERSHIP,
PLAINTIFF, vs. TMANGLOBAL.COM, INC., A FLORIDA CORPORATION, DEFENDANT, CASE NO.
BA'02-00659AI (the "Complaint"). CRC sought judgment against the Company in the
sum of $50,000 together with interest and costs. The Complaint alleged a breach
of promissory note executed by the Company on or about August 1, 2000 (the
"Note"). Under the terms of the Note, the unpaid principal amount of $50,000 was
due and payable in full on July 31, 2001. The Note provided for a 10% interest
payment due and payable to CRC in addition to the $50,000 principal payment in
the event that on July 31, 2001 the Company's share price is at $0.10 or below.
On July 31, 2001, the Company's share price was $0.02.

         On May 23, 2002, the Florida Court rendered a default judgment against
the Company in the Complaint. The Florida Court awarded the plaintiff in the
Complaint the principal sum of $50,000, plus interest through May 23, 2002, in
the amount of $9,049.04 for a total sum of $59,049.04, which sum is to bear
annual interest at the rate of 11% percent from the date of the default
judgment. The court further reserved jurisdiction to award attorney fees and
costs, if appropriate. As of the date of this Annual Report, the judgment
creditor has not made attempts to collect, in part or in full, the amount under
the default judgment.

         KENTUCKY CORPORATION TAX MATTER

         On January 22, 2002, the Company received a Final Notice Before Seizure
from the Commonwealth of Kentucky Revenue Cabinet (the "Notice"). The Notice
addressed to FSGI Corporation, a Florida Corporation and the Company's
predecessor ("FSGI"), provides that $10,117.79 including balances on FSGI's
corporation income and license accounts has not been paid as of the date of the
Notice. The Notice further provides that the outstanding balance must be paid in
full no later than February 21, 2002. The Company's management believes that it
has received this Notice in error as the Notice amounts relate to the business
activities of FSG in the Commonwealth of Kentucky prior to the Company's
formation in 1998. The Company has attempted to resolve this matter with the
Revenue Cabinet staff. As of the date of this filing, no resolution has been
reached. There is no assurance that the Company will be successful in its effort
to resolve this matter. An unfavorable outcome of this matter may have a
material adverse impact on the Company's financial position or business
prospects.

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

         No matters were submitted to a vote of security holders in the fourth
quarter of fiscal year 2002.


                                       4
<PAGE>

                                     PART II

ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.

         On January 4, 1999, the Securities and Exchange Commission ("SEC")
approved amendments to National Association of Securities Dealers, Inc. Rules
6530 and 6540 to limit quotations on the OTC Bulletin Board to the securities of
companies that make current filings pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934, as amended. TMAN traded under the symbol FSGI
from July 31, 1998 to January 13, 1999. From January 1999, TMAN traded on the
Nasdaq OTC Bulletin Board under the symbol CHOP (and later, from November 1999,
CHOPE). TMAN failed to meet the December 1, 1999 deadline for compliance with
the new OTC Bulletin Board eligibility rules, and for a period of eleven months
from that date, was not quoted on the OTC Bulletin Board but instead only in the
"pink sheets." In November 2000, the Company's Registration Statement on Form
10-SB was reviewed and cleared by the SEC in order for TMAN to once again meet
the requirements of the new eligibility rule. Upon becoming eligible again, TMAN
was allowed to re-enter trading on the OTC Bulletin Board. Currently, the
Company's common stock is quoted only in the "pink sheets." The Company's
management intends to re-apply for listing on the OTC Bulletin Board once the
Company is current with its public filings required under the Exchange Act. The
range of high and low bid information for TMAN's common stock for each full
quarterly period during TMAN's last two fiscal years, is as follows:

            PERIOD                     HIGH BID               LOW BID
            ------                     --------               -------
Fiscal 2002
-----------
         1st quarter                     0.03                  0.005
         2nd quarter                    0.005                  0.005
         3rd quarter                    0.007                  0.005
         4th quarter                    0.007                  0.007
Fiscal 2001
-----------
         1st quarter                     0.75                   0.01
         2nd quarter                     0.75                   0.08
         3rd quarter                     0.75                   0.07
         4th quarter                     0.30                   0.05

         The quotations set forth above were obtained from Nasdaq OTC Bulletin
Board quarterly quote summaries, and reflect inter-dealer prices, without retail
mark-up, mark-down or commission and may not necessarily represent actual
transactions. As of December 19, 2002, the closing bid price for TMAN's common
stock as quoted in the "pink sheets" was $.005 per share. As of the same date,
there were approximately 64 holders of record of TMAN's common stock.

         TMAN has not paid any cash dividends and does not anticipate paying any
cash dividends in the foreseeable future. TMAN intends to use any earnings,
which it may generate in the future to finance the growth of its business.

         The trading price of the Company's common stock has been and in the
future is expected to be subject to fluctuations in response to stock market
related influences and events affecting other companies that the market deems to
be comparable to the Company. There can be no assurance that the trading price
of the Company's common stock will remain at or near any current or previous
level.

         For the fiscal year ended September 30, 2002, the Company has not
engaged in any sales of unregistered shares of its common stock, nor has the
Company attempted to raise capital in a private placement of its shares of
common stock or obtain any bridge financing loans. The Company has not issued
any shares of its common stock and/or options to purchase such shares to the
Company's newly appointed directors or any consultants.


                                       5
<PAGE>

FORWARD LOOKING STATEMENT

         THIS MANAGEMENT'S DISCUSSION AND ANALYSIS CONTAINS CERTAIN
FORWARD-LOOKING STATEMENTS AND INFORMATION RELATING TO THE COMPANY THAT ARE
BASED ON THE BELIEFS OF THE COMPANY OR MANAGEMENT AS WELL AS ASSUMPTIONS MADE BY
AND INFORMATION CURRENTLY AVAILABLE TO THE COMPANY OR MANAGEMENT. WHEN USED IN
THIS DOCUMENT, THE WORDS "ANTICIPATE," "BELIEVE," "ESTIMATE," "EXPECT" AND
"INTEND" AND SIMILAR EXPRESSIONS, AS THEY RELATE TO THE COMPANY OR ITS
MANAGEMENT, ARE INTENDED TO IDENTIFY FORWARD-LOOKING STATEMENTS. SUCH STATEMENTS
REFLECT THE CURRENT VIEW OF THE COMPANY REGARDING FUTURE EVENTS AND ARE SUBJECT
TO CERTAIN RISKS, UNCERTAINTIES AND ASSUMPTIONS, INCLUDING THE RISKS AND
UNCERTAINTIES NOTED. SHOULD ONE OR MORE OF THESE RISKS OR UNCERTAINTIES
MATERIALIZE, OR SHOULD UNDERLYING ASSUMPTIONS PROVE INCORRECT, ACTUAL RESULTS
MAY VARY MATERIALLY FROM THOSE DESCRIBED HEREIN AS ANTICIPATED, BELIEVED,
ESTIMATED, EXPECTED OR INTENDED. IN EACH INSTANCE, FORWARD-LOOKING INFORMATION
SHOULD BE CONSIDERED IN LIGHT OF THE ACCOMPANYING MEANINGFUL CAUTIONARY
STATEMENTS HEREIN.

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

         CERTAIN STATEMENTS CONTAINED HEREIN ARE NOT BASED ON HISTORICAL FACTS,
BUT ARE FORWARD-LOOKING STATEMENTS THAT ARE BASED UPON NUMEROUS ASSUMPTIONS
ABOUT FUTURE CONDITIONS THAT COULD PROVE NOT TO BE ACCURATE. ACTUAL EVENTS,
TRANSACTIONS AND RESULTS MAY MATERIALLY DIFFER FROM THE ANTICIPATED EVENTS,
TRANSACTIONS OR RESULTS DESCRIBED IN SUCH STATEMENTS. THE COMPANY'S ABILITY TO
CONSUMMATE SUCH TRANSACTIONS AND ACHIEVE SUCH EVENTS OR RESULTS IS SUBJECT TO
CERTAIN RISKS AND UNCERTAINTIES. SUCH RISKS AND UNCERTAINTIES INCLUDE, BUT ARE
NOT LIMITED TO, THE EXISTENCE OF DEMAND FOR AND ACCEPTANCE OF THE COMPANY'S
PRODUCTS AND SERVICES, REGULATORY APPROVALS AND DEVELOPMENTS, ECONOMIC
CONDITIONS, THE IMPACT OF COMPETITION AND PRICING, RESULTS OF FINANCING EFFORTS
AND OTHER FACTORS AFFECTING THE COMPANY'S BUSINESS THAT ARE BEYOND THE COMPANY'S
CONTROL. THE COMPANY UNDERTAKES NO OBLIGATION AND DOES NOT INTEND TO UPDATE,
REVISE, OR OTHERWISE PUBLICLY RELEASE THE RESULTS OF ANY REVISIONS TO THESE
FORWARD-LOOKING STATEMENTS THAT MAY BE MADE TO REFLECT FUTURE EVENTS OR
CIRCUMSTANCES.

         THE FOLLOWING DISCUSSION AND ANALYSIS OF THE RESULTS OF OPERATIONS AND
FINANCIAL CONDITION OF THE COMPANY SHOULD BE READ IN CONJUNCTION WITH THE
CONSOLIDATED FINANCIAL STATEMENTS AND NOTES THERETO INCLUDED ELSEWHERE IN THIS
REPORT.

RESULTS OF OPERATION

         The audit report of the Company's independent certified public
accountant relating to the fiscal year ended September 30, 2002 has been
prepared assuming that the Company will continue as a going concern. The Company
has experienced losses in 2002 and 2001 and has discontinued all of its
operations. On January 12, 2001 the Company ceased substantially all of its
Internet operations and suspended all activities of its e-commerce segment in
addition to terminating all employees as of January 31, 2001. As of the same
date, the Company has no source of revenue or income. On March 12, 2001, the
Company ceased all of its operations and transitioned into a development stage
enterprise. The Company remains a development stage enterprise as of the date of
this Annual Report.


                                       6
<PAGE>

         For the period ended September 30, 2002, the Company experienced a net
loss of $60,100 and had negative cash flows from operations. The Company's
management expects that the Company will continue to experience losses during
the current fiscal year. As of March 31, 2001, the Company has sold all of its
martial arts-related properties back to MANI in exchange for the cancellation of
all remaining indebtedness to MANI. The Company has developed a plan to continue
as a going concern, which plan is dependent upon the Company's obtaining
additional capital. The ability of the Company to fund its business activities,
if any, during the next twelve months will largely be dependent on both (1) the
Company's ability to develop and to implement a sustainable business model, and
(2) the Company's ability to obtain additional financing to fund such business
model. There is no assurance that the management of the Company will be able to
develop and implement such business model. There is also no assurance that such
model will be economically viable should management design such a plan in the
near future. The Company has received commitments for loans of up to $100,000
from its majority shareholders and officers to meet its working capital needs.
The Company intends to raise additional capital in a private equity placement
during the current fiscal year. There can be no assurance that the Company's
capital raising efforts will be successful or, if successful, such effort would
generate financing on terms favorable to the Company.

FINANCIAL CONDITION

         As of September 30, 2002, the Company's both cash balance and total
assets balances were $602. Operating expenses during the twelve-month period
ended September 30, 2002 accounted for the use of $26,330 as compared to
$210,498 used during the same period ended September 30, 2001. This increase is
attributable to the management's effort to minimize its on-going expenses and
the Company's development stage enterprise status. During the twelve month
period ended September 30, 2002, the Company realized a net loss of $60,100 as
compared to a loss of $317,332 for the same period ended September 30, 2001. The
Company expects to continue to operate at a loss through the fiscal year ended
September 30, 2003. As the Company has discontinued all of its operations, it
has no working capital resources or cash flow to fund its working capital needs
during the twelve months following the date hereof. The ability of the Company
to fund its working capital needs during the next twelve months will largely be
dependent on its ability to obtain additional debt and equity financing.
Presently, the sole source of the Company's financing is loans from its majority
shareholders and officers which will fund the Company's obligations to meet its
working capital needs. The majority of expenses incurred by the Company in the
previous fiscal year could be directly attributed to maintaining the Company's
status as an Exchange Act company. The Company's fixed expenses for staying in
existence remain approximately $3,500 per month.

         On May 23, 2002, the Circuit Court of the 15th Judicial Circuit, in and
for Palm Beach County, Florida rendered a default judgment against the Company
in the Complaint (as the term is defined below) in the total amount of
$59,049.04, interest included, which sum is to bear annual interest at the rate
of 11% percent from the date of the default judgment until it is fully paid. The
Company has little assets and limited access to capital to date and is unable to
pay the default judgment in part or in full. In the event that the judgment
creditor decides to enforce its right to collect the default judgment amount,
the consequences to the Company may be catastrophic. In such eventuality, there
is no assurance that the Company will be able to pay any portion of the default
judgment amount or that the Company may maintain its existence as a business
entity. (See "Part I, Item 3. Legal Proceedings").


                                       7
<PAGE>

         The Company intends to continue to seek and evaluate new opportunities
to acquire private firms or to co-venture with strategic partners whose joint
revenues would then contribute to the bottom line of the Company. The Company
expects to continue to incur expenses associated with its continued existence as
an Exchange Act reporting company. The ability of the Company to fund its future
business activities, if any, during the next twelve months will largely be
dependent on both (1) the Company's ability to develop a sustainable alternative
business model to replace the current one, and (2) the Company's ability to
obtain additional financing to fund such alternative business model. There is no
assurance that the management of the Company will be able to design such
alternative model. There is also no assurance that such model will be
economically viable should management design such a plan in the near future.
Further, there can be no assurance that the Company will be able to secure
requisite financing to meet its on-going expenses, or, if and available, such
financing would be obtained on terms favorable to the Company. If available,
such financing would likely result in substantial dilution to the existing
shareholders of the Company.

ITEM 7. FINANCIAL STATEMENTS.

         See the accompanying financial statements beginning with the Index to
Consolidated Financial Statements on page F-1.

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

         On March 7, 2001, the Board of Directors of the Company resolved to
dismiss Daszkal Bolton Manela Devlin & Company ("Daszkal") as principal
accountants of the Company, effective on March 12, 2001. The former accountants
did not resign or decline to stand for reelection. Daszkal's report on the
financial statements for either of the past two years contained no adverse
opinion or disclaimer of opinion; nor was it modified as to audit scope or
accounting principles. However, Daszkal indicated in its independent auditors'
report dated January 31, 2001, included in the Company's Annual Report on Form
10-K for the fiscal year ended September 30, 2000, that the Company's
consolidated financial statements had been prepared assuming that the Company
will continue as a going concern. In Note 17 to the consolidated financial
statements underlying the independent auditor's report dated January 31, 2001,
there is disclosure to the effect that the Company had suffered recurring losses
from operations, and that the Company anticipated it would require additional
financing in order to fund its operations in 2001. During the Company's two most
recent fiscal years and the subsequent interim period through March 12, 2001,
there were no disagreements between the Company and Daszkal on any matter of
accounting principles or practices, financial statement disclosure, or auditing
scope or procedure, which disagreements, if not resolved to Daszkal's
satisfaction would have caused Daszkal to make reference in connection with its
report to the subject matter of the disagreement. None of items described under
Item 304(a)(1)(iv)(B)(1)-(3) of Regulation S-B are applicable.


                                       8
<PAGE>

         On March 14, 2001, the Board of Directors of the Company approved the
engagement of Spicer Jeffries & Co. as independent public accountants for the
Company. The Company has not consulted its new accountants regarding any of the
items under Item 304(2)(i)-(ii) of Regulation S-B during the Company's two most
recent fiscal years and the subsequent interim period through December 31, 2001.

         Daszkal's letter to the SEC was filed as exhibit 16.2 to the Company's
Current Report on Form 8-K filed on April 2, 2001.

                                    PART III

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

         The Company has established a two-member Board of Directors. On
December 31, 2002, members of the Board of Directors were as follows:

NAME                           AGE    OFFICE
----                           ---    ------

Robert J. Carlin               42     Director, President, Chief Executive
                                      Officer and Secretary
Mohamed A. Khashoggi           39     Director

         ROBERT J. CARLIN. Mr. Carlin has been President, Chief Executive
Officer, Secretary and a Director of the Company since March 13, 2001. From 1998
to the present, he has been Director Area Internacional - Telecommunications for
Spantel Communications, S.A., of Madrid, a telecommunications company organized
under the laws of Spain. Also from 1998 to the present, he has been associated
with Old Dominion Equities, Inc., a business consulting company. From 1992 to
1997, Mr. Carlin was a securities consultant for Park Place Financial Services,
Inc., a business consulting company. He is a graduate of Virginia Commonwealth
University.

         MOHAMED A. KHASHOGGI. Mr. Khashoggi has been a Director since March 13,
2001. From 1998 to present, Mr. Khashoggi has been President and a Director of
Spantel Communications, S.A. of Madrid, a telecommunications company organized
under the laws of and located in Spain. From 1996 to 1998, Mr. Khashoggi
provided consulting services on behalf of Ibadesa S.L., a business consulting
firm in Madrid, Spain. He holds a Masters degree in International Studies from
the University of Utah.

         The Company does not pay any board members any fee or stipend for their
service but does reimburse directors for any reasonable expenses pertaining to
attending meetings, including travel, lodging and meals.

         The Company's Articles of Incorporation provide that the Board of
Directors shall consist of not less than one, nor more than seven directors,
each of which shall be elected annually, and serve for a term of one year.
Currently the Board of Directors consists of Messrs. Carlin and Khashoggi, both
elected in March 2001. Messrs. Carlin and Khashoggi will serve until the next
annual meeting of stockholders and until the election and qualification of their
respective successors. Officers are elected annually by the Board of Directors
and, subject to existing employment agreements, if any, serve at the discretion
of the Board.


                                       9
<PAGE>

         There are no material proceedings to which any director, officer or
affiliate of the Company, any beneficial owner of more than five percent of of
the Company common stock, or any associate of any such director, officer,
affiliate of of the Company or security holder is a party adverse to of the
Company or any of its subsidiaries or has a material interest adverse to of the
Company or any of its subsidiaries.

COMMITTEES OF THE BOARD OF DIRECTORS

         As of the date of this filing, the Company has no standing committees
of the Board of Directors.

SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

         Section 16(a) of the Exchange Act, requires the Company's officers and
directors, and persons who own more than ten percent of a registered class of
the Company's equity securities, to file reports of ownership and changes in
ownership of equity securities of the Company with the SEC. Officers, directors,
and greater than ten percent shareholders are required by SEC regulation to
furnish the Company with copies of all Section 16(a) forms that they file.

         Except as set forth below, based solely upon a review of Forms 3 and
Forms 4 furnished to the Company pursuant to Rule 16a-3 under the Exchange Act
during its most recent fiscal year and Forms 5 with respect to its most recent
fiscal year, the number of (i) late reports, (ii) transactions that were not
reported on a timely basis during the fiscal year ended September 30, 2002, and
(iii) any known failure to file a required report by officers, directors and
beneficial owners of more than 10% of the Company's common stock is as follows:
(1) three reporting stockholders, The Martial Arts Network, Inc., Tony
Interdonato and Ron Tramontano, each failed file a Form 4 to report an
acquisition which occurred in January 2001; and (2) Mr. Carlin and Mr. Khashoggi
each failed to file a Form 3 for March 2001 (when they became reporting
persons).

ITEM 10. EXECUTIVE COMPENSATION.

         The following table sets forth the aggregate cash compensation paid for
services rendered to the Company during the last three years by each person
serving as the Company's Chief Executive Officer during the last year and the
Company's three most highly compensated executive officers serving at the end of
the year ended September 30, 2002 whose compensation was in excess of $100,000.


                                       10
<PAGE>
<TABLE>
<CAPTION>

                                                                                LONG-TERM COMPENSATION
                                                                       ---------------------------------------
                                   ANNUAL COMPENSATION                           AWARDS              PAYOUTS
                     -----------------------------------------------   --------------------------   ----------
                                                                                     SECURITIES
                                                        OTHER          RESTRICTED    UNDERLYING
   NAME AND                                             ANNUAL            STOCK       OPTIONS/        LTIP         ALL OTHER
PRINCIPAL POSITION   YEAR   SALARY($)     BONUS($)   COMPENSATION($)     AWARDS($)     SARS(#)      PAYOUTS($)  COMPENSATION($)
--------------------------------------------------------------------------------------------------------------------------------
<S>                   <C>    <C>             <C>        <C>                   <C>   <C>                  <C>            <C>
Robert J. Carlin,     2002        -          -               -                -            -             -              -
Chief Executive       2001        -          -               -                -            -             -              -
Officer (1)           2000        -          -               -                -            -             -              -

Tony Interdonato      2002        -          -               -                -            -             -              -
(2)                   2001    4,863          -               -                -            -             -              -
                      2000   25,000          -          23,000                -      1,000,000           -              -

________________
</TABLE>

(1)      Mr. Carlin became associated with the Company in March 2001. In an
         attempt to conserve working capital, Mr. Carlin, the Company's sole
         officer, agreed to defer any salary until such time as the Company was
         more solvent. To date no compensation has been paid to Mr. Carlin in
         any form.
(2)      Tony Interdonato served as Chief Executive Officer of the Company from
         January 1999 to March 2001, when he resigned as the CEO of the Company.

OPTION/SAR GRANTS IN LAST FISCAL YEAR

         There were no options to purchase shares of common stock of the Company
and SARs granted by the Company to its named executive officers in the fiscal
year ended September 30, 2002.

AGGREGATE OPTION/SAR EXERCISES IN LAST FISCAL YEAR AND FISCAL YEAR-END
OPTION/SAR VALUES

         There were no options to purchase shares of common stock of the Company
or SARs exercised in the last fiscal year ended September 30, 2002.

DIRECTOR AND OFFICER COMPENSATION

         The Company does not compensate directors for the activities they
perform in their capacity as director. As of the date hereof, the President, the
sole officer of the Company, receives no compensation for his services.

ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

         The following table sets forth information as of December 31, 2002 with
respect to the beneficial ownership of the outstanding shares of the Company's
common stock by (1) each person known by the Company to be the beneficial owner
of more than 5% of the common stock; (2) each director of the Company; (3) each
Named Executive Officer; and (4) all directors and executive officers as a
group. On December 31, 2002 there were 9,086,053 shares of common stock issued
and outstanding.


                                       11
<PAGE>
<TABLE>
<CAPTION>

            NAME AND ADDRESS                                            NUMBER OF SHARES              % OF STOCK
         OF BENEFICIAL OWNER (1)              TITLE OF CLASS           BENEFICIALLY OWNED       BENEFICIALLY OWNED (2)
         -----------------------              --------------           ------------------       ----------------------
<S>                                            <C>                       <C>                              <C>
The Martial Arts Network, Inc.                 Common Stock                3,670,000                      40.4%
1000 Universal Studios Plaza #22A
Orlando, Florida 32819-7610

Tony Interdonato                               Common Stock              4,340,000 (3)                    47.8%
5201 Overview Court
Orlando, FL 32819

Ron J. Tramontano                              Common Stock              4,340,000 (3)                    47.8%
7386 Water Dance Way
Lake Worth, FL 33467

De Martino Finkelstein Rosen & Virga           Common Stock              1,425,289 (4)                    13.6%
1818 N Street, NW, Suite 400
Washington, DC 20036

Robert J. Carlin                               Common Stock              5,010,000 (5)                    55.1%
10693 Anna Marie Drive
Glen Allen, Virginia 23060

Mohamed Khashoggi                              Common Stock                    0                           0
200-A Benabola
Puerta Banus, 29660, Malaga
Spain

All directors and officers as a group          Common Stock              5,010,000 (6)                    55.1%
(2 persons)
___________
</TABLE>

(1)      Unless noted, all of such shares of common stock are owned as of
         January 10, 2002 by each person or entity named as beneficial owner and
         such person or entity has sole voting and dispositive power with
         respect to the shares of common stock owned by each of them.
(2)      As to each person or entity named as beneficial owner, such person's or
         entity's percentage of ownership is determined by assuming that any
         options held by such person or entity which are exercisable or
         convertible within 60 days from the date hereof have been exercised or
         converted, as the case may be, making the percentages calculable on a
         fully-diluted basis.
(3)      Includes 3,670,000 shares of common stock beneficially owned by The
         Martial Arts Network, Inc. ("MANI"). The named individuals are
         considered beneficial owners of the securities held of record by MANI
         given their respective equity interests in MANI and their respective
         positions as Chairman (in the case of Mr. Tramontano) or as President
         and Chief Operating Officer (in the case of Mr. Interdonato) of MANI.
         Both of the named individuals resigned as directors and executive
         officers of the Company in March 2001.
(4)      Represents 1,425,289 shares of common stock issuable to De Martino
         Finkelstein Rosen & Virga ("DFRV") upon conversion of a 12% convertible
         promissory note in the amount of $42,758.68 dated March 1, 2001. Under
         the terms and provisions of the note, the principal and all accrued
         interest under the note, at the option of DFRV, may be converted into
         the common stock shares of the Company with the initial conversion
         price set at $0.03, subject to adjustment.
(5)      Includes 3,670,000 shares of common stock held of record by MANI,
         670,000 shares held of record by Ron Tramontano and 670,000 shares held
         of record by Tony Interdonato. On March 12, 2001, MANI, Ron Tramontano
         and Tony Interdonato (the "Grantors") entered into an Agreement to
         Prevent Resale and Irrevocable Proxy Coupled with an Interest with
         Robert J. Carlin. Under that agreement, the Grantors agreed not to
         resell any shares of the Company's common stock that they hold unless
         such resale is effected according to the provisions of Rule 144 of the
         Securities Act. The Grantors also agreed to irrevocably appoint Robert
         J. Carlin a proxy to vote all of the shares of the Company which each
         of them hold at any annual, special or other shareholders meeting of
         the Company. Therefore, Robert J. Carlin is deemed a beneficial owner
         of the shares of the Company held by each of the Grantors. The Grantors
         remain beneficial holders of their respective shares as the term
         "beneficial ownership" is defined in accordance with Rule 13d-3 of the
         Exchange Act.
(6)      All of such shares of common stock are issued and are outstanding; does
         not include any shares issuable pursuant to options, warrants,
         convertible securities, etc.


                                       12
<PAGE>

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

         On January 4, 2000, the Board of Directors voted to lower the exercise
price on options held by SBZ Investments Subtrust and Fly Yellow Investments,
LTD., representing 300,000 shares of Common stock, from $1.00 down to $.10, in
order to inject some working capital into the Company. On January 5, 2000
Subscription Agreements were executed by the two trusts referenced above and
$15,000 was paid to the Company as a deposit on the exercise fee with the
remaining $15,000 pledged to be paid in the future, subject to certain
conditions including the filing of the firm's Form 15(c)211 once its Form 10-SB
comments were cleared by the SEC. An addendum, dated March 3, 2000, revised and
clarified the terms of the original agreement, including a provision for the
infusion of $50,000 in additional monies and the subsequent cancellation of the
Agreement (as well as forfeiture of the $65,000 and all 300,000 issued option
shares) if certain conditions were not met by the trusts within a specified
period of time - 90 days after the Company resumed trading on the OTC Bulletin
Board or February 15, 2001.

         In August 2000, the Company engaged OceanCrest Merchant Group ("OCMG")
as a consultant, for a one-year term, to assist it in finding a potential
merger/acquisition partner. OCMG received a warrant to purchase up to 500,000
shares of restricted common stock, expiring August 30, 2004, as payment for its
services. Such warrant is exercisable at $0.10 per share. Because the warrant
may be exercised at any time for an amount of stock which could exceed 5% of the
outstanding shares, OCMG may be deemed to be an "affiliate" of the Company.
Elliot Lowenstern, a principal in OceanCrest Merchant Group is also a partner in
CRC Partners, LTD ("CRC") (see next paragraph).

         On August 1, 2000, the Company borrowed $50,000 from CRC in
consideration for a one year promissory note executed by the Company plus
100,000 shares of restricted common stock, payable according to the following
terms: if on the due date of the promissory note, the price of the common stock
of the Company was trading at $2.00 or higher in a liquid market, then the
100,000 restricted shares previously issued would be payment in full; if the
shares were trading between $.10 and $2.00 - the $50,000 principal would be
repaid with no interest; and if the shares were trading below $.10 - 10%
interest would be charged on the principal payback. In all cases the 100,000
restricted shares would be owned by the partnership. A partner in CRC is also a
principal in OCMG.

         On or about January 19, 2001, following optionholders exercised options
to purchase common stock of the Company: The Martial Arts Network, Inc., Tony
Interdonato, Ron Tramontano and Ron Valli. Each option was exercisable for
1,000,000 shares of the Company's common stock. Using the cashless exercise
provisions included in the options, each optionholder surrendered his entire
option and received 670,000 shares of common stock, based on the formulae in the
options relating to exercise prices and market prices.


                                       13
<PAGE>

         Since January 19, 2001, there have been no issuances of stock to the
Company's directors and officers, nor has the Company entered into any
employment or consulting agreements with any party or entity.

PROXY AGREEMENTS

         On March 12, 2001, Messrs. Tramontano and Interdonato ("Grantors"),
entered into an Agreement to Prevent Resale and Irrevocable Proxy Coupled with
an Interest (the "Proxy Agreement") with Robert J. Carlin, the Company's
President and Chief Executive Officer ("Grantee"), pursuant to which the
Grantors agreed (1) not to engage in the resale of the shares of common stock of
the Company held by the Grantors unless such resale is effected pursuant to the
provisions of Rule 144 of the Securities Act ("Rule 144") and in ordinary
brokerage transactions, as defined for the purposes of Rule 144, and (2) to
irrevocably appoint the Grantee a proxy to vote all of the shares of common
stock of the Company held by Grantors in the name, place and stead of Grantors
at any annual, special or other shareholders meeting.


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

(a) (1) FINANCIAL STATEMENTS.

         Independent Auditors' Reports                                      F-1

         Balance Sheets at September 30, 2002 and 2001                      F-2

         Statements of Operations for the years ended September 30, 2002    F-3
         and 2001 and the cumulative amounts in the development stage
         since March 12, 2001

         Statements of Changes in Shareholders' Deficit for the years       F-4
         ended September 30, 2002 and 2001

         Statements of Cash Flows for the years ended September 30, 2002    F-5
         and 2001 and the cumulative amounts in the development stage
         since March 12, 2001

         Notes to Consolidated Financial Statements                         F-6


                                       14
<PAGE>


                          INDEPENDENT AUDITORS' REPORT



To the Board of Directors
TMANglobal.com, Inc.

We have audited the accompanying balance sheets of TMANglobal.com, Inc. (a
development stage company) as of September 30, 2002 and 2001 and the related
statements of operations, changes in shareholders' deficit, and cash flows for
the years then ended. These financial statements are the responsibility of the
Company's management. Our responsibility is to express an opinion on these
financial statements based on our audit.

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

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of TMANglobal.com, Inc. (a
development stage company) as of September 30, 2002 and 2001 and the results of
its operations and its cash flows for the years then ended, in conformity with
accounting principles generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. The Company experienced losses in 2002
and 2001 and has discontinued its operations. These matters raise substantial
doubt about the Company's ability to continue as a going concern. Management's
plans regarding these matters are described in Note 11. The financial statements
do not include any adjustments that might result from the outcome of this
uncertainty.



                                               /s/SPICER, JEFFRIES & CO.

January 2, 2003
Denver, Colorado



                                      F-1
<PAGE>
<TABLE>

                                   TMANGLOBAL.COM, INC.
                               (A Development Stage Company)

                                      BALANCE SHEETS


                                         ASSETS               September 30,  September 30,
                                                                  2002           2001
                                                              ------------   ------------
<S>                                                           <C>            <C>
CURRENT ASSETS:
   Cash                                                       $       602    $        --
   Accounts receivable                                                 --             --
   Current maturities of notes receivable                              --             --
   Prepaid and other assets                                            --             --
                                                              ------------   ------------
                 TOTAL CURRENT ASSETS                                  --             --
                                                              ------------   ------------
PROPERTY AND EQUIPMENT, NET                                            --          1,408
                                                              ------------   ------------
                TOTAL ASSETS                                  $       602    $     1,408
                                                              ============   ============

                          LIABILITIES AND SHAREHOLDERS' DEFICIT

CURRENT LIABILITIES:
  Accounts payable                                            $    69,240    $    55,424
  Accrued expenses                                                 57,131         21,653
  Advances from related party                                      15,084          5,084
  Notes payable                                                   140,759        140,759
  Current maturities of notes payable - related party             139,000        139,000
  Equity subject to potential redemption                           30,000         30,000
                                                              ------------   ------------
                TOTAL CURRENT LIABILITIES                         451,214        391,920
                                                              ------------   ------------

SHAREHOLDERS' DEFICIT:
  Common stock, $0.0001 par value, 20,000,000 shares
   authorized, 9,086,054 shares issued and
   outstanding                                                        909            909
  Subscriptions receivable                                        (15,000)       (15,000)
  Additional paid-in capital                                    3,561,431      3,561,431
  Deficit                                                      (3,997,952)    (3,937,852)
                                                              ------------   ------------
                TOTAL SHAREHOLDERS' DEFICIT                      (450,612)      (390,512)
                                                              ------------   ------------

                TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT   $       602    $     1,408
                                                              ============   ============



The accompanying notes are an integral part of these statements.


                                            F-2
</TABLE>

<PAGE>
<TABLE>

                                   TMANGLOBAL.COM, INC.
                               (A Development Stage Company)

                                 STATEMENTS OF OPERATIONS
<CAPTION>

                                                Year Ended     Year Ended  Cumulative in the
                                               September 30,  September 30,  Development
                                                   2002           2001      Stage (Note 1)
                                               ------------   ------------   ------------
<S>                                            <C>            <C>            <C>
SALES, NET                                     $        --    $     8,185    $        --

COST OF SALES                                           --          5,699             --
                                               ------------   ------------   ------------
     GROSS PROFIT                                       --          2,486             --
                                               ------------   ------------   ------------

OPERATING EXPENSES:
  General and administrative expenses              (26,330)      (210,498)       (35,517)
                                               ------------   ------------   ------------
    LOSS FROM OPERATIONS                           (26,330)      (208,012)       (35,517)
                                               ------------   ------------   ------------
OTHER INCOME(EXPENSE):
  Interest expense                                 (33,770)      (111,654)       (52,070)
  Interest income                                       --          2,334             --
                                               ------------   ------------   ------------
         TOTAL OTHER INCOME (EXPENSE)              (33,770)      (109,320)       (52,070)
                                               ------------   ------------   ------------

NET LOSS                                       $   (60,100)   $  (317,332)   $   (87,587)
                                               ============   ============   ============

BASIC AND DILUTED NET LOSS PER COMMON SHARE:   $      (.01)   $     (.04)
                                               ============   ===========

WEIGHTED AVERAGE SHARES OUTSTANDING              9,086,054      8,008,991
                                               ============   ===========



The accompanying notes are an integral part of these statements.

                                           F-3
</TABLE>

<PAGE>
<TABLE>

                                               TMANGLOBAL.COM, INC.
                                          (A Development Stage Company)

                                  STATEMENTS OF CHANGES IN SHAREHOLDERS' DEFICIT

<CAPTION>

                                                                       Additional
                                                  Common Stock           Paid-in     Subscriptions
                                            Shares       Par Value       Capital      Receivable       Deficit
                                         ------------   ------------   ------------  ------------   ------------
<S>                                        <C>          <C>            <C>           <C>            <C>
BALANCES, SEPTEMBER 30, 2000               6,212,554    $       621    $ 3,364,394   $   (15,000)   $(3,620,520)

Embedded conversion feature of debt               --             --         90,000            --             --

Cashless exercise of options and SFAS
123 valuation                              3,048,500            305         91,150            --             --

Conversion of accrued interest payable       100,000             10         15,610            --             --

Issuance of stock for services                25,000              3            247            --             --

Cancellation of shares                      (300,000)           (30)            30            --             --

Net loss                                          --             --             --            --       (317,332)
                                         ------------   ------------   ------------  ------------   ------------
BALANCES, SEPTEMBER 30, 2001               9,086,054            909      3,561,431       (15,000)    (3,937,852)

Net loss                                          --             --             --            --        (60,100)
                                         ------------   ------------   ------------  ------------   ------------

BALANCES, SEPTEMBER 30, 2002             $ 9,086,054    $       999    $ 3,561,431   $   (15,000)   $(3,997,952)
                                         ============   ============   ============  ============   ============









The accompanying notes are an integral part of these statements.



                                                       F-4
</TABLE>

<PAGE>
<TABLE>

                                           TMANGLOBAL.COM, INC.
                                      (A Development Stage Company)

                                         STATEMENTS OF CASH FLOWS
                                       INCREASE (DECREASE) IN CASH
<CAPTION>

                                                            Year Ended      Year Ended    Cumulative in the
                                                           September 30,   September 30,    Development
                                                               2002            2001        Stage (Note 1)
                                                           -------------   -------------   -------------
<S>                                                        <C>             <C>             <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net loss                                                $    (60,100)   $   (317,332)   $    (87,587)
   Adjustments to reconcile net loss to net cash used in
    operating activities:
     Depreciation and amortization                                   --             475             475
     Abandonment of property and equipment                        1,408              --           1,408
     Common stock issued for services                                --             250              --
     Embedded conversion feature                                     --          90,000              --
     Cashless exercise of options and SFAS 123 valuation             --          91,455              --
     Decrease in receivables                                         --             182              --
     Decrease in prepaid expenses                                    --             866              --
     Increase (decrease) in accounts payable                     13,816         (85,230)         19,215
     Increase (decrease) in accrued expenses                     35,478         (42,460)         52,070
                                                           -------------   -------------   -------------
             NET CASH USED IN OPERATING ACTIVITIES               (9,398)       (261,794)        (14,419)
                                                           -------------   -------------   -------------

CASH FLOWS FROM FINANCING ACTIVITIES:
     Proceeds from notes payable                                     --         229,759              --
     Payments received on notes receivable                           --          16,167              --
     Advances (to) from related party                            10,000            (563)         15,021
                                                           -------------   -------------   -------------
             NET CASH PROVIDED BY FINANCING ACTIVITIES           10,000         245,363          15,021
                                                           -------------   -------------   -------------

NET INCREASE (DECREASE) IN CASH                                     602         (16,431)            602

CASH, beginning of period                                            --          16,431              --
                                                           -------------   -------------   -------------
CASH, end of period                                        $        602    $         --    $        602
                                                           =============   =============   =============







The accompanying notes are an integral part of these statements.


                                                   F-5
</TABLE>

<PAGE>

                              TMANGLOBAL.COM, INC.
                          (A Development Stage Company)

                          NOTES TO FINANCIAL STATEMENTS


NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS

TMANglobal.com, Inc., ("the Company") was formed on December 21, 1998, resulting
from a merger between the Martial Arts Network On-line, Inc. (a development
stage company, TMANO) and FSGI Corporation (FSGI).

TMANO was incorporated on May 23, 1996 in the State of Florida as the Martial
Arts Network, Inc. The company then underwent a name change to the Martial Arts
Network On-line, Inc. on June 1, 1997. From its inception through the date of
the reverse merger (December 21, 1998) TMANO was in the development stage and
engaged primarily in the business of developing its on-line web site.
Subsequently, through its web site, the Company offered goods and services to
the martial arts, extreme sports, and health and fitness markets.

FSGI was incorporated on May 15, 1997, in the State of Florida. FSGI through its
wholly owned subsidiary Financial Standards Group, Inc. (FSG, Inc.), provided
auditing and accounting services to assist credit unions and their supervisory
committees in performing comprehensive internal and regulatory compliance audits
in satisfaction of their statutory requirements. FSG, Inc. had operations in
Georgia, Florida, Kentucky, Michigan, Mississippi, Louisiana, California, and
Hawaii. FSG, Inc. was sold on January 27, 2000.

On March 12, 2001, the Company terminated all of its operations. Currently, the
Company maintains no operations, employs no part-time or full-time employees and
engages in no promotional or sales activities. As of the same date, the Company
had no source of revenue or income. However, the Company has costs associated
with its continued existence as an Exchange Act reporting company. In addition,
(1) the Company's officers and directors resigned, (2) new directors were
appointed to the Board of Directors, and (3) a new president and chief executive
officer was appointed by the Board of Directors (See Note 11). As a result, the
Company transitioned back into a development stage enterprise as of that date.


NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

CASH AND CASH EQUIVALENTS
-------------------------

For purposes of the statement of cash flows, the Company considers all cash and
other demand deposits to be cash and cash equivalents. As of September 30, 2002
and 2001, the Company had no cash equivalents.

PROPERTY AND EQUIPMENT
----------------------

Property and equipment was stated at cost and were being depreciated using the
straight-line and accelerated methods over the estimated useful lives of two to
seven years.

REVENUE RECOGNITION
-------------------

Revenue is recognized when products are shipped to customers.

USE OF ESTIMATES
----------------

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

LOSS PER SHARE
--------------

Basic loss per common share is computed by dividing the net loss by the weighted
average number of shares of common stock outstanding during the year. Common
stock equivalents are not included in the weighted average calculation since
their effect would be anti-dilutive.


                                       F-6
<PAGE>

                              TMANGLOBAL.COM, INC.
                          (A Development Stage Company)

                          NOTES TO FINANCIAL STATEMENTS


NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)


STOCK - BASED COMPENSATION
--------------------------

The Company accounts for stock-based compensation issued to employees in
accordance with the provisions of Accounting Principles Board Opinion ("APB")
No. 25, Accounting for Stock Issued to Employees, and complies with the
disclosure provisions of Statement of Financial Accounting Standards ("SFAS")
No. 123, Accounting for Stock-Based Compensation. Under APB No. 25, expense is
based on the difference, if any, on the date of the grant, between the fair
value of common stock and the exercise price. Stock issued to non-employees has
been accounted for in accordance with SFAS No. 123 and valued using the
Black-Scholes option-pricing model.

RECLASSIFICATIONS
-----------------

Certain items in the 2001 financial statements have been reclassified to conform
to the 2002 presentation.


NOTE 3 - CONTINGENCIES

A complaint was filed against the Company regarding the payment of the $50,000
note payable to unrelated parties which was due July 1, 2001. The complaint
seeks judgment against the Company in the sum of $50,000 together with interests
and costs. On May 23, 2002, a judgment was rendered against the Company
requiring the Company to pay the $50,000 note plus accrued interest of $9,049.
The note will continue to bear interest at 11% until paid. At the present time,
the Company has little assets and access to capital and may not be able to pay
the judgment.

On January 22, 2002 the Company received a notice from the Commonwealth of
Kentucky Revenue Cabinet which was addressed to the Company's predecessor, FSGI,
requiring the payment of $10,118 including balances on FSGI's corporation income
and license accounts. The Company's management believes that it has received
this notice in error as the notice amounts assessed relate to the Company's
formation in 1998. The Company is attempting to resolve this matter with the
Revenue Cabinet staff. There is no assurance that the Company will be successful
in its effort to resolve this matter.







                                      F-7
<PAGE>

                              TMANGLOBAL.COM, INC.
                          (A Development Stage Company)

                          NOTES TO FINANCIAL STATEMENTS


NOTE 4 - NOTES PAYABLE

Notes payable at September 30, 2002 and 2001 consist of the following:

                                                          2002          2001
                                                      ------------  ------------
Unrelated entity, 10% interest rate,
  due July 31, 2001 (See Note 3)                      $    50,000   $    50,000
Shareholders, 10% interest rate,
     due January 31, 2003, convertible into
     common stock at $.03 per share                        79,000        79,000
Company's president, 12% interest rate,
      due on demand, convertible into
      common stock at $.03 per share                       60,000        60,000
Unrelated parties, 12% interest rate, due on
      demand, convertible into common
      stock at $.03 per share                              42,759        42,759
Unrelated parties, 10% interest rate, due
       January and February, 2002,
       convertible into common stock at $.01 per share     30,000        30,000
Unrelated parties, non-interest bearing, due
      February 28, 2002, convertible into common
      stock at $.03 per share                              18,000        18,000
                                                      ------------  ------------
                                                      $   279,759   $   279,759
                                                      ============  ============


Certain of the above issuances were considered to have an embedded beneficial
conversion feature because the conversion price was less than the quoted market
price. Accordingly, the beneficial conversion feature was valued separately and
the intrinsic value, essentially interest, was recorded as a charge to
operations in the amount of $90,000 with a corresponding credit to additional
paid-in capital.


NOTE 5 - SUPPLEMENTAL CASH FLOW INFORMATION

Supplemental cash flow information for the years ended September 30, 2002 and
2001 is as follows:

                                                          2002          2001
                                                      ------------  ------------
Additional cash payment information:
         Interest paid                                $        --   $        --
                                                      ============  ============
         Income taxes                                 $        --   $        --
                                                      ============  ============
Other information
        Exchange of note receivable for
         accounts payable                             $        --   $    39,019
                                                      ============  ============


                                      F-8
<PAGE>

                              TMANGLOBAL.COM, INC.
                          (A Development Stage Company)

                          NOTES TO FINANCIAL STATEMENTS


NOTE 6 - SHAREHOLDERS' DEFICIT

In January 2001, 3,048,500 shares of common stock were issued at $.01 per share
upon exercise of options on a cashless basis and $30,485 was charged to
operations.

In February 2001, 25,000 shares of common stock were issued for services valued
at $.01 per share. In addition, 100,000 shares of common stock were issued in
exchange for interest payable of $15,620.

On February 1, 2000, an option for the purchase of 300,000 shares of common
stock at $.10 per share was exercised. The Company received cash of $15,000 and
a subscription receivable for $15,000. Subsequently, a question had arisen
whether this option should have been exercised and accordingly, an amount of
$30,000 has been recorded as equity subject to redemption.


NOTE 7 - FAIR VALUE OF FINANCIAL INSTRUMENTS

Substantially all of the Company's assets and liabilities are carried at fair
value or contracted amounts which approximate fair value. The estimated fair
value of the Company's long-term borrowings, based on market rates of interest
and similar maturities, approximates their carrying value or contracted amounts.


NOTE 8 - RELATED PARTY TRANSACTIONS

At September 30, 2002 and 2001, the Company had an outstanding payable to
related parties in the amount of $15,084 and $5,084 respectively. The
transactions are summarized as follows:

                  Balance at September 30, 2000           $  5,647
                  Payments                                  (5,647)
                  Advances                                   5,084
                                                          ---------

                  Balance at September 30, 2001              5,084
                  Advances                                  10,000
                                                          ---------
                  Balance at September 30, 2002           $ 15,084
                                                          =========


These advances are non-interest bearing and have no due date.





                                      F-9
<PAGE>

                              TMANGLOBAL.COM, INC.
                          (A Development Stage Company)

                          NOTES TO FINANCIAL STATEMENTS


NOTE 9 - INCOME TAXES

As of September 30, 2002 TMANglobal.com, Inc. had an unused net operating loss
carry forward of $1,008,578 available for use on its future corporate federal
income tax returns. This amount includes the net operating losses of TMANO, from
the date of inception. The tax amounts have been calculated using the 34%
federal and 6% state income tax rates. Due to certain changes of ownership,
regulations of the Internal Revenue Service limit the amount of loss that can be
used in any one year.

                                                        2002            2001
                                                     ------------   ------------
          Taxes currently payable                    $        --    $        --
          Deferred income tax benefit                    403,431        379,391
          Valuation allowance                           (403,431)      (379,391_
                                                     ------------   ------------
          Provision (benefit) for income taxes       $        --    $        --
                                                     ============   ============

The components of deferred tax assets were as follows at September 30, 2002 and
2001

                                                         2002           2001
                                                     ------------   ------------
    Deferred tax assets:
        Net operating loss carry forward             $   403,431    $   379,391
                                                     ------------   ------------
    Valuation allowance:
         Beginning of year                           $  (379,391)   $  (325,245)
         Increase during the year                        (24,040)       (54,146)
                                                     ------------   ------------
         Ending Balance                              $  (403,431)   $  (379,391)
                                                     ============   ============

The Company's unused net operating loss carryover as of September 30, 2002, is
summarized below:

           Year Loss Originated          Year Expiring         Amount
           --------------------          -------------      -----------
                   1997                       2012          $     8,185
                   1998                       2013                1,027
                   1999                       2019              369,641
                   2000                       2020              434,473
                   2001                       2021              135,152
                   2002                       2022               60,100
                                                            -----------
           Total available net operating loss               $ 1,008,578



NOTE 10 - STOCK OPTIONS

During the fiscal year ended September 30, 2001, no options were issued.
However, in January 2001, the Company reduced the number of options outstanding
among its option holders and reduced the exercise price on options to purchase
3,048,500 shares of its common stock to $.01 per share. Because this exercise
price was less than the quoted market price, $60,970 was charged to operations
relating to this price difference.




                                      F-10
<PAGE>

                              TMANGLOBAL.COM, INC.
                          (A Development Stage Company)

                          NOTES TO FINANCIAL STATEMENTS


NOTE 10 - STOCK OPTIONS (CONTINUED)

A summary of options during the years ended September 30, 2002 and 2001 is shown
below:


                                                       Number Of
                                                        Options
                                                        -------

            Outstanding at September 30, 2000           4,950,000
                Granted                                        --
                Exercised                              (3,048,500)
                Forfeitures and reductions             (1,901,500)
                                                      ------------

            Outstanding at September 30, 2001                  --
                Exercised                                      --
                Forfeitures and reductions                     --
                                                      ------------

            Outstanding at September 30, 2002                  --
                                                      ============


NOTE 11 - MANAGEMENT'S CONSIDERATION OF GOING CONCERN MATTERS

As shown in the accompanying financial statements, the Company incurred a net
loss of $ 60,100 during the year ended September 30, 2002. In addition, the
Company does not expect to generate any working capital or cash flow sufficient
to fund its future business activities. The ability of the Company to continue
as a going concern is dependent on (1) the Company's ability to develop a
sustainable alternative business model, and (2) the Company's ability to obtain
additional financing to fund such an alternative business model. There can be no
assurance that the Company's efforts to find such an alternative model will be
successful nor can there be any assurance that such model will be economically
viable. The financial statements do not include any adjustments that might be
necessary if the Company is unable to continue as a going concern.




                                      F-11


<PAGE>

     (2) EXHIBITS

         EXHIBIT NO.       DESCRIPTION
         -----------       -----------
         3.1      Articles of Incorporation and amendment thereto (1).

         3.2      By-laws (1).

         4.1      Certificate for shares of common stock (1).

         10.1     Promissory Note, by and between the Company and Clearing
                  Services, in the amount of $10,000, dated January 28, 2002
                  (2).

         10.2     Consulting Agreement dated March 9, 1999 between K. M. Ward
                  Inc. and the Company (1).

         10.3     Consulting Agreement dated March 17, 1999 between VistaQuest,
                  Inc. and the Company (1).

         10.4     General Agreement dated April 29, 1999 between Elliott, Lane &
                  Assoc., Inc. and the Company (1).

         10.5     Purchase Contract dated November 13, 1998 between Bonnie Davis
                  and FSGI Corporation (1).

         99.1     Default Judgment (3).

         99.2     Principal Executive Officer Section 906 Certification pursuant
                  to the Sarbanes-Oxley Act of 2002 (4).

        (1) Previously included as an exhibit to the Registrant's Form 10-SB
filed October 13, 1999 and incorporated by reference herein.

         (2) Previously included as an exhibit to the Registrant's Form 10-QSB
filed May 15, 2002 and incorporated by reference herein.

         (3) Previously included as an exhibit to the Registrant's Form 10-QSB
filed August 14, 2002 and incorporated by reference herein.

         (4) Filed herewith.


(b)      REPORTS ON FORM 8-K

         The Company filed no reports on Form 8-K in the last quarter of the
fiscal year ended September 30, 2002.



                                       15
<PAGE>

ITEM 14. CONTROLS AND PROCEDURES

         In accordance with Item 307 of regulation S-B promulgated under the
Securities Act 1933, as amended, and within 90 days of the date of this Annual
Report on Form 10-KSB (the "Evaluation Date"), the Chief Executive Officer of
the Company (the "Certifying Officer") has conducted evaluations of the
Company's disclosure controls and procedures. As defined under Sections
13a-14(c) and 15d-14(c) of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"), the term "disclosure controls and procedures" means controls
and other procedures of an issuer that are designed to ensure that information
required to be disclosed by the issuer in the reports that it files or submits
under the Exchange Act is recorded, processed, summarized and reported, within
the time periods specified in the Commission's rules and forms. Disclosure
controls and procedures include, without limitation, controls and procedures
designed to ensure that information required to be disclosed by an issuer in the
reports that it files or submits under the Exchange Act is accumulated and
communicated to the issuer's management, including its principal executive
officer or officers and principal financial officer or officers, or persons
performing similar functions, as appropriate to allow timely decisions regarding
required disclosure. The Certifying Officer has reviewed the Company's
disclosure controls and procedures and has concluded that (subject to the
qualifications and disclosures set forth herein below) those disclosure controls
and procedures are effective as of the date of this Annual Report on Form
10-KSB. In compliance with Section 302 of the Sarbanes-Oxley Act of 2002, (18
U.S.C. 1350), the Certifying Officer executed an Officer's Certification
included in this Annual Report on Form 10-KSB.

         As of this Annual Report on Form 10-KSB, there have not been any
significant changes in the Company's internal controls or in other factors that
could significantly affect these controls subsequent to the date of their
evaluation, including corrective actions with regard to significant deficiencies
and material weaknesses.


                                  * * * * * * *



                                       16
<PAGE>


                                   SIGNATURES

         In accordance with Section 13 of the Exchange Act, the Registrant has
caused this report to be signed on its behalf by the undersigned, hereunto duly
authorized.


                                          TMANGLOBAL.COM, INC.
                                          (Registrant)


Dated: January 13, 2003                   By: /s/ Robert J. Carlin
                                              ----------------------------------
                                              Robert J. Carlin
                                              President, Chief Executive Officer


         In accordance with Section 13 of the Exchange Act, this report has been
signed by the following persons on behalf of the registrant and in the
capacities and on the dates indicated.

Signature                          Title                             Date
---------                          -----                             ----


/s Robert J. Carlin          President, Chief Executive        January 13, 2003
-----------------------      Officer and Director
Robert J. Carlin

/s Mohamed A. Khashoggi      Director                          January 13, 2003
-----------------------
Mohamed A. Khashoggi





                                       17
<PAGE>


                       OFFICER'S CERTIFICATION PURSUANT TO
         SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 (18 U.S.C. 1350)

I, Robert J. Carlin, certify that:
     1.  I have reviewed this Annual Report on Form 10-KSB of TMANglobal, Inc.;
     2.  Based on my knowledge, this quarterly report does not contain any
         untrue statement of a material fact or omit to state a material fact
         necessary to make the statements made, in light of the circumstances
         under which such statements were made, not misleading with respect to
         the period covered by this Annual Report;
     3.  Based on my knowledge, the financial statements, and other financial
         information included in this Annual Report, fairly present in all
         material respects the financial condition, results of operations and
         cash flows of the registrant as of, and for, the periods presented in
         this Annual Report;
     4.  The registrant's other certifying officers and I are responsible for
         establishing and maintaining disclosure controls and procedures (as
         defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and
         we have: (a) designated such disclosure controls and procedures to
         ensure that material information related to the registrant, including
         its consolidating subsidiaries, is made known to us by others within
         those entities, particularly during the period in which this Annual
         Report is being prepared; (b) evaluated the effectiveness of the
         registrant's disclosure controls and procedures as of a date within 90
         days prior to the filing date of this Annual Report ("Evaluation
         Date"); and (c) presented in the Annual Report our conclusions about
         the effectiveness of the disclosure controls and procedures based on
         our evaluation as of the Evaluation Date;
     5.  The registrant's other certifying officers and I have disclosed, based
         on our most recent evaluation, to the registrant's auditors and the
         audit committee of the registrant's Board of Directors (or persons
         performing the equivalent function):
         (a) all significant deficiencies in the design or operation of internal
         controls which could adversely affect the registrant's ability to
         record, process, summarize and report financial data and have
         identified for the registrant's auditors and material weakness in
         internal controls; and (b) any fraud, whether or not material, that
         involves management or other employees who have 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 or not there were significant changes in internal
         controls or in other factors that could significantly affect internal
         controls subsequent to the date of our most recent evaluation,
         including any corrective actions with regard to significant
         deficiencies and material weaknesses.

Date: January 13, 2003

By: /s/ Robert J. Carlin
    ---------------------
Robert J. Carlin
President and Chief Executive Officer




                                       18