UNITED STATES
                         SECURITIES EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  FORM 10KSB/A

              [X] Annual report pursuant to section 13 or 15(d) of
                  the Securities Exchange Act of 1934 for the
                       fiscal year end February 29, 2004


                            AUTO DATA NETWORK, INC.
             (Exact name of registrant as specified in its charter)


            Delaware                                     13-3944580
      ----------------------                        ------------------
      State of Incorporation                        IRS Employer ID No.


  5 Century Place,
  Lamberts Road, Tunbridge Wells
  Kent, United Kingdom                                   TN2 3EH
--------------------------------------                   -------
Address of principal Executive Offices                   Zip Code


                REGISTRANT'S TELEPHONE NUMBER 011 44 1892 511 566

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

Yes [X] No [_]

As of May 20, 2004, the following shares of the Registrant's common stock were
issued and outstanding:

Voting common stock 28,188,762


<PAGE>


INDEX

ITEM 1 DESCRIPTION OF BUSINESS

ITEM 2. DESCRIPTION OF PROPERTIES

ITEM 3. LEGAL PROCEEDINGS

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

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

ITEM 6. SELECTED FINANCIAL DATA

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATION

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
        FINANCIAL DISCLOSURE

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE COMPANY

ITEM 11. EXECUTIVE COMPENSATION

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

ITEM 13. CERTAIN RELATIONSHIP AND RELATED TRANSACTIONS

ITEM 14. FINANCIAL STATEMENTS, EXHIBITS AND REPORTS ON FORM 8-K

SIGNATURES

<PAGE>

ITEM 1. DESCRIPTION OF BUSINESS

Auto Data Network Inc., ("ADN") is a group of companies which provide software
products and services to the automotive industry. The company's primary market
is automotive dealerships, of which there are approximately 78,000 in North
America and 92,000 in Europe, representing a $15 billion market for related
software and services. The company offers a suite of software products that
provides an integrated solution to all operational aspects of an automotive
dealership. This allows dealerships to operate their businesses more efficiently
and achieve considerable cost savings. The suite of software is easily deployed
and provides solutions to increasingly valuable and important areas of a
dealership business, such as aftermarket and finance, which generate 48% of a
dealership's profits from 12% of overall revenues, and 35% of profits from 2% of
revenues respectively.

The company's software is designed and retailed in a modular frame-work. This
allows dealerships to select the software products and services most suited to
their current business needs. This frame-work approach ensures that each
software module can communicate with the next, and so critical business
information can be shared in real-time. Moreover, this integration creates an
information platform across all businesses which use ADN software, allowing each
participant to benefit from relevant, real-time data related to the purchase and
sale of motor vehicles, automotive parts and related services in specific
markets.

The company's customers are able to generate new sales, operate more cost
efficiently, accelerate inventory turns and maintain stronger relationships with
suppliers and customers. From its four principal subsidiaries, the company
generates sales from two product segments; aftermarket service products and
information services. These two segments supply real-time, transactional
services to manufacturers, dealerships and consumers, producing industry-wide
revenue generation, communication, and information collection and collaboration.

ADN's executive team has extensive operating experience, and has delivered to
its strategic roadmap through establishing strong relationships with leading
participants in the British, European and North American automotive industry.
The company's strategy has been developed to reinforce and increase market share
by leveraging existing relationships in different automotive distribution
channels and providing a broad range of solutions, information and service
offerings.

This strategy is supported by the objectives of the management;

o To accomplish and capitalize on industry integration; and

o To deliver and expand our offering of information and solutions to our
subscribers.

Since inception, the company has acquired eight separate businesses in these
areas and developed two internally. The key to the successful integration of
various industry infrastructures will be the creation and maintenance of an
information architecture designed to ensure that all data that is captured is
evaluated, structured and repackaged in a suitable, value-added format for
resale.

ADN plans to expand its service offering. Revenues will increasingly be
generated through subscriptions to our services and information products and
transaction fees. The company intends to increase the depth of information
services offered to customers, in order that the specific data needs of industry
participants can best served. This will widen the potential customer base and
provide the company the opportunity to increase access charges as the service
offering becomes more differentiated.


<PAGE>


INFORMATION SUPPORT AND SERVICES

As a software and information services company, the company's integrated
product, service, training and technology solutions enable automotive retailers
and other companies in their supply chain to manage their businesses profitably
and serve their customers efficiently.

OUR MARKETPLACE

The sales, distribution, servicing and after-market industry for motor vehicles
is large and represents $1.7 trillion of economic activity in North America
alone. The market is hungry for change and the introduction of new products and
services which make conducting business more efficient and offer new
opportunities for revenue generation. Technologies such as the Internet,
broadband data transmission, wireless and handheld digital devices are creating
entirely new ways to share information and conduct business in the automotive
retailing marketplace.

CONSUMERS are armed with more information than ever before. They clearly expect
an improved experience at the point of sale, whether they enter the physical
bricks and mortar of an automotive retailer or make their purchase through the
click of a mouse.

CAR MANUFACTURERS continually need to reduce the cost of distribution they
strive to create build-to-order manufacturing strategies that will deliver the
vehicles to match consumer requirements. They want to free up capital and
inventory and improve customer service.

AUTOMOTIVE RETAILERS want to know more about the consumer and to do a better job
of marketing their products to them. Improved access to actionable data about
their customers will help them establish long-term relationships through
sophisticated CRM programs. They need to better integrate their physical and
online retailing strategies to create a strong brand. They want to improve the
vehicle-shopping, purchase and service experience while improving efficiency and
profitability.

Allied products and services providers-like financial institutions, insurance
companies, collision repair facilities and transport and vehicle divisions want
to lower costs, streamline processes and provide more value for the consumer by
better sharing of data and integrating services.

The transformation of the automotive industry is underway. ADN intend to
capitalize on this transformation and lead the market in the provision of
solutions and award-winning software.

In the U.K. alone the automotive industry is a substantial revenue-generating
sector of the economy, with thousands of participating businesses. More than 2.5
million new vehicles were registered in 2003 in the UK market, with a sales
value of over $75 billion, as reported by The Society of Motor Manufacturers and
Traders Ltd. ("SMMT"). In addition, there were approximately 6.7 million used
vehicle sales in 2000, worth over $65 billion annually, according to SMMT. This
same source states that additional incremental sales of insurance, spare parts
and other auto related products created a total U.K. market in excess of $160
billion in 2000. Of the new vehicle sales each year, SMMT estimates that over
50% are sold to the fleet, leasing and rental markets. Over 30 different
manufacturers compete in this market, through approximately 7,500 franchised
retailers (31,000 outlets in total).

The retail automotive industry as a whole, though a multi-billion dollar
industry, is characterized by disconnected businesses which inhibits the
collection and utilization of critical transaction-related information. There
has been significant consolidation among manufacturers, but the dealer networks,
which serve as the primary means for distribution of products, tend to be
entrepreneurial and highly fragmented.

The absence of efficient information exchange makes the industry unwieldy,
unresponsive to market changes and operationally inefficient. Many of the
business units can be compared to islands of information: disconnected from
their immediate partners, within what we view as the three primary industry
channels - manufacturers, retailers and consumers. Linkage between different
channels is limited due to antiquated software systems with no common technology
platforms or information infrastructure. These barriers to information supply
and analysis increase inefficiencies throughout the industry. Without a system
that facilitates compatibility these inefficiencies will only be exacerbated as
the industry's reliance on technology grows.

In Europe recent changes in retail automotive distribution legislation has
created an environment for consolidation in the market. Traditionally, retailers
specialized in one geographic market with one franchise. To gain economies
retail operations have begun to consolidate with many companies running
multi-franchised sales and service organizations requiring more sophisticated
software solution s to support and operate their business.

The company believes that the industry suffers from similar problems in Europe
and in the U.S. The impact of global competitive pressures are forcing the
automotive industry to reduce margins and look for areas where efficiencies can
be improved and new revenue streams located and utilised. A need exists to build
a universal network through which the automotive industry can communicate and
conduct business.

<PAGE>

OUR STRATEGY

The company's strategy is to build upon its existing business by acquiring
Dealer Management System ("DMS") providers, the traditional software providers
to dealerships, and additional support services to create a consolidated
dealership solution. ADN will only acquire profitable businesses that are
accretive to both the company's earnings per share and overall product offering.
Core to the company's strategy is to provide customers with cost savings and new
revenue opportunities through access to consolidated data and historic vehicle
information.

DESCRIPTIONS OF BUSINESS

Listed below is a description of each of the main operating entities within the
group:

MAM SOFTWARE LTD

MAM creates and markets software products and is currently the leading supplier
of software applications for parts and accessories to the automotive industry
factors, distributors, and retailers in the UK based upon an industry wide
comparison of suppliers' sales figures over the last 3 years. MAM's products are
tailored for companies engaged in parts supply, distribution and retailing,
vehicle repair and servicing and engine and component reconditioning. MAM's
software applications reduce supply market inefficiencies by allowing suppliers,
dealers and customers to communicate with each other electronically via the
Internet, allowing the development of off-site operations and total supply chain
solutions. MAM's software applications are linked directly to the major
manufacturers of automotive parts and accessories in the UK to monitor inventory
levels, facilitating sales by providing real-time data to the distributors and
dealers.

MAM's software applications: AutoPart, AutoWork, Autoshop and AutoDMS are
designed as enterprise management systems for parts and accessories resellers,
workshops, and bodyshops, and dealerships, respectively, which operate in the
automotive aftermarket, trading primarily as factors, distributors or retailers.
AutoCat, another software offering, is a comprehensive CD based electronic parts
catalogue inquiry system, designed to give instant access to information on
vehicle parts. Additionally, MAM markets AutoNet, which offers tailored Internet
solutions for the automotive industry, providing licensees with a variety of
Internet connectivity options, from simple Internet connection to full e-mail
and Web hosting services.

When a subscriber purchases a software application from MAM, the company will
supply, configure and install the complete hardware support and networks to the
subscriber's specification and satisfaction. Once the software and hardware are
in place, MAM provides training programs, both on and off-site, to educate
dealership and dealer group owners, managers, sales staff, manufacturers and
supplier personnel about implementing an effective supply program. In addition,
MAM provides unlimited telephone and on-site software and hardware support and
maintenance to address technical questions about our services as they arise.

MAM collects revenue in the form of fees from distributors and dealers licensing
MAM's software applications. The treatment for the revenue recognition of these
fees has been approved by MAM's UK auditors and is treated in accordance with
SOP-97-2. MAM is currently the leading supplier of parts systems and software
applications to the body shop market, where it supplies Brown Brothers, a
Unipart company, the largest supplier of parts and materials in the UK, with
approximately an 80% market share. For the third year running in 2000, MAM was
recognized by the Institute of Transport Management with the distinction of
"Best Aftermarket Software Company" in Britain.

PRODUCTS AND SERVICES.

MAM currently offers the following comprehensive data and information services,
integrative services and database products:

NEW VEHICLE PRICES AND OPTIONS, which aids retailers and manufacturers in making
pricing comparisons;

STANDARD EQUIPMENT COLOURS AND TRIM, which aids retailers and manufacturers in
processing vehicle orders and making comparisons in pricing and options;

TECHNICAL SPECIFICATIONS DATA, such as load bearing and turning circles, which
gives manufacturers essential data;

PARTS CATALOGUING, which allows aftermarket players and Internet-based platforms
to track parts supplies; Service Maintenance and Repair Time Data, which allows
fleet operators to track repair data, and body shops and insurance companies to
monitor repair costs;

TOTAL LIFE COSTS, which aids European consumer groups and manufacturers in
making vehicle comparisons; Optimum Finance Contract Data and Software, which
gives retailers information and aids them in assessing their financing options;

STOCK AVAILABILITY, which aids dealers in locating vehicles by a consumer
location;

USED VEHICLE PRICING, which provides real-time vehicle sale pricing by region;

NEW VEHICLE DATA, which provides manufacturers with real-time data necessary for
planning and understanding the various retail incentives available; and

FUTURE VALUES, providing fleet operators and financing companies with data
needed for risk planning.

<PAGE>

COUNTY SERVICES AND PRODUCTS LTD

County has initially developed nine products both in warranty and insurance
based services, which have enabled it to amass a large database containing car
buying trends and customer choices which have been built up over the last ten
years. It also has a very strong liaison with all the major insurance
underwriters assisting it to develop further products and being able to resell
the data to the underwriters.

Vehicle insurance is a lucrative sales opportunity for automotive dealerships.
For a typical dealership, insurance, when taken with financial services,
contributes 35% of profits from just 2% of revenues.

County provides dealership solutions that are fully compliant with newly
introduced legislation by the European Union to regulate the selling of
insurance products. Under these new regulations, dealerships wishing to sell
insurance products to their customers must be registered with, and authorised
by, the Financial Services Authority.

To assist customers in adhering to these legislative changes, County's services
include comprehensive compliance and training. Furthermore, the services provide
access to an extensive range of motor insurance products, which allow dealership
customers to select and cost from a wider range of packages.

PRODUCTS AND SERVICES. The products that County markets are highly competitive
and designed to increase revenue and margin for the dealers whilst offering
increased consumer services and flexibility of terms for the dealers to give
them an advantage over their competition. By using County software applications
a dealer can store and access information that will help him to quickly
calculate and recalculate deals by providing profit margin calculations and
real-time information, all of which allows the dealer greater flexibility in
negotiations. County have also developed legal fees cover, a reward for stolen
vehicles and insurance against mileometers being tampered with. The company has
developed bespoke software in Insurance, Warranty and Financial services.

AVENIDA TECHNOLOGIES LIMITED

Auto Data Network Inc acquired Avenida, a provider of software and real time
data services to the automotive industry on 1st September 2003.

Avenida , based in Coventry UK, develops software to address the most pressing
challenges of the automotive industry - issues such as the coordination of
activities between manufacturers and dealers, information exchange between
suppliers and manufacturer, reducing costs to stay competitive and increasing
customer retention. Avenida software accelerates the flow of information
throughout an organization by removing the barriers between applications, data
stores and network platforms, so increasing its efficiency. Furthermore, Avenida
takes these benefits outside the enterprise by pushing its technology boundaries
to include selected trading partners and customers. Avenida reduces
data-management costs while ensuring data is accurate and up-to-date, regardless
of its location.

Avenida's software connects existing, legacy systems to those of trading
partners using the latest XML standards and 'rules based' processing. Using
Avenida, businesses benefit from the centralization and sharing of the critical
business services, processes, messages, and vocabularies that make up the
transactions exchanged between trading partners. Avenida offers an
Internet-based solution to reflect the increasingly distributed nature of the
automotive industry. Streamlined business information is able to flow between
dealerships, manufacturers, aftermarket service providers and other distribution
'value chain' companies. Messaging to exchange customer records, orders,
shipment information and other business information, within automotive product
configuration and sales systems, is already in use with a number of clients
including Land Rover, MG Rover, Ford (NYSE: F), BMW (Frankfurt: BMWG.F), Rolls
Royce,

ADN's recently announced release of 'Version 21' software by its subsidiary, MAM
Software Inc., will benefit from the rules-based translation technology
developed by Avenida. The combination of these two technologies, which utilise
new open standards, such as Microsoft's (NASDAQ: MSFT) .NET initiative and XML,
will provide integration services that universally connect automotive
applications, data stores and network platforms--even across technical and
organizational boundaries--and enable those resources to work together within
one framework. This provides a foundation from which automotive companies, and
their trading partners, are able to leverage existing information assets from a
portfolio of Internet-based applications.

<PAGE>

ALL CARS LTD.

Allcars.com is an interactive Web site designed to allow UK dealers to market
used cars to the consumer. Effectively, it operates as a vehicle locator for the
consumer. In 2002, with the benefit of trials and marketing tests, the site was
up graded with more services and easier navigation and interaction. After the
relaunch of this new version there are currently in excess of 2,000 dealers
marketing on the Web site.

On the 19th March 2002 ADN, Inc purchased E-com Multi Limited from E-com Multi
Pty Limited of Australia. Kerridge Computer Co Ltd had previous sold a five year
license of its Autosell auction software package and its respective goodwill and
business to E-com Multi Limited of England the license remains unaffected by the
change of ownership. We intend to fully integrated Kerridge's dealer management
system data into our Network as this system integrates with the major dealership
computer systems and will allow us to access more data that we can repackage and
resell

PRODUCTS AND SERVICES. The Web site provides dealerships and prospective buyers
with access to information concerning used vehicle locations, automotive-related
products, such as insurance, warranty, finance and vehicle accessories,
generates visibility for our dealership subscribers' inventories and increases
traffic to dealership and supplier Web sites. AllCars' alliances with dealer
management systems providers allows us to provide automatic uploads of available
vehicles from dealer servers directly onto the site, relieving dealers of the
administrative burden of updating this content. We believe this data extraction
service gives us a competitive edge over other sites that do not offer this
feature.

The AllCars Web site user has the option of browsing a variety of search and
selection options for specifications and prices for new and used cars from every
major automobile manufacturer and local dealer. Additionally, the site offers a
variety of value-added features, including links to car guides and news reports,
a car auction facility, financing options for corporate and consumer vehicle
purchasers, a free Web page for dealerships, RAC road information and route
planning, vehicle insurance and warranty information, links to Halford Ltd.'s
Web site (a discounted automobile accessories site) and access for consumers to
book vehicles for servicing.

Allcars Ltd integrates through the ORBIT platform to operate "Autoauction," an
on-line vehicle search engine, which creates a transaction hub for the sale of
surplus inventory from automotive retailers. Autoauction is used by three major
insurance companies to locate replacement vehicles written-off in accidents.

The autoauction information service is also provided for the location of
vehicles offered for sale by all subscribing dealers. The subscribing dealers
utilize this proprietary network to locate and purchase vehicles to fit specific
customer requirements. The information services offers a huge virtual stock of
used vehicles at no extra cost so that the sales opportunities are maximized for
both the retailer and stockholding dealer

The Allcars Retail information service also enables consumers to locate their
ideal vehicle by visiting their local dealer and using our online portal. This
is an innovative and highly successful vehicle retailing services that allows
the consumer unlimited choice of vehicles to purchase by detailing the type of
vehicle and style options required, instead of by brand name. The vehicles that
meet the consumers requested options together with location and cost are then
displayed to the dealer. The suite guides the consumer to the most appropriate
vehicle and immediately allowing the dealership to satisfy the request by the
connection to Auto Auctions and Orbit Data Interchange.

From these services ADN receives monthly fees from dealerships connected to the
Orbit Data Interchange that list the automobile inventory on the Auto Auction
information service and a monthly license fee from the dealership for the online
terminal with proprietary software.

The group also offers end-to-end single-source networking management, seamless
high-speed Internet connectivity, technical support and consulting services. As
the automotive sector increasingly relies on Internet communications with
retailers, we offer a single point of contact throughout the supply chain.

<PAGE>

IFACT LIMITED

In January, 2004 the Company completed the acquisition of IFact, Ltd. IFAct Ltd
delivers effective and viable long-term solutions that focus on the regulatory
requirements of the General Insurance Standards Council. IFAct is one of the
leading compliance consultancy practices in the United Kingdom specialising in
providing expertise and support solutions on FSA regulation and compliance, and
is one of a series of targeted acquisitions being made by Auto Data to extend
its range of specialist services to dealership customers.

INVESTMENT IN CARPARTS TECHNOLOGIES, INC

On July 29, 2003 the company announced the completion of a strategic investment
in CarParts Technologies, Inc..

CarParts Technologies, Inc. (CarParts) is a leading provider of software systems
to the automotive aftermarket supply chain. Over 3,000 customers, including
leading automotive aftermarket outlets, tier 1 manufacturers, program groups,
warehouse distributors, tire and service chains and independent installers
across all 50 U.S. states and Canada, rely on CarParts software. Under the terms
of the agreement, Auto Data Network has provided a loan of $2 million to fund
the continued growth of the company.

Subsequent to the Year end ADN has made the following acquisitions and
investments:

INVESTMENT IN DCS AUTOMOTIVE LIMITED

On March 15, 2004, ADN announced that it has invested $11 million in DCS
Automotive, Europe's largest dealer management system (DMS) provider and a
division of DCS Group, PLC., for a one-third equity interest. DCS Automotive is
European leader in the provision of IT business solutions to the automotive
retail sector in Europe. Established in 1976, DCS Automotive has evolved from a
supplier of dealer management systems and now specializes in flexible,
connective technologies and services designed exclusively for the automotive
industry. Under the terms of the investment, ADN has the right to purchase the
remaining two-thirds equity interest in DCS Automotive upon the completion of
certain financial performance criterion by DCS. Revenues from DCS' existing
business are projected to reach $60 million this year. Upon the exercising of
ADN's right to purchase the remaining two thirds of DCS Automotive, Stephen
Yapp, CEO of DCS Automotive's parent DCS Group plc, will join ADN's board of
directors. DCS Automotive has offices in the UK, France, Germany, Spain,
Switzerland and Asia, as well as agents and representations throughout the rest
of the world. Its customers include the world's leading manufacturers,
distributors and retail motor groups, including Renault, Volkswagen, BMW and
leading distributor groups across Europe.

MMI AUTOMOTIVE LIMITED

On March 18, 2004 ADN, announced the completion of its purchase of
MMI-Automotive Limited (MMI), a leading provider of business management and
marketing systems for the United Kingdom and European automotive industry. MMI,
founded in 1981, is a leader in Microsoft Windows(R) based dealer management
systems (DMS) and customer relations marketing systems (CRM) for both automotive
dealers and manufacturers. MMI's products include Automate DMS, a real-time
dealer management system designed for automotive dealerships and dealer groups -
endorsed by several major automobile manufacturers; Target CRM, a system to help
dealerships, dealer groups and manufacturers generate more revenue through the
strategic management of customer relationships; Target CCRM, a centralized
customer relationship management system for multi-site or multi-franchise
dealers; and TimePro, a time recording and management system. MMI also offers
design and consultancy services for dealer websites and product development.
MMI's software provides a comprehensive dealer management system inclusive of
vehicle and parts sales, inventory management, service management and records,
accounting systems, as well as manufacturer links. Its fully integrated customer
relations management system provides an information and marketing framework
designed to maximize profitability, effectiveness and customer loyalty.

FACILITIES

The company's corporate headquarters are located at 5 Century Place, Lamberts
Road, Tunbridge Wells, Kent TN2 3EH, United Kingdom. ADN also has offices at 712
Fifth Avenue 19th Floor New York NY10019 and in London at 32 Haymarket, London
SW1Y 4TP. The company occupies approximately 1500 square feet on one floor at
its corporate headquarters, which is leased, approximately 300 square feet on
one floor in the New York office, and approximately 600 square feet on one floor
at the London office.

<PAGE>

HISTORY OF THE COMPANY

Auto Data Network Inc ("the Company") was formed as a Delaware corporation on
November 6, 1996 under the name Medic Media Inc. On March 30, 1999, Medic Media
changed its name to AMAC Inc.

AMAC Inc, had been engaged in the development and manufacture of amphibious
vehicles, but the market demand did not materialize and the company decided to
change direction and pursue a different strategy for returning value to
shareholders

On October 2, 2001 the Company acquired all of the outstanding shares of
Europortal Inc T/A AutoData Group ("ADG") in exchange for the sale of 95% of the
outstanding shares of the Company to the former stockholders of ADG. The
remaining 5% equity being retained by existing AMAC stockholders. The effect of
this transaction was a change of control of the Company, ceding corporate
control to the former stockholders of ADG. In acquiring ADG the Company became
the owner of Auto Data Network (UK) Ltd., formerly All Group Holdings Ltd., a UK
holding company.

On October 4, 2001 the Company changed its name to Auto Data Network Inc.

On March 19, 2002, the Company acquired Orbit Auto Data Network Ltd., formerly
E-com Multi (UK) Ltd for 90211 of the company's shares of common stock, valuing
the transaction at $285,000.

On August 3, 2002 the Company acquired all the issued share capital of Hilsten
Resources Limited, trading as County Products and Services and committed to
issue 800,000 of the Company's common stock to the former shareholders of
Hilsten Resources Limited . The transaction is valued at $3,400,000 at the
market price of the Company's shares as of the completion date. The
consideration is payable in two tranches, 300,000 shares at the end of fiscal
year 2003 and a further 500,000 shares at the end of fiscal year 2004

On January 21, 2003, Auto Data Network acquired all of the outstanding shares of
stock of AutoMatrix UK Limited, ("Automatrix"), a company registered in England.
Established in 1999, Automatrix is an automotive retailer software solution that
is based in north eastern England and has subsequently changed its name to
AllCars Retail Limited . The agreement provides for a cash payment of $80,000
and 190,000 shares of common stock to the former shareholders of Automatrix
valuing the transaction at $422,0000

On April 23,2003 a Share Sale Agreement was completed relating to the
acquisition by Auto Data Network of the entire Share Capital of MAM Software
Ltd, ("MAM") a company registered in England and based in Sheffield, South
Yorkshire. MAM are a systems and software implementation and Development Company
with an annual revenue base in excess of $13,000,000 and with 160 employees in
five locations in Britain and Ireland and one in California, USA.

On 1st September 2003 a Share Sale Agreement was entered into relating to the
acquisition by Auto Data Network of the entire Share Capital of Avenida
Technologies

On February 9, 2004 the company announced the completion of agreement to acquire
IFACT Ltd one of the leadingcompliance consultancy practices in the United
Kingdom specializing in providing expertise and support on FSA regulation and
compliance.

<PAGE>

COMPETITION

The company has various competitors in the UK and Europe but believes there are
few who offer the same breadth of products, and services that it intends to
offer. There are a number of individual services and solutions that the company
offers and that have specific competitors' products in their respective
businesses.

While the market for providing digital products and services for the automotive
industry is relatively new, it is rapidly evolving, and it is likely that the
All Cars Web site will could face competition in the future. However the company
believes that its established products and data will protect it from any
immediate threat and give it a competitive advantage from which to develop its
product and company strategy. However, existing and potential competitors may
develop offerings that are perceived as better than the company's services or
otherwise achieve greater market acceptance. The value and unique position of
its trade, consumer and data products create a number of elements and markets
for ADN and therefore provide numerous revenues and markets to develop or focus
on. This multi market strategy provide numerous advantages to ADN

ITEM 2. DESCRIPTION OF PROPERTIES

The Company has no significant assets other than those detailed in the accounts.

ITEM 3. LEGAL PROCEEDINGS

No legal proceedings are pending at this time.

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

NONE

<PAGE>

                                     PART II

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

As of May 28, 2004, the Company had 1727 shareholders. The Company's common
stock began trading on the OTC Bulletin Board in April 1999 under the trading
symbol "UMAC". On October 15, 2001 the symbol changed to "ADNW". Total trading
volume of the shares of the Company's common stock has been low since the
listing of the shares. The last trade made in the company's shares was $2.88 per
share.

ITEM 6. SELECTED FINANCIAL DATA

<TABLE>
<CAPTION>
                                                For the Year       For the Year
                                                    Ended               Ended
                                              February 29, 2004   February 28, 2003
                                              -----------------   -----------------
<S>                                           <C>                 <C>
Cash and Cash Items                              $ 6,282,465         $     3,591
Marketable Securities                                      0             719,370
Prepaid Expenses                                     335,066               1,194
Notes and Accounts Receivable                        892,435             867,106
Allowances for doubtful accounts                           0                   0
Inventory                                          2,419,465                   0
Total Current Assets                              22,327,738           1,591,261
Property, plant and equipment                      2,344,989              54,159
Other Assets                                      21,327,887           7,498,181
Accumulated depreciation                             499,572                   0
Total assets                                      46,331,083           9,143,601

Total current liabilities                         13,135,407           2,531,376
Common stock                                          23,602              11,590
Other stockholders' equity                        28,049,231           7,214,749
Total Liabilities and
 Stockholders' equity                             46,331,083           9,143,601
Total Revenues                                    25,330,056           1,772,996
Cost of Tangible Goods Sold                                0             590,193
Total Costs and Expenses applicable               12,839,838             313,528
    To sales and revenues
Provision for doubtful accounts                            0                   0
Income before taxes
    and other items                                4,432,315             846,711
Income/loss continuing
    operations                                     4,432,315             846,711
Goodwill write off                                         0                   0
Income tax expenses                                  644,034             332,063
Net Income or loss                                 3,649,527             514,648
</TABLE>


<PAGE>

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATION.

The following discussion and analysis provides information which management
believes is relevant to an assessment and understanding of the company's results
of operations and financial condition. The discussion should be read together
with our consolidated financial statements and notes included under Item 7 in
this annual report on Form 10-KSB, which consolidated financial statements are
presented beginning at page F-1, for further details.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Financial Reporting Release No. 60, which was recently released by the SEC,
requires all companies to include a discussion of critical accounting policies
or methods used in the preparation of the consolidated financial statements. In
addition, Financial Reporting Release No. 61 was recently released by the SEC,
which requires all companies to include a discussion to address, among other
things, liquidity, off-balance sheet arrangements, contractual obligations and
commercial commitments. The following discussion is intended to supplement the
summary of significant accounting policies as described in Note 1 of the Notes
To Consolidated Financial Statements for the year ended June 30, 2002 included
under Item 7 in this annual report on Form 10-KSB, which are presented beginning
at page F-1.

These policies were selected because they represent the more significant
accounting policies and methods that are broadly applied in the preparation of
the consolidated financial statements.

REVENUE RECOGNITION - Non-refundable up-front payments received in connection
with software licences and support services are deferred and recognized on a
usage basis over the relevant periods of the service agreement typically 3 or 5
years. All other services supplied are invoiced in arrears and are immediately
collectible.

USE OF ESTIMATES - The preparation of financial statements in conformity with
generally accepted accounting principles of the United States 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 as well as the reported amounts of
revenues and expenses during the reporting period. Actual results could differ
from those estimates, and such differences may be material to the financial
statements.

MANAGEMENT DISCUSSION

The company's principal business purpose is to create a group of automotive
software companies providing real time data and transactional services to the
automotive industry. Services are integrated onto a single transaction platform
and data network. The platform provides an integrated communications channel
that allows all automotive industry participants to transact with each other and
within a single, secure environment.

The company has invested substantial funds developing its technology platform
since inception and will now commercialise this platform via an acquired
customer base.

The company completed the acquisition of MAM Software Limited on April 23rd,
2003. MAM creates and markets software products and is currently the leading
supplier of software applications for parts and accessories to the automotive
industry factors, distributors, and retailers in the UK based upon an industry
wide comparison of suppliers' sales figures over the last 3 years.

In January 2004, the company completed the acquisition of IFACT Ltd one of the
leading compliance consultancy practices in the United Kingdom specializing in
providing expertise and support on FSA regulation and compliance.

Avenida Technologies Limited, based in Coventry, UK, was acquired on 1st
September, 2003 The company develops software to address the most pressing
challenges of the automotive industry - issues such as the coordination of
activities between manufacturers and dealers, information exchange between
suppliers and manufacturer, reducing costs to stay competitive and increasing
customer retention. Avenida software accelerates the flow of information
throughout an organization by removing the barriers between applications, data
stores and network platforms, so increasing its efficiency. Furthermore, Avenida
takes these benefits outside the enterprise by pushing its technology boundaries
to include selected trading partners and customers. Avenida reduces
data-management costs while ensuring data is accurate and up-to-date, regardless
of its location.

<PAGE>

RESULTS OF OPERATIONS

In the completed fiscal year the company reported an increase in revenues to
$25,330,056, up from $1,772,996 in the previous year, reflecting the continuing
impact of our acquisition program.

The company made a net profit of $3,649,527 in the financial year which resulted
in a net profit from operations, since the company's inception, of $2,973,586.
The company's performance in this year is reflective of its ongoing expansion.
It is anticipated that the company will be able to meet its financial
obligations through internal net revenue in the foreseeable future.

Total assets have increased to $46,331,083 compared with $9,143,601 in the
previous year.

PLAN OF OPERATION

The company is an emerging automotive aftermarket and data management group. ADN
has acquired eight companies, since inception, and developed a further two in
this field and plan to continue expansion via further strategic acquisitions.
The company's products are designed to address information supply chain
deficiencies in all three major channels: manufacturer; retailer and consumer,
of the industry. Its information platform, which utilises leading technologies,
consolidates our service and aftermarket offering within a coherent suite, which
is marketed as Orbit. Industry specific information is sold under licensing
arrangements to manufacturers and retailers, and to major aftermarket service
providers such as insurance companies, fleet management and repair shops.
Consumers, on a usage basis, benefit from reliable, consolidated information on
which to make educated purchasing decisions.

The company's plans are expedited through strategic alliances with industry
leaders. Kerridge, for example, provides access to over 4.500, UK, auto
retailers to whom the company is able to sell its suite of services. (MMI) a
leading provider of business management and marketing systems for the United
Kingdom and European automotive industry.

SUBSEQUENT EVENTS

On March 12, 2004 The company announced the closing of a $ 16.5 million
financing round of Series B-1 Preferred stock .

On March 15, 2004 the company announced that it had invested $11million in DCS
Automotive, Europe's largest dealer management system provider and a division of
DCS Group PLC, for a one third equity interest.

On March 18, 2004 a Share sale agreement was completed to acquire the whole
issued share capital of MMI- Automotive Ltd (MMI) a leading provider of business
management and marketing systems for the United Kingdom and European automotive
industry.

RECENT ACCOUNTING PRONOUNCEMENTS

Not applicable.

<PAGE>

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

FINANCIAL INFORMATION


         CONSOLIDATED BALANCE SHEET FOR PERIOD ENDING FEBRUARY 29, 2004

                             AUTO DATA NETWORK INC.


                                                   As of             As of
                                             February 29 2004  February 28, 2003
                                                 Unaudited
                                             ----------------  -----------------
CURRENT ASSETS
     Cash & Cash Equivalents                    $  6,282,465      $    722,961
     Inventory                                     2,419,465                 0
     Prepaid Expenses                                335,066             1,194
     Accounts Receivables                         12,398,307           867,106
     Other Accounts Receivable                       892,435                 0
        Total Current Assets                    $ 22,327,738      $  1,591,261

FIXED ASSETS

        Total Fixed Assets                         2,344,988            54,159

OTHER ASSETS
     Accumulated Development
     And Acquisition Costs                        16,942,003         7,498,181
     TOTAL OTHER ASSETS                            4,716,354         7,498,181
        TOTAL ASSETS                              46,331,083         9,143,601


                       LIABILITES AND STOCKHOLDER'S EQUITY

CURRENT LIABILITIES
     Accounts Payable                           $  7,025,766      $  1,451,366
     Bank overdraft                                1,109,226           289,744
     Loan Payable                                      8,293            22,583
     Taxation Payable                              1,776,491           488,000
     Accrued Expenses                                659,334           279,683
     Deferred Revenue                                990,108                 0
     Other Current Liabilities                     1,566,189                 0
     Total Current Liabilities                  $ 13,135,407      $  2,531,376

LONG TERM LIABILITIES                           $  2,486,444      $          0

Total Liabilities                               $ 15,621,851      $  2,531,376

STOCKHOLDER'S EQUITY
    Common Stock $0.001 par
    value 50,000,000 shares
    authorized 23,602,000 issued and
    outstanding February 29, 2004               $     23,602            11,590

    Preferred Stock $0.001 par
    Value 25,000,000 shares
    Authorized 2,866,000 issued and
    outstanding February 29, 2004               $      2,866                 0

    Additional Contributed
      Capital                                   $ 28,049,231         7,214,749

    Currency Value Changes                      $   (318,703)           61,827
    Pre-acquisition Reserve                           83,612                 0
    Accumulated Surplus/Deficit                 $  3,649,527          (675,941)
    Retained Earnings B/Fwd                         (780,908)
    Total Stockholders Equity                   $ 30,709,232         6,612,225

Total Liabilities and
    Stockholder's Equity                        $ 46,331,083         9,143,601

   The accompanying notes are an integral part of these financial statements.

<PAGE>

                             AUTO DATA NETWORK, INC.

                      CONSOLIDATED STATEMENT OF OPERATIONS
                       FOR PERIOD ENDING FEBRUARY 29, 2004


                                                   As of             As of
                                             February 29 2004  February 28, 2003
                                                Unaudited
                                             ----------------  -----------------
Total Revenue                                  $ 25,330,056      $  1,772,996
Cost of Sales                                     8,057,903           590,193
Gross Profit (Loss)                              17,272,153         1,182,803
Staffing Costs                                    6,329,438           313,528
Total Operating Expenses                         12,839,838         1,081,617
Net Profit/(Loss)                                 4,432,315           101,186
Financing Expenses                                 (138,754)           22,564
Net Profit/(Loss) Before Corporation Tax          4,293,561           846,711
Write off for Goodwill                                    0                 0
Provision for Tax                                  (644,034)         (332,063)
Net Profit/(Loss)                                 3,649,527           514,648
Profit/(Loss) Per Share                               0.194             0.045


   The accompanying notes are an integral part of these financial statements.

<PAGE>

                             AUTO DATA NETWORK, INC.

                       CONSOLIDATED STATEMENT OF CASHFLOWS
                     FOR THE PERIOD ENDING FEBRUARY 29, 2004



   For the Year       For the Year
       Ended             Ended
February 29, 2004  February 28, 2003
    Unaudited
-----------------  -----------------


CASH FLOWS FROM OPERATING ACTIVITIES:

Net Profit/(Loss)                             $  3,649,527      $    514,648

Depreciation and amortization                      499,572           144,853
Write off Goodwill                                     -0-               -0-
Net Change in Assets, Liabilities
  Accounts receivable                           (7,394,452)         (772,227)
  Inventory                                       (451,338)              -0-
  Prepaid expenses                                (176,391)            7,300
  Other current assets                            (351,005)          (63,411)
  Other liabilities                                655,505                 0
  Accounts payable                               1,651,607         1,123,481
  Accrued expenses                                 259,996           542,861
  Deferred Income                                  911,617               -0-
  Other current liabilities                       (447,407)           (2,374)
  Interest and Tax Payable                         560,980               -0-
  Total Adjustments                             (4,281,316)          980,483

Net Cash Used in Operating Activities             (631,789)        1,495,131

CASH FLOWS FROM INVESTING ACTIVITIES           (11,010,835)          (56,083)

CASH FLOWS FROM FINANCING ACTIVITIES

Exchange Rate Difference                          (401,880)           61,827
Loans Receivable In Excess of One Year          (2,870,738)              -0-
Increase/Decrease Bank borrowing                  (374,614)          234,319
Other Non-Cash Change (Goodwill)                       -0-        (2,844,106)
New Shares Issue                                    14,878               128
Additional Paid in Capital                      20,834,482         1,831,731
                                              ------------      ------------
  Total                                         17,202,128          (716,101)

Net Change in Cash                               5,559,504           722,947
Cash Beginning Period                              722,961                14
                                              ------------      ------------
Cash at End of Period                            6,282,465           722,961

Bank Overdrafts                                  1,109,226          (289,744)
                                              ------------      ------------
  Total                                       $  5,173,239           433,217
                                              ------------      ------------

   The accompanying notes are an integral part of these financial statements.


<PAGE>

                             AUTO DATA NETWORK INC.

                         SHAREHOLDERS' EQUITY STATEMENT
                      FOR THE YEAR ENDED FEBRUARY 29, 2004

<TABLE>
<CAPTION>
                                            Common Stock Issued         Preferred        Total          Acc.       Shareholder's
                                          Shares        Par Value         Shares      Paid Capital    Deficit         Equity
                                        -----------    ------------    ------------   ------------  ------------    ------------
<S>                                     <C>            <C>             <C>            <C>           <C>            <C>
Balance as of
April 30, 1998                           10,000,000    $     10,000    $      9,000                 $    (31,450)   $    (12,450)

Shares Cancelled
March 31, 1999                          (10,000,000)        (10,000)

Shares Issued
6.5 to 1 Reverse
Split March 8, 1999                       1,538,461           1,538

Net Loss for
Year Ended 1999                           3,500,000           3,500                                     (133,004)       (150,416)
                                        -----------    ------------    ------------    ----------   ------------    ------------
Balance
Apr. 30, 1999                             5,038,461    $      5,038                    $    9,000   $   (164,454)   $   (150,416)

Net Loss for
Year Ended 2000                                                                                         (126,846)       (277,261)
                                        -----------    ------------    ------------    ----------   ------------    ------------
Balance
Apr. 30, 2000                             5,038,461    $      5,038                    $    9,000   $   (291,300)   $   (277,261)

Net Loss for
Year Ended 2001                                                                                         (143,450)       (420,711)
                                        -----------    ------------    ------------    ----------   ------------    ------------
Balance
Apr. 30, 2001                             5,038,461    $      5,038    $      9,000                 $   (434,750)   $   (420,711)
AMAC Inc                                ===========    ============    ============    ==========   ============    ============

Shares Issued
Sep 28, 2001                              8,333,333    $      8,333                     1,069,855                      1,078,188

Gala Loan Capitalised
25 for 1 Reverse
Split Sep 29, 2001                      (12,836,923)        (12,836)                       12,836

Shares Issued
Oct 16, 2001                              9,500,000    $      9,500                        (9,500)       434,750         434,750

Acquisition of Europortal Inc
Shares Issued
Oct 17, 2001                              1,077,268    $      1,077                     4,038,677                      4,039,754

Loans Capitalised
Shares issued
Feb 15, 2002                                350,000             350                       262,150                        262,500

Consultants
Exchange rate Diffs                                                                                      (30,838)        (30,838)

Net loss for
Year Ended 2002                                                                                       (1,159,752)     (1,159,752)

Balance
February 28, 2002                        11,462,139          11,462                     5,383,018     (1,190,590)      4,203,890

Shares Issued
April 26, 2002                               90,211              90                       383,307                        383,397

Acquisition of E-com Multi Ltd
August 3, 2002                                                                          1,274,700                      1,274,700

Acquisition of Hilsten Resources Ltd
Shares issued December 13, 2002
Consultants                                  37,500              38                        93,712                         93,750

Loans Capitalised                                                                          44,167                         44,167

Currency adjustment                                                                        35,845                         35,845

Exchange rate diff                                                                                        61,827          61,827

Net profit for
Year Ended 2003                                                                                          514,648         514,648

Balance
February 28, 2003                        11,589,850          11,590                     7,214,749       (614,115)      6,612,224

Shares issued April 23, 2003
Acquisition MAM Software UK Ltd           2,000,000           2,000                     3,998,000                      4,000,000

Shares issued June 3, 2003
Acquisition Automatrix Ltd                  190,000             190                       341,810                        342,000

Preference Shares issued
August 11,2003 less placement
Costs                                     2,030,300           2,030                     4,219,109                      4,221,139

Shares issued August 11,2003
Payments to Consultants                     610,000             610                       761,890                        762,500

Preference shares issued
November 30 2003 less placement
Costs                                     3,298,000                            3298     6,853,479                      6,856,777

Shares issued November 30, 2003
Payments to consultants                     450,000             450                       562,050                        562,500

Preference shares converted in
Quarter 4                                 4,925,200      (2,462,600)          2,463                                        2,463

Shares January 15, 2004
Acquisition MAM Software UK               1,454,545           1,455                     3,198,544                      3,199,999

Shares issued January 15, 2004
Acquisition of Avenida                      400,000             400                       899,600                        900,000

Net Profit Year ended
February 29, 2004                                                                       3,649,527                      3,649,527

Exchange Rate Difference                                                                 (135,799)                      (135,799)

Other accumulated income                                                                 (349,692)                      (349,692)
                                        -----------    ------------    ------------    ----------   ------------    ------------

Balance at February 29,2004              21,619,595       2,865,700          24,486    28,049,231      2,549,921      30,623,638
</TABLE>

   The accompanying notes are an integral part of these financial statement.

<PAGE>

                             AUTO DATA NETWORK, INC.

                          Notes to Financial Statements

                     For the Period Ending February 29, 2004


NOTE 1 NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES:

Description of Company: Auto Data Network, Inc. a Delaware corporation is the
parent company arising from the merger between the company and the following
entities Europortal Inc. Automatrix Ltd., County Services and Products Ltd, E
com Multi Ltd its aim is to create a dedicated information network between the
UK automotive industry, its consumers and trading partners.

NOTE 2 BASIS OF PRESENTATION:

Financial statements are prepared on an accrual basis of accounting where
revenue is recognized when earned and expenses when incurred.

NOTE 3 ACCOUNTS PAYABLE:

As of the date of this report there are no judgments or pending litigation
outstanding. However management indicates that alternative funding will be
required to satisfy liabilities.

NOTE 4 USE OF ESTIMATES:

The preparation of financial statements in conformity with generally accepted
accounting principles require management to make estimates and assumptions that
affect certain reported amounts and disclosures. Accordingly actual results
could differ from these estimates. Significant estimates in the financial
statements include the assumption that the company will continue as a going
concern.

NOTE 5 CONTINGENT LIABILITY:

There are no contingent liabilties

NOTE 6 ACQUISITIONS:

During the fiscal year acquisition agreements have been concluded with Hilsten
Resources, Ltd., Automatrix (UK) Ltd., and E-Com Multi (UK) Limited.

<PAGE>

NOTE 7 DEPRECIATION POLICY

The Company depreciates its assets over their useful lives on the following
basis:- Tangible Assets at 25% per annum of the net book value of the assets. No
depreciation is provided in the first 12 months from the date of acquisition of
the asset Intangible Assets at 3% per annum but also subject to review of
impairment as required by SFAS 144

NOTE 8 FOREIGN CURRENCY:

The Company's foreign subsidiaries use the local currency as their functional
currency. Accordingly, assets and liabilities are translated into U.S. dollars
at year end exchange rates, and revenues and expenses are translated at the
average rate prevailing during the accounting period.

Provision is made for the difference in exchange rates prevailing at the end of
each accounting period end and applied to assets and liabilities in subsidiary
companies based abroad. The average exchange rate for the accounting period is
applied for Statement of Operations items. There is a gain of $61,827 in this
accounting period which is not considered material.

NOTE 9 REVENUE RECOGNITION

Non-refundable up-front payments received in connection with software licences
and support services are deferred and recognized on a usage basis over the
relevant periods of the service agreement typically 3 or 5 years. All other
services supplied are invoiced in arrears and are immediately collectible.

NOTE 10 CASH AND CASH EQUIVALENTS

This figure includes $719,370 in tradable securities

NOTE 11 NON CASH CHANGES

Comprises Goodwill

NOTE 11 SUBSEQUENT EVENTS

On January 18, 2003, a Share Sale Agreement was executed relating to the
acquisition by Auto Data Network of the entire Share Capital of MAM Software
Limited, ("MAM"), a company registered in England and based in Sheffield, South
Yorkshire. Completion took place on April 23, 2003.

NOTE 12 - SUBSEQUENT EVENT

As the Company has previously advised, the Company's independent accountant who
was previously engaged as the principal accountant to audit the Company's
financial statements, F. E. Hanson Ltd., has been determined to be not current
in its registration with the Public Company Accounting Oversight Board. Upon the
approval of the Company's board of directors the Company is on this date
separately amending its Annual Report on Form 10KSB for the period ending
February 29, 2004 to delete the auditor's report from F.E. Hanson Ltd. and label
all financial statements periods ending after October 22, 2003 as unaudited. In
addition, on this date the Company is separately amending its Quarterly Reports
on Form 10QSB for the periods ending November 30, 2003, May 31, 2004, August 31,
2004, and November 30, 2004 to delete any references which may appear therein to
audit reports or reviews by F.E. Hanson Ltd. in respect of periods ending after
October 22, 2003 and to label any financial statements for periods ending after
October 22, 2003 as unaudited. In view of F.E.Hanson Ltd.'s non-registration
with the Public Company Accounting Oversight Board, on this date the Company is
also advising securityholders that the Company is not current in its reporting
under the Securities Exchange Act of 1934 and they may not utilize Rule 144 or
similar rules for resales of securities at this time. In addition, they may they
may not make purchases or sales of securities in reliance upon prospectuses
under any of the Company's Registration Statements on Form SB-2 or Form S-8
filed or amended after October 22, 2003.

<PAGE>

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

None.


                                    PART III

ITEM 9. DIRECTORS AND EXECUTIVE OFFICERS OF THE COMPANY



Name                             Age   Position Held

Christopher Glover                58       CEO
Lee Cole                          43       Director
Lt. General J.W. Morris (ret)     80       Director


All directors hold office until the next annual meeting of stockholders and
until their successors have been duly elected and qualified. There are no
agreements with respect to the election of directors or regarding their position
with the Company.

Christopher R. Glover, the founder of the Company, has served as the Company's
Chief Executive Officer and as the Chairman of the Board of Directors since
2001. Mr. Glover has also served as the Chief Executive Officer and Chairman of
the Board of Directors of ADN (UK) since 2001. Mr. Glover has 27 years
experience in the automotive industry. Prior to joining the Company, Mr. Glover
served as the Managing Director of Coasis Promotions Ltd., a UK marketing
company, which he founded in 1995, the largest client of which was the Ford
Motor Company. Concurrently therewith he founded and was the Managing Director
for Redleaf Vehicle Leasing Ltd., a UK vehicle leasing company. From 1991 to
1995, he served as Sales Director for COS Ltd., a UK marketing and production
services company supplying mainly to publishing, training and motor industries.
From 1989 to 1991, Mr. Glover was the Managing Director and part owner for
County Contract Hire Ltd., a UK vehicle leasing company operating in Britain and
in France. From 1985 to 1989, Mr. Glover served as the Director and the General
Manager for Equity & General Finance (Rentals) Ltd., a UK company specializing
in truck and car rental and leasing ("EGF"). Prior to joining EGF, in 1985, he
served as the Finance and Leasing Manager for Hughes of Beaconsfield, a UK
Mercedes outlet company. From 1984 to 1985, Mr. Glover acted as the Deputy Chief
Executive of Sales and Marketing for Securiplan, a UK static guarding, mobile
control and courier service. From 1979 to 1984, Mr. Glover worked for Highway
Vehicle Leasing Ltd. in the UK, and from 1977 to 1979, he co-founded and was
responsible for all sales and marketing for The Car Leasing Company. Mr. Glover
has a B.Sc., with honors, in Sociology and Management Psychology from Warwick
University.

Lee Cole has been a director of the Company since 2001. Mr. Cole has been a
director of DBP Holdings Ltd. ("DBP") since 1999. From 1995 to 1999, Mr. Cole
served as the Managing Director of TEC Capital Group, a venture capital firm.

Lt. General Morris, Chairman, retired in 1980 after serving as Chief of the US
Army Corp. of Engineers (USACE) for nearly five years. He has had a long
distinguished career in the US army which began with his Westpoint academic
career at the outset of World War II. He has also worked directly with three US
Presidents, Nixon, Ford and Carter. He is a Fellow of the Society of Military
Engineers, and a Governor of Westpoint Military Academy. He is a director of
numerous corporations, American and European. He has excellent contacts in
Washington DC and throughout the U.S. from his distinguished career in the
Military and as a member of the National Academy of Engineering. He also was
chair at the University of Maryland graduate course in Engineering Management.

To the knowledge of management, during the past five years, no present or former
director or executive officer of the Company: (1) filed a petition under the
federal bankruptcy laws or any state insolvency law, nor had a receiver, fiscal
agent or similar officer appointed by a court for the business or present of
such a person, or any partnership in which he was a general partner at or within
two yeas before the time of such filing, or any corporation or business
association of which he was an executive officer within two years before the
time of such filing; (2) was convicted in a criminal proceeding or named subject
of a pending criminal proceeding (excluding traffic violations and other minor
offenses); (3) was the subject of any order, judgment or decree, not
subsequently reversed, suspended or vacated, of any court of competent
jurisdiction, permanently or temporarily enjoining him from or otherwise
limiting the following activities: (i) acting as a futures commission merchant,
introducing broker, commodity trading advisor, commodity pool operator, floor
broker, leverage transaction merchant, associated person of any of the
foregoing, or as an investment advisor, underwriter, broker or dealer in
securities, or as an affiliated person, director of any investment company, or
engaging in or continuing any conduct or practice in connection with such
activity; (ii) engaging in any type of business practice; (iii) engaging in any
activity in connection with the purchase or sale of any security or commodity or
in connection with any violation of federal or state securities laws or federal
commodity laws; (4) was the subject of any order, judgment or decree, not
subsequently reversed, suspended or vacated, of any federal or state authority
barring, suspending or otherwise limiting for more than 60 days the right of
such person to engage in any activity described above under this Item, or to be
associated with persons engaged in any such activity; (5) was found by a court
of competent jurisdiction in a civil action or by the Securities and Exchange
Commission to have violated any federal or state securities law and the judgment
in subsequently reversed, suspended or vacate; (6) was found by a court of
competent jurisdiction in a civil action or by the Commodity Futures Trading
Commission to have violated any federal commodities law, and the judgment in
such civil action or finding by the Commodity Futures Trading Commission has not
been subsequently reversed, suspended or vacated.

<PAGE>

ITEM 10. EXECUTIVE COMPENSATION

SUMMARY

The Company has not had a bonus, profit sharing, or deferred compensation plan
for the benefit of its employees, officers or directors.

CASH COMPENSATION: None; no form of compensation was paid to any officer or
director at any time during the last two fiscal years.

BONUSES AND DEFERRED COMPENSATION: NONE

COMPENSATION PURSUANT TO PLANS: NONE

PENSION TABLE: NONE

OTHER COMPENSATION: NONE

COMPENSATION OF DIRECTORS: NONE

TERMINATION OF EMPLOYMENT AND CHANGE OF CONTROL ARRANGEMENT: There are no
compensatory plans or arrangements of any kind, including payments to be
received from the Company, with respect to any person which would in any way
result in payments to any such person because of his or her resignation,
retirement, or other termination of such person's employment with the Company or
its subsidiaries, or any change in control of the Company, or a change in the
person's responsibilities following a change in control of the Company.

ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND

MANAGEMENT

The following table sets forth the information, to the best knowledge of the
Company as of February 28, 2003, with respect to each person known by the
Company to own beneficially more than 5% of the Company's outstanding common
stock, each director of the Company and all directors and officers of the
Company as a group.



Name and Address of      Amount and Nature of        Percent
Beneficial Owner         Beneficial Ownership        of Class
----------------         --------------------        --------

Ci4, Inc.                    5,060,956                17.95%

Christopher R. Glover        1,517,973                 5.39%

All Executive Officers       1,517,973                 5.39%
and directors as a
group (7 persons)


The Company has been advised that the persons listed above have sole voting,
investment, and dispositive power over the shares indicated above. Percent of
Class (third column above) is based on 28,188,762 shares of common stock
outstanding on May 20, 2004.

<PAGE>

ITEM 12. CERTAIN RELATIONSHIP AND RELATED TRANSACTIONS

To the best of Management's knowledge, during the fiscal year ended February 29,
2004 there were no material transactions, or series of similar transactions,
except as attached, since the beginning the Company's last fiscal year, or any
currently proposed transactions, or series of similar transactions, to which the
Company was or is to be a party, in which the amount involved exceeds $60,000,
and in which any director or executive officer, or any security holder who is
known by the Company's common stock, or any member of the immediate family of
any of the foregoing persons, has an interest.

CERTAIN BUSINESS RELATIONSHIPS:

During the fiscal year ended February 29, 2004, there were no material
transactions between the Company and its management.

INDEBTEDNESS OF MANAGEMENT:

To the best of Management's knowledge, during the fiscal years ended February
29, 2004, there were no material transactions, or series of similar
transactions, since the beginning of the Company's last fiscal year, or any
currently proposed transactions, or series of similar transactions, to which the
Company was or is to be a party, in which the amount involved exceeds $60,000,
and in which any director or executive officer, or any security holder who is
known by the Company to own of record or beneficially more than 5% of any class
of the company's common stock, or any member of the immediate family of any of
the foregoing persons, has an interest.

TRANSACTIONS WITH PROMOTERS:

To the best Knowledge of management, no such transactions exist.

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

(A) FINANCIAL STATEMENTS

The Following financial statements are filed as part of this registration
statement:

Balance Sheet

Statement of Loss

Statement of Cash Flows

Statement of Shareholders' Equity (Deficit) Selected Financial Data

(B) EXHIBITS AND INDEX OF EXHIBITS

The following exhibits are included in this filing. Other exhibits have been
omitted since the required information is not applicable to the registrant.

EXHIBIT

3 Certificate of incorporation and by-laws

27 Financial Data Schedule

8K/A April 23 2003 filed August 11, 2003

99 Certifications under Sarbannes - Oxley Act of 2002

<PAGE>

SIGNATURES

In accordance with the requirements of the Exchange Act, the Registrant caused
this report to be signed on its behalf of the Registrant and in the capacities
and on the dates indicated:

AUTO DATA NETWORK, INC.


/s/ Christopher Glover
----------------------
    Christopher Glover
    President