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

                                   FORM 10-QSB

                   QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                      FOR QUARTER ENDED SEPTEMBER 30, 2003

                         Commission file number 0-13215
                                   -----------

                             ROAMING MESSENGER, INC.
                          ---------------------------
             (Exact name of Registrant as Specified in its Charter)


        Nevada                                         30-0050402
 ------------------------                   ------------------------------------
 (State of Incorporation)                   (I.R.S. Employer Identification No.)


           6144 Calle Real Suite, 200, Santa Barbara, California 93117
               (Address of principal executive offices) (Zip Code)

                                 (805) 683-7626
               Registrant's telephone number, including area code

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


                                                      Name of Each Exchange On
 Title of Each Class                                     Which Registered
---------------------                                --------------------------
   COMMON STOCK                                                OTC

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

                              Yes      X                No
                                    -------               -------

         Indicate  the  number of  shares  outstanding  of each of the  issuer's
classes of common stock as of the latest practicable date:

         As of  November  10,  2003 the  number  of  shares  outstanding  of the
registrant's only class of common stock was 158,992,038.

         Transitional Small Business Disclosure Format (check one):

                              Yes                       No    X
                                    -------               -------

<PAGE>

                                Table of Contents

                                                                           Page
PART I - FINANCIAL INFORMATION

Item 1.  Condensed Consolidated Financial Statements......................    3

         Balance Sheets as of September 30, 2003 (unaudited)
         and June 30, 2003................................................    4

         Statements of Operations for the Three Months ended
         September 30, 2003 and 2002 (unaudited)...........................   5

         Statements of Cash Flows for the Three Months ended
         September 30, 2003 and 2002 (unaudited)...........................   6

         Notes to Condensed Consolidated Financial Statements
         (unaudited).......................................................   7

Item 2.  Management's Discussion and Analysis of Financial Condition and
         Results of Operations.............................................  10

Item 3   Controls and Procedures...........................................  13

PART II - OTHER INFORMATION

Item 1.  Legal Proceedings ................................................  13

Item 2.  Changes in Securities.............................................  13

Item 3.  Defaults upon Senior Securities...................................  13

Item 4.  Submission of Matters to a Vote of Security Holders...............  13

Item 5.  Other Information.................................................  14

Item 6.  Exhibits and Reports on Form 8-K..................................  14

Signatures.................................................................  15


                                      -2-
<PAGE>

                         PART I. FINANCIAL INFORMATION

ITEM 1.  CONDENSED CONSOLIDATED FINANCIAL STATEMENTS



                           ACCOUNTANTS' REVIEW REPORT


To the Board of Directors
Roaming Messenger, Inc.


       We have reviewed the accompanying  consolidated balance sheets of Roaming
Messenger,  Inc. and  Subsidiary  as of September 30, 2003 and June 30, 2003 and
the consolidated statements of operations,  shareholders' equity (deficit),  and
cash  flows  for the  three  months  ended  September  30,  2003 and  2002.  All
information  included in these financial statements is the representation of the
management of Roaming Messenger, Inc.

       We conducted our reviews in accordance with standards  established by the
American  Institute  of  Certified  Public  Accountants.  A  review  of  interim
financial  information consists principally of applying analytical procedures to
financial  data and making  inquiries of persons  responsible  for financial and
accounting  matters.  It is  substantially  less  in  scope  than  an  audit  in
accordance with generally accepted auditing standards, the objective of which is
the  expression  of an opinion  regarding the  financial  statements  taken as a
whole. Accordingly, we do not express such an opinion.

       Based on our reviews, we are not aware of any material modifications that
should be made to the accompanying  consolidated  financial  statements in order
for them to be in conformity with accounting  principles  generally  accepted in
the United States of America.


/s/Rose, Snyder & Jacobs
------------------------
Rose, Snyder & Jacobs
A Corporation of Certified Public Accountants

Encino, California
November 11, 2003



                                      -3-
<PAGE>
<TABLE>
<CAPTION>

                                       ROAMING MESSENGER, INC. AND SUBSIDIARY
                                             CONSOLIDATED BALANCE SHEETS

                                    ASSETS
                                                                                     (Unaudited)
                                                                                     September 30,        June 30,
                                                                                        2003                2003
                                                                                   --------------       ------------
<S>                                                                                <C>                  <C>
CURRENT ASSETS
Cash                                                                               $     381,378        $     57,408
Accounts receivable, net of allowance for doubtful account of $0                          90,562              76,898
Employee Advance                                                                           7,000                   -
Prepaid expenses                                                                          32,853              32,860
                                                                                   --------------       ------------
        TOTAL CURRENT ASSETS                                                             511,793             167,166
                                                                                   --------------       ------------

PROPERTY & EQUIPMENT
Furniture, Fixtures & Equipment                                                           77,123              75,658
Computer Equipment                                                                       154,376             152,023
Commerce Server                                                                           50,000              50,000
Computer Software                                                                          3,535               3,535
Tenant Improvements                                                                       42,194              42,194
                                                                                   --------------       ------------
                                                                                         327,228             323,410
 Less: Accumulated depreciation & amortization                                          (213,631)           (200,770)
                                                                                   --------------       ------------
        NET PROPERTY & EQUIPMENT                                                         113,597             122,640
                                                                                   --------------       ------------

OTHER ASSETS
Lease deposit                                                                              7,029               7,029
Other assets                                                                               2,261               2,261
                                                                                   --------------       ------------
        TOTAL OTHER ASSETS                                                                 9,290               9,290
                                                                                   --------------       ------------

        TOTAL ASSETS                                                               $     634,680        $    299,096
                                                                                   ==============       ============

                    LIABILITIES AND SHAREHOLDERS' DEFICIT

CURRENT LIABILITIES
Accounts payable                                                                   $      39,397        $     45,399
Accrued liabilities                                                                       20,878              42,042
Accrued officer salary                                                                   320,693             307,366
Accrued staff salary and related                                                          27,742              23,447
Note payable                                                                              50,000              50,000
Current portion - obligations under capitalized leases                                    15,348              15,348
                                                                                   --------------       ------------
        TOTAL CURRENT LIABILITIES                                                        474,058             483,602
                                                                                   --------------       ------------
LONG TERM LIABILITIES
Obligations under capitalized leases                                                      11,280              17,345
                                                                                   --------------       ------------
        TOTAL LONG TERM LIABILITIES                                                       11,280              17,345
                                                                                   --------------       ------------
        TOTAL LIABILITIES                                                                485,338             500,947
                                                                                   --------------       ------------

COMMITMENTS & CONTINGENCIES

SHAREHOLDERS' DEFICIT
Capital Stock                                                                            152,918             147,912
Additional Paid-in Capital                                                             1,694,528           1,306,502
Accumulated deficit                                                                   (1,698,104)         (1,656,265)
                                                                                   --------------       ------------
        TOTAL SHAREHOLDERS' DEFICIT                                                      149,342            (201,851)
                                                                                   --------------       ------------

        TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT                                $     634,680        $    299,096
                                                                                   ==============       ============
</TABLE>

                             Prepared without audit.
                       See accountants' review report and
                         notes to financial statements.
                                      -4-
<PAGE>
                     ROAMING MESSENGER, INC. AND SUBSIDIARY
                     CONSOLIDATED STATEMENTS OF OPERATIONS


                                               Three                Three
                                            months ended        months ended
                                         September 30, 2003   September 30, 2002
                                         -----------------    -----------------

REVENUE                                       $   260,950          $   207,121

COST OF REVENUE                                   (33,198)             (28,109)
                                              ------------         ------------
        GROSS PROFIT                              227,752              179,012

OPERATING EXPENSES
Selling, general and administrative expenses      215,801              237,232
Depreciation and amortization                      12,860               11,740
Research and development                           36,457               36,254
                                              ------------         ------------

        TOTAL OPERATING EXPENSES                  265,118              285,226
                                              ------------         ------------

OPERATING LOSS                                    (37,366)            (106,214)
                                              ------------         ------------

OTHER INCOME (EXPENSES)
Interest income                                       226                1,569
Interest expense                                   (4,699)              (5,569)
                                              ------------         ------------

        TOTAL OTHER INCOME (EXPENSES)              (4,473)              (4,000)
                                              ------------         ------------

                NET LOSS                      $   (41,839)         $  (110,214)
                                              ============         ============


BASIC AND DILUTED LOSS PER SHARE              $     (0.00)         $     (0.00)
                                              ============         ============

WEIGHTED AVERAGE NUMBER OF SHARES             149,127,823          129,205,113
                                              ============         ============


                             Prepared without audit.
                       See accountants' review report and
                         notes to financial statements.
                                      -5-
<PAGE>
<TABLE>
<CAPTION>
                                        ROAMING MESSENGER, INC. AND SUBSIDIARY
                                        CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                                               Three                     Three
                                                                            months ended              months ended
                                                                         September 30, 2003        September 30, 2002
                                                                         -------------------       ------------------
<S>                                                                      <C>                       <C>

CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss                                                                 $          (41,839)       $         (110,214)
Adjustment to reconcile net loss to net cash
used in operating activities:
Depreciation and amortization                                                        12,860                    11,739
Decrease (increase) in account receivable                                           (13,664)                    1,989
Decrease (increase) in prepaid expenses                                                   7                    12,814
Decrease (increase) in accounts payable                                              (6,002)                  (19,992)
Decrease (increase) in officer salaries payable                                      13,327                    12,500
Decrease (increase) in other liabilities                                            (16,869)                    5,014
                                                                         -------------------       ------------------

        NET CASH USED IN OPERATING ACTIVITIES                                       (52,180)                  (86,150)
                                                                         -------------------       ------------------


CASH FLOWS FROM INVESTING ACTIVITIES:
Employee advances                                                                    (7,000)                        -
Purchase of property & equipment                                                     (3,817)                   (1,081)
                                                                         -------------------       ------------------

        NET CASH USED IN INVESTING ACTIVITIES                                       (10,817)                   (1,081)
                                                                         -------------------       ------------------

CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of common stock                                                            393,032                    19,344
Deposit for shares of common stock                                                        -                    17,650
Payments on capitalized lease obligations                                            (6,065)                   (5,309)
                                                                         -------------------       ------------------

        NET CASH PROVIDED BY FINANCING ACTIVITIES                                   386,967                    31,685
                                                                         -------------------       ------------------

        NET INCREASE (DECREASE) IN CASH                                             323,970                   (55,546)
                                                                         -------------------       ------------------


CASH AT BEGINNING OF PERIOD                                                          57,408                    87,094
                                                                         -------------------       ------------------

CASH AT END OF PERIOD                                                    $          381,378        $           31,548
                                                                         ===================       ==================

Supplementary disclosures:
 Interest paid                                                           $            4,699        $            5,569
                                                                         ===================       ==================

Capitalized lease contracted                                             $                -        $           10,345
                                                                         ===================       ==================

</TABLE>

                             Prepared without audit.
                       See accountants' review report and
                         notes to financial statements.
                                      -6-
<PAGE>

                            ROAMING MESSENGER, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                           SEPTEMBER 30, 2003


1.       BASIS OF PRESENTATION AND GOING CONCERN

     The accompanying unaudited condensed consolidated financial statements have
     been prepared in accordance with generally accepted  accounting  principles
     for interim  financial  information and with the  instructions to Form 10-Q
     and Rule 10-01 of Regulation S-X.  Accordingly,  they do not include all of
     the information  and footnotes  required by generally  accepted  accounting
     principles for complete financial statements. In the opinion of management,
     all  normal  recurring   adjustments   considered   necessary  for  a  fair
     presentation  have been  included.  Operating  results for the  three-month
     period  ended  September  30, 2003 are not  necessarily  indicative  of the
     results that may be expected for the year ending June 30, 2004. For further
     information  refer  to  the  financial  statements  and  footnotes  thereto
     included in the Company's Form 10K-SB for the year ended June 30, 2003.

     The accompanying financial statements have been prepared on a going concern
     basis  of  accounting,   which   contemplates   continuity  of  operations,
     realization of assets and  liabilities and commitments in the normal course
     of  business.  The  accompanying  financial  statements  do not reflect any
     adjustments  that might  result if the  Company is unable to  continue as a
     going concern. The Company's losses and negative cash flows from operations
     raise  substantial doubt about the Company's ability to continue as a going
     concern.  The ability of the  Company to  continue  as a going  concern and
     appropriateness  of using the going concern basis is dependent upon,  among
     other things, additional cash infusion.


2.   CAPTIAL STOCK

     The weighted  average  number of shares used for the basic and diluted loss
     per  share  for 2002 has been  restated  to  reflect  the  recapitalization
     transaction  that occurred in April 2003.  The weighted  average  number of
     shares used for the  calculation  of diluted  loss per share is the same as
     the one used for the basic loss per share.  The  inclusion of any potential
     shares to be  issued  would  have had an  anti-dilutive  effect  due to the
     Company generating a loss.


3.   STOCK OPTIONS AND WARRANTS

     Stock-Based Compensation
     ------------------------

     The Company  accounts for employee  stock option grants in accordance  with
     Accounting  Principles Board Opinion No. 25, Accounting for Stock Issued to
     Employees  and  related  interpretations  (APB  25),  and has  adopted  the
     "disclosure   only"   alternative   described  in  Statement  of  Financial
     Accounting   Standards   (SFAS)  No.  123,   Accounting   for   Stock-Based
     Compensation,   amended  by  SFAS  No.  148  Accounting   for   Stock-Based
     Compensation-Transition and Disclosure.

                             Prepared without audit.
                         See accountants' review report.

                                      -7-
<PAGE>
                            ROAMING MESSENGER, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                           SEPTEMBER 30, 2003

3.   STOCK OPTIONS AND WARRANTS (Continued)

     SFAS No. 123, Accounting for Stock-Based  Compensation,  requires pro forma
     information  regarding net income (loss) using compensation that would have
     been incurred if the Company had  accounted for its employee  stock options
     under the fair value method of that statement.  Options to purchase 865,994
     and 0 shares of  Roaming  Messenger,  Inc.  were  granted  during the three
     months ended September 30, 2003 and 2002,  respectively.  The fair value of
     options granted,  which have been estimated at $8,275 and $0, respectively,
     at the date of grant were determined using the Black-Scholes Option pricing
     model with the following assumptions:

                                                2003            2002
                                                ----            ----
        Risk free interest rate                 3.18%           N/A
        Stock volatility factor                 0.01            N/A
        Weighted average expected option life   1.45 years      N/A
        Expected dividend yield                 None            N/A


     The pro forma net loss and loss per share had the Company accounted for the
     options using FAS 123 would have been as follows:

                                                   2003               2002
                                                   -----              ----
Net loss as reported                            $ (41,839)        $ (110,214)
Deduct:  Total stock based employee
compensation expense determined under fair
value based method for all awards                  (8,275)                 -
                                                ----------        -----------
Pro forma net loss                              $ (50,114)        $ (110,214)
                                                ==========        ===========
Basic and diluted pro forma loss per share      $   (0.00)        $    (0.00)
                                                ==========        ===========

     A summary of the Company's  stock option  activity and related  information
follows:
<TABLE>
<CAPTION>

                                                       Quarter ended                   Quarter ended
                                                    September 30, 2003              September 30, 2002
                                                -----------------------           -----------------------
                                                               Weighted                          Weighted
                                                               average                           average
                                                               exercise                          exercise
                                                Options         price             Options         price
                                                 ----------    -----------         ----------     ----------
<S>                                               <C>          <C>                  <C>          <C>
Outstanding - beginning of quarter                8,444,000    $      0.08          7,932,812    $      0.08
Granted                                             865,994           0.08                  -           0.08
Exercised                                                 -              -                  -              -
Forfeited                                                 -           0.08                  -           0.08
                                                 ----------    -----------         ----------     ----------
Outstanding - end of quarter                      9,309,994    $      0.08          7,932,812    $      0.08
                                                 ==========    ===========         ==========     ==========
Exercisable at the end of quarter                 6,690,463    $      0.08          2,455,988    $      0.08
                                                 ==========    ===========         ==========     ==========
Weighted average fair value of
  options granted during the quarter                           $    8,275                        $         -
                                                               ===========                        ==========
</TABLE>
                             Prepared without audit.
                         See accountants' review report.

                                      -8-
<PAGE>
                            ROAMING MESSENGER, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                           SEPTEMBER 30, 2003


3.   STOCK OPTIONS AND WARRANTS (Continued)

     The weighted average remaining  contractual life of options as of September
30, 2003 was as follows:
                                                 Weighted
                                                  average
                               Number of         remaining
        Exercise                options         contractual             Options
        Price                 outstanding       life (years)         exercisable
        -----------           -----------       ------------         -----------
        $      0.08             9,309,994               4.93           6,690,463


     Stock Warrants
     --------------

     During the quarter ended September 30, 2003, Roaming Messenger, Inc. issued
     warrants to purchase 300,000 shares of common stock as follows:

Number of shares       Exercise Price          Expiration date           Value
----------------       --------------          ---------------           -----
     100,000          $ 1.00 per share         December 31, 2004          $ -
     100,000          $ 1.75 per share         December 31, 2004          $ -
     100,000          $ 3.00 per share         December 31, 2004          $ -

















                             Prepared without audit.
                         See accountants' review report.
                                      -9-
<PAGE>

ITEM 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

Cautionary Statements

         This Form 10-QSB contains financial projections, synergy estimates, and
other  "forward-looking  statements," as that term is used in federal securities
laws, about Roaming Messenger, Inc.'s financial condition, results of operations
and business. These statements include, among others:

o        statements  concerning the potential  benefits that Roaming  Messenger,
         Inc.  ("RMI"  or  the  "Company")  may  experience  from  its  business
         activities and certain transactions it has completed; and

o        statements of RMI's expectations, beliefs, future plans and strategies,
         anticipated  developments  and other  matters  that are not  historical
         facts.  These statements may be made expressly in this Form 10-QSB. You
         can  find  many of  these  statements  by  looking  for  words  such as
         "believes," "expects," "anticipates," "estimates," "opines," or similar
         expressions used in this Form 10-QSB. These forward-looking  statements
         are subject to numerous  assumptions,  risks and uncertainties that may
         cause RMI's actual  results to be materially  different from any future
         results  expressed  or  implied  by RMI in those  statements.  The most
         important  facts that could prevent RMI from achieving its stated goals
         include, but are not limited to, the following:

                  (a)      volatility or decline of the Company's stock price;

                  (b)      potential fluctuation in quarterly results;

                  (c)      failure of the Company to earn revenues or profits;

                  (d)      inadequate   capital  to   continue   or  expand  its
                           business,  inability to raise  additional  capital or
                           financing to implement its business plans;

                  (e)      failure to  commercialize  its  technology or to make
                           sales;

                  (f)      changes  in demand  for the  Company's  products  and
                           services;

                  (g)      rapid and significant changes in markets;

                  (h)      litigation  with or legal claims and  allegations  by
                           outside parties;

                  (i)      insufficient revenues to cover operating costs.

         There is no assurance that the Company will be profitable,  the Company
may not be able to  successfully  develop,  manage or market  its  products  and
services,  the Company may not be able to attract or retain qualified executives
and  technology  personnel,  the  Company's  products  and  services  may become
obsolete,  government  regulation may hinder the Company's business,  additional

                                      -10-
<PAGE>

dilution in outstanding  stock  ownership may be incurred due to the issuance of
more shares, warrants and stock options, or the exercise of outstanding warrants
and stock options, and other risks inherent in the Company's businesses.

         Because the statements are subject to risks and  uncertainties,  actual
results  may  differ   materially   from  those  expressed  or  implied  by  the
forward-looking  statements. RMI cautions you not to place undue reliance on the
statements,  which speak only as of the date of this Form 10-QSB. The cautionary
statements  contained or referred to in this  section  should be  considered  in
connection with any subsequent written or oral  forward-looking  statements that
RMI or persons  acting on its behalf may issue.  The Company does not  undertake
any obligation to review or confirm  analysts'  expectations  or estimates or to
release  publicly any  revisions to any  forward-looking  statements  to reflect
events or  circumstances  after the date of this Form  10-QSB or to reflect  the
occurrence of unanticipated events.

CURRENT OVERVIEW

         Roaming  Messenger,  Inc.  (the  "Company")  is  a  Nevada  corporation
formerly  known  as  Latinocare  Management  Corporation  ("LMC").  The  Company
originally  incorporated in Colorado in July 1983.  Effective April 1, 2003, the
Company  completed a Plan and Agreement of  Reorganization  with Warp 9, Inc., a
Delaware corporation ("W9") and effective June 30, 2003, the Company completed a
second  Plan  and  Agreement  of   Reorganization   with  W9  (collectively  the
"Reorganization")  result  in W9  becoming  a  wholly  owned  subsidiary  of the
Company.  Subsequent  to the  Reorganization  the  Company  changed  its name to
Roaming  Messenger,  Inc to reflect a new product  developed  by W9 prior to the
Reorganization.  Prior to its business  combination  with W9, the Company had no
tangible  assets and  insignificant  liabilities.  The operations of Warp 9 Inc.
became the business of the Company after the Reorganization.

         The Company has developed a  proprietary  wireless  messaging  solution
called  "Roaming  Messenger" for delivering  real-time  information for homeland
security,  emergency  response,  military and  enterprise  applications.  Unlike
solutions based on existing messaging technology such as e-mail, text messaging,
and voicemail,  Roaming Messenger packages time-critical information into "smart
courier"  messages.  These messages  automatically roam throughout the wired and
wireless  worlds - from  mobile  devices  to desktop  PCs to  central  servers -
tracking down people and obtaining responses in real-time.

         The Roaming  Messenger product line is a brand new line and the Company
has already  established a number of strategic partners and resellers in several
vertical  markets.  Roaming Messenger is gaining the most traction in the Public
Safety  and  Emergency  Response  industry  where  advanced  real-time  wireless
messaging is a valuable  addition to existing  solutions.  Roaming  Messenger is
primarily  distributed via a  Value-Added-Reseller  ("VAR") model where it is an
add-on to existing solutions such as personnel scheduling,  threat detection and
response,  and  computer  aided  dispatch.  The Company  intends to focus on the
Public Safety vertical  market over the next few quarters by  establishing  more
channel partners and VARs.

         In facilitating  longer term strategic plans, the Company is engaged in
early  developments  in the  Enterprise  application  sector  as  well.  Current
opportunities  include Automated Process Control,  Mobile Field Service,  Mobile
Commerce  and  Mobile  Entertainment  applications.  All of these are very large
market opportunities for the Roaming Messenger technology within the next 2 to 5
years.
                                      -11-
<PAGE>
         The  Company  conducts  most  of  its  business  in  the  wholly  owned
subsidiary,  W9, and financial  statements for the Company are  consolidated for
reporting  purposes.  W9  currently  offers  two  primary  web-based  e-commerce
software  products,  Internet Commerce System and Email Marketing System, to the
catalog and direct marketing  industry.  Customers of these e-commerce  products
pay a recurring  monthly  fee for their  access and use. A majority of the total
revenues are  recurring  monthly  revenue from  e-commerce  products.  Every new
customer is expected to increase the topline for at least several quarters.  The
Company has not invested  much in sales and  marketing for the past few quarters
in this product line.  However,  with the recent infusion of investment capital,
the Company intends to increase the sales and marketing  budgets  gradually over
the next  several  quarters.  From an  operational  perspective  the  e-commerce
products operation is already profitable.

         The Company will continue to fulfill its working  capital  requirements
through the private  placement  of common  stock.  A majority of the  investment
proceeds will be allocated for the sales, marketing and technical development of
the Roaming  Messenger  product  line.  The Company  believes most of its growth
revenue will come from Roaming Messenger as the wireless  industry  continues to
grow.

RESULTS OF  OPERATIONS  FOR THE  THREE-MONTH  PERIOD  ENDED  SEPTEMBER  30, 2003
COMPARED TO THE SAME PERIOD IN 2002

         Total revenue for the three-month  period ending September 30, 2003 was
$260,950 as compared to $207,121 for the three-month period ending September 30,
2002.  Operating  expenses  decreased  from  $285,226 for the three months ended
September  30, 2002 to $265,118 for the three months ended  September  30, 2003.
Operating costs are expected to exceed revenue in the foreseeable  future as the
Company  continues to increase  sales and marketing  efforts as well as increase
staffing of sales and technical personnel.  For the three months ended September
30, 2003,  the  Company's  consolidated  net loss was ($41,839) as compared to a
consolidated  net loss of  ($110,214)  for the three months ended  September 30,
2002.

LIQUIDITY AND CAPITAL RESOURCES

         The Company had cash at  September  30, 2003 of $381,378 as compared to
cash of $57,408 as of June 30, 2003. The Company had a net working capital (i.e.
the difference  between  current assets and current  liabilities)  of $37,735 at
September  30, 2003 as compared to a working  capital  deficit of  ($316,436) at
June 30, 2003.  Cash flow used by operating  activities  was  ($52,180)  for the
three months ended September 30, 2003 as compared to cash utilized for operating
activities of ($86,150)  during the three months ended  September 30, 2002. Cash
flow used in  investing  activities  was  ($10,817)  for the three  months ended
September 30, 2003 as compared to cash used in investing  activities of ($1,081)
during  the three  months  ended  September  30,  2002.  Cash flow  provided  by
financing  activities was $386,967 for the three months ended September 30, 2003
as compared to cash provided by financing activities of $31,685 during the three
months ended  September 30, 2002. For the three months ended September 30, 2003,
the  Company's  capital  needs have  primarily  been met from issuance of common
stock. See "Part II - Item 2. Changes in Securities."

         The Company will need to obtain additional  operating capital to permit
continuing  operations.   The  Company  anticipates  that  it  will  obtain  the
additional  working capital it requires through the private  placement of common
stock via Regulation D offering to domestic accredited  investors and Regulation
S offering to offshore  investors.  There is no assurance  that the Company will
obtain the additional working capital that it needs through private placement of
common stock. The Company has incurred operating deficits since inception, which
are expected to continue until its business model is fully developed.


                                      -12-
<PAGE>

ITEM 3.    CONTROLS AND PROCEDURES

         The Company's  Chairman,  Chief Executive Officer,  and Chief Financial
Officer has evaluated the effectiveness of the Company's disclosure controls and
procedures  (as defined in Rules  13a-15(e) and 15d-15(e)  under the  Securities
Exchange  Act of 1934,  as amended) as of the end of the period  covered by this
quarterly  report  and,  based  on  this  evaluation,  has  concluded  that  the
disclosure controls and procedures are effective.

         There have been no  changes  in the  Company's  internal  control  over
financial reporting that occurred during the Company's first fiscal quarter that
has  materially  affected,  or is reasonably  likely to materially  affect,  the
Company's internal control over financial reporting.


                          PART II. - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

         None.


ITEM 2. CHANGES IN SECURITIES

         In a  private  placement  of the  Company's  common  stock  made by the
Company from July 23, 2003 to September 30, 2003 pursuant to Regulation S of the
Act, the Company sold  4,939,346  shares of common  stock,  at a variable  price
equal to 28% of the closing bid price on the date of the  purchase of the stock,
which raised gross proceeds of approximately $396,808.


ITEM 3. DEFAULTS UPON SENIOR SECURITIES

         None.


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

         Effective  July 10, 2003,  the Company  adopted the Roaming  Messenger,
Inc.  2003  Stock  Option  Plan  for  Directors,  Officers,  Employees  and  Key
Consultants (the "Plan")  authorizing the issuance of up to 25,000,000 shares of
the  Company's  common  stock  pursuant  to  the  grant  and  exercise  of up to
25,000,000  stock  options.  The Board of Directors  of the Company  unanimously
approved  the  adoption  of the  Plan.  The  holders  of  100,140,025  shares or
approximately  68.76% of the total issued and outstanding  shares of the Company
voted to ratify the adoption of the Plan. No shares of the Company voted against
ratifying the adoption of the Plan. The remaining outstanding shares abstained.

                                      -13-
<PAGE>

ITEM 5. OTHER INFORMATION

         None.


ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

(a)      Exhibits

         EXHIBIT NO.                DESCRIPTION
         ----------                 -----------
         3.1      Articles of Incorporation (1)
         3.2      Bylaws (1)
         4.1      Specimen Certificate for Common Stock (1)
         4.2      Non-Qualified Employee Stock Option Plan (2)
         10.1     First Agreement and Plan of Reorganization  between Latinocare
                  Management  Corporation,  a  Nevada  corporation,  and Warp 9,
                  Inc., a Delaware corporation (3)
         10.2     Second Agreement and Plan of Reorganization between Latinocare
                  Management  Corporation,  a  Nevada  corporation,  and Warp 9,
                  Inc., a Delaware corporation (4)
         10.3     Exchange  Agreement and  Representations  for  shareholders of
                  Warp 9, Inc.(3)
         31.1     Section 302 Certification
         32.1     Section 906 Certification

--------------------
(1)      Incorporated by reference from the exhibits included with the Company's
         prior  Report on Form 10-KSB  filed with the  Securities  and  Exchange
         Commission, dated March 31, 2003.

(2)      Incorporated  by reference from the exhibits  included in the Company's
         Information   Statement   filed  with  the   Securities   and  Exchange
         Commission, dated August 1, 2003.

(3)      Incorporated by reference from the exhibits included with the Company's
         prior  Report on Form SC 14F1 filed with the  Securities  and  Exchange
         Commission, dated April 8, 2003.

(4)      Incorporated by reference from the exhibits included with the Company's
         prior  Report  on  Form 8K  filed  with  the  Securities  and  Exchange
         Commission, dated May 30, 2003.

(b) The following is a list of Current  Reports on Form 8-K filed by the Company
during and subsequent to the quarter for which this report is filed.

         None.
                                      -14-
<PAGE>

                                   SIGNATURES

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

Dated: November 18, 2003                  ROAMING MESSENGER, INC.

                                          By:  \s\ Jonathan Lei
                                          -----------------------------------
                                          Jonathan Lei, Chairman of the Board,
                                          Chief Executive Officer, President
                                          Chief Financial Officer, and Secretary


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


By:  \s\ Jonathan Lei                                 Dated: November 18, 2003
      --------------------------------------
    Jonathan Lei, Chairman of the Board,
    Chief Executive Officer, President
    Chief Financial Officer, and Secretary

By:  \s\ Louie Ucciferri                              Dated: November 18, 2003
     ---------------------------------------
     Louie Ucciferri, Director


By:  \s\ Tom Djokovich                                Dated: November 18, 2003
     ---------------------------------------
     Tom Djokovich, Director



                                      -15-