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

                                   FORM 10-QSB

[Mark One]

[X]      QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
         ACT OF 1934 for the quarterly period ended December 31, 2002

[ ]      TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934 for the transition period from ___________ to
         ____________

                         Commission file number 0-49812

                               BIZCOM U.S.A., INC.
        (Exact name of small business issuer as specified in its charter)

            Florida                                    65-0681772
    (State of incorporation)                    (I.R.S. Employer Ident. No.)

5440 NW 33 Avenue, Suite 106, Fort Lauderdale, Florida               33309-6338
     (Address of principal executive offices)                         (Zip Code)

                  Registrant's telephone number: (954) 714-0028

The number of shares outstanding of each of the issuer's classes of common
equity as of February 7, 2003: 12,041,750 shares of common stock, $.0001 par
value.

    Transitional Small Business Disclosure Format (Check One:) Yes [ ]  No [X]


<PAGE>

PART I.    FINANCIAL INFORMATION

Item 1.    Financial Statements

           Consolidated Balance Sheet as of December 31, 2002 (Unaudited)

           Consolidated Statements of Operations for the Three Months and
           Six Months Ended December 31, 2002 and 2001 (Unaudited)

           Consolidated Statement of Stockholders' Equity (Deficit) for the
           Six Months Ended December 31, 2002 (Unaudited)

           Consolidated Statements of Cash Flows for the Six Months Ended
           December 31, 2002 and 2001 (Unaudited)

           Notes to Consolidated Financial Statements

                                       2
<PAGE>

                      BIZCOM U.S.A., INC. AND SUBSIDIARIES
                     CONSOLIDATED BALANCE SHEET (UNAUDITED)
                                DECEMBER 31, 2002
--------------------------------------------------------------------------------

                                                                        2002
                                                                    -----------

                                     ASSETS
                                     ------
CURRENT ASSETS
   Cash and cash equivalents                                        $   113,629
   Accounts receivable                                                  488,185
   Inventory                                                             91,114
   Notes receivable - related parties                                   364,194
                                                                    -----------
           Total current assets                                       1,057,122

PROPERTY AND EQUIPMENT, net                                             114,322

INTANGIBLE ASSETS, net                                                1,763,397

OTHER ASSETS - Deposits                                                   1,474
                                                                    -----------

           TOTAL                                                    $ 2,936,315
                                                                    ===========


        LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
                                                                    -----------

CURRENT LIABILITIES:
   Accounts payable and accrued liabilities                         $   367,285
                                                                    -----------

           Total current liabilities                                    367,285
                                                                    -----------

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY (DEFICIT):
   Preferred stock, $0.0001 par value; 20,000,000
       shares authorized;  shares issued and outstanding:
       none in 2002,  900 shares of Series A in 2001                         --
   Common stock, $0.0001 par value; 200,000,000 shares
       authorized;  shares issued and outstanding:
       6,708,750 in 2002 and 2,828,750 in 2001                              671
   Additional paid-in capital                                         6,078,875
   Accumulated deficit                                               (3,510,516)
                                                                    -----------

           Stockholders' equity (deficit), net                        2,569,030
                                                                    -----------

           TOTAL                                                    $ 2,936,315
                                                                    ===========

                 See notes to consolidated financial statements.


                                       3
<PAGE>

                      BIZCOM U.S.A., INC. AND SUBSIDIARIES
                CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
                           DECEMBER 31, 2002 AND 2001
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                              THREE MONTHS ENDED              SIX MONTHS ENDED
                                                                 DECEMBER 31,                   DECEMBER 31,

                                                             2002            2001           2002            2001
                                                         -----------     -----------     -----------     -----------
<S>                                                      <C>             <C>             <C>             <C>
SALES, net                                               $   496,406     $        --     $   754,408     $        --

COST OF SALES                                                234,985              --         321,755
                                                         -----------     -----------     -----------     -----------

           GROSS PROFIT                                      261,421              --         432,653              --

GENERAL AND ADMINISTRATIVE EXPENSES                        1,028,750         247,317       2,085,866         255,678
                                                         -----------     -----------     -----------     -----------

           LOSS FROM OPERATIONS                             (767,329)       (247,317)     (1,653,213)       (255,678)

INTEREST EXPENSE                                                  --              --              --          (1,583)
OTHER INCOME (EXPENSE)                                            --            (915)            125              --
                                                         -----------     -----------     -----------     -----------


           LOSS BEFORE PROVISION FOR INCOME TAXES           (767,329)       (248,232)     (1,653,088)       (257,261)

PROVISION FOR INCOME TAXES                                        --              --              --              --
                                                         -----------     -----------     -----------     -----------

           NET LOSS                                      $  (767,329)    $  (248,232)    $(1,653,088)    $  (257,261)
                                                         ===========     ===========     ===========     ===========


PER SHARE AMOUNTS - basic and diluted:

           Net loss per common share outstanding         $   (0.1175)    $   (0.1044)    $   (0.2613)    $   (0.1176)
                                                         ===========     ===========     ===========     ===========

           Weighted average common shares outstanding      6,528,717       2,377,120       6,325,565       2,187,501
                                                         ===========     ===========     ===========     ===========
</TABLE>

                 See notes to consolidated financial statements.

                                       4
<PAGE>

                        BIZCOM USA, INC. AND SUBSIDIARIES
      CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT) (UNAUDITED)
                   FOR THE SIX MONTHS ENDED DECEMBER 31, 2002
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>

                                     Preferred Stock              Common Stock
                                -----------------------    --------------------------    Additional                   Stockholders'
                                  Number     Par Value       Number        Par Value       Paid-in      Accumulated      Equity
                                of Shares     $.0001        of Shares       $.0001         Capital        Deficit     (Deficit), Net
                                ---------    ----------    -----------    -----------    -----------    -----------   --------------
<S>                                   <C>    <C>             <C>          <C>            <C>            <C>               <C>
TOTALS,  June 30, 2002                 --    $       --      5,883,750    $       588    $ 4,027,340    $(1,857,428)      2,170,500

Common stock issued                    --            --        825,000             83      2,051,535             --       2,051,618

Net loss for the period ended
     December 31, 2002                 --            --             --             --             --     (1,653,088)     (1,653,088)
                                 --------    ----------    -----------    -----------    -----------    -----------     -----------

TOTALS,  December 31, 2002             --    $       --      6,708,750    $       671    $ 6,078,875    $(3,510,516)    $ 2,569,030
                                 ========    ==========    ===========    ===========    ===========    ===========     ===========
</TABLE>


                 See notes to consolidated financial statements.



                                       5
<PAGE>

                     BIZCOM U.S.A., INC. AND SUBSIDIARIES
               CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
              FOR THE SIX MONTHS ENDED DECEMBER 31, 2002 AND 2001
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>

                                                                             2002           2001
                                                                         -----------     -----------
<S>                                                                      <C>             <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net loss                                                              $(1,653,088)    $  (257,261)
   Adjustments to reconcile net loss to net cash
   in operating activities:
    Depreciation and amortization                                            176,170           1,594
    Change in certain current assets and current liabilities:
      Increase in accounts receivable                                       (385,232)             --
      Decrease in inventory                                                   13,309              --
      Increase in notes receivable and prepaid expenses                     (364,194)             --
     Increase in other assets                                                 31,510              --
      Increase (decrease) in accounts payable and accrued liabilities        147,481         (11,788)
      Increase in accrued interest                                                --           1,257
                                                                         -----------     -----------
           NET CASH USED IN OPERATING ACTIVITIES                          (2,034,044)       (266,198)
                                                                         -----------     -----------

CASH FLOWS FROM INVESTING ACTIVITIES:
     Acquisition of property and equipment                                    (8,838)        (15,941)
     Purchase of license agreements                                         (124,000)       (359,958)
                                                                         -----------     -----------

           NET CASH USED IN INVESTING ACTIVITIES                            (132,838)       (375,899)
                                                                         -----------     -----------

CASH FLOWS FROM FINANCING ACTIVITIES:
     Advances from shareholder                                                    --           6,697
     Net change in payable to shareholder                                         --         (20,000)
     Common stock issuance, net of expenses                                2,053,060         762,759
                                                                         -----------     -----------

           NET CASH PROVIDED BY FINANCING ACTIVITIES                       2,053,060         749,456
                                                                         -----------     -----------

NET CHANGE IN CASH AND CASH EQUIVALENTS                                     (113,822)        107,359

CASH AND CASH EQUIVALENTS, beginning of period                               227,451           1,664
                                                                         -----------     -----------

CASH AND CASH EQUIVALENTS, end of period                                 $   113,629     $   109,023
                                                                         ===========     ===========


SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
     Cash paid for interest                                              $        --     $       326
                                                                         ===========     ===========
     Cash paid for income taxes                                          $        --     $        --
                                                                         ===========     ===========
</TABLE>


                See notes to consolidated financial statements.



                                       6
<PAGE>

                      BIZCOM U.S.A., INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
        FOR THE THREE MONTHS ENDED DECEMBER 31, 2002 AND 2001 (UNAUDITED)

--------------------------------------------------------------------------------
NOTE 1.        BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES
--------------------------------------------------------------------------------

               INTERIM INFORMATION
               -------------------
               The financial statements of BizCom U.S.A., Inc. and its
               subsidiaries (the "Company") for the three months ended December
               31, 2002 and 2001 have been prepared in accordance with generally
               accepted accounting principles for interim financial information
               and the applicable regulations of the Securities and Exchange
               Commission ("SEC") for interim financial information.
               Accordingly, they do not include all of the information and
               footnotes required by generally accepted accounting principles
               for complete financial statements. The financial statements as of
               and for the periods ended December 31, 2002 and 2001 are
               unaudited. The financial statements and notes are the
               representation of the Company's management, which is responsible
               for their integrity and objectivity. The accounting policies of
               the Company are in accordance with generally accepted accounting
               principles. In the opinion of the management, all adjustments
               (consisting of normal recurring accruals) considered necessary
               for a fair presentation have been included. These interim
               financial statements should be read in conjunction with the
               audited financial statements of the Company for the years ended
               June 30, 2002 and 2001. The results of operations for the interim
               periods are not necessarily indicative of the results of
               operations for the fiscal year.

               GOING CONCERN CONSIDERATIONS
               ----------------------------
               The Company's financial statements have been prepared on a going
               concern basis that contemplates the realization of assets and the
               settlement of liabilities and commitments in the normal course of
               business. The Company has historically had no operations or
               sources of revenues. Management recognizes that the Company must
               generate capital and/or revenue resources to enable it to
               continue in existence. The realization of assets and satisfaction
               of liabilities in the normal course of business is dependent upon
               the Company achieving these goals, however, no assurances can be
               given that the Company will be successful in these activities.
               Should any of these events not occur, the accompanying
               consolidated financial statements will be materially affected.

               INTANGIBLE ASSETS
               -----------------
               The Company has adopted SFAS No. 142 "Goodwill and Other
               Intangible Assets" as of July 1, 2001. Intangible assets are
               recorded at acquisition cost, which is considered to be fair
               value per Statement of Financial Accounting Standards ("SFAS")
               No. 142. Intangible assets consist of certain licensing
               agreements that will be amortized over their expected useful
               life. The method of amortization shall reflect the pattern in
               which the economic benefits of the intangible asset are consumed
               or otherwise used up. If that pattern cannot be reliably
               determined, a straight-line amortization method shall be used.
               The Company reviews these intangible assets periodically to
               assess whether the carrying amount will be fully recovered
               through estimated future operating cash flows. An impairment loss
               is recorded if the carrying amount exceeds the present value of
               the estimated future cash flows.


                                       7
<PAGE>

--------------------------------------------------------------------------------
NOTE 1.        BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES,
               CONTINUED
--------------------------------------------------------------------------------

               RECLASSIFICATIONS
               -----------------
               Certain 2001 amounts have been reclassified to conform to the
               2002 presentation.

               RECENT ACCOUNTING PRONOUNCEMENTS
               --------------------------------
               In April 2002, the FASB issued SFAS 145, Rescission of FASB
               Statements No. 4, 44, and 64, Amendment of the FASB Statement No.
               13, and Technical Corrections. SFAS 145 rescinds the provision of
               SFAS No. 4 that requires companies to classify certain gains and
               losses from debt extinguishments as extraordinary items,
               eliminates the provisions of SFAS No. 44 regarding transition to
               the Motor Carrier Act of 1980 and amends the provisions of FASB
               No. 13 to require that certain lease modifications be treated as
               sale leaseback transactions. The provisions of FASB 145 related
               to classification of debt extinguishments are effective for
               fiscal years beginning after May 15, 2002. The provisions of SFAS
               145 related to lease modifications is effective for transactions
               occurring after May 15, 2002. Earlier application is encouraged.

--------------------------------------------------------------------------------
NOTE 2.        ACCOUNTS PAYABLE AND ACCRUED LIABILITIES
--------------------------------------------------------------------------------

               Accounts payable and accrued liabilities consist of the
               following:
<TABLE>
<CAPTION>
                                                                    12/31/02    12/31/01
                                                                    --------    --------
<S>                                                                 <C>         <C>
               Accounts payable                                     $245,697    $     --
               Accrued payroll and interest expense                  121,588       1,257
                                                                    --------    --------
                  Total accounts payable and accrued liabilities    $367,285    $  1,257
                                                                    ========    ========
</TABLE>
--------------------------------------------------------------------------------
NOTE 3.        RELATED PARTY TRANSACTIONS
--------------------------------------------------------------------------------

               Through December 31, 2002, the Company has advanced a total of
               $23,000 to Public Safety Group, LLC ("PSG"), an entity whose
               members include certain employees of the Company. In addition,
               the Company has advanced approximately $ 340,000 to SMR Advisory
               Group, LC, the systems' manager under the Company's existing 220
               MHz SMR spectrum agreement. These amounts are due within a twelve
               month period.

--------------------------------------------------------------------------------
NOTE 4.        CAPITAL STOCK
--------------------------------------------------------------------------------

               PRIVATE PLACEMENT OF COMMON STOCK
               ---------------------------------
               During the quarter ended December 31, 2002, the Company issued
               384,000 shares of restricted common stock. The shares were sold
               pursuant to a unit offering, with each unit comprised of 3,000
               shares of the Company's restricted common stock, $ .0001 par
               value per share, and warrants to purchase additional shares,
               pursuant to a private placement memorandum. Expenses associated
               with the offering have been offset against the proceeds received.
               In addition to the common shares, warrants to purchase 506,000
               shares of the Company's restricted common stock were issued at an
               exercise price of $3.00 per share for a period of 3 years from
               date of issuance, subject to customary adjustments.


--------------------------------------------------------------------------------
NOTE 5.        COMMITMENTS AND CONTINGENCIES
--------------------------------------------------------------------------------

               LEASE OBLIGATIONS - OFFICE FACILITIES
               -------------------------------------
               Corporate offices are occupied under both an annual lease
               agreement and a month-to-month sublease agreement. Lease payments
               during the quarter ended December 31, 2002 were approximately $
               10,000 per month. The future payments due under the lease
               agreement over the next year are approximately $ 120,000.

                                       8
<PAGE>

               LITIGATION, CLAIMS, AND ASSESSMENTS
               -----------------------------------
               In the ordinary course of business, the Company is exposed to
               various claims, threats, and legal proceedings. Except as
               discussed in the immediately following paragraph, in management's
               opinion, the outcome of such matters, if any, will not have a
               material impact upon the Company's financial position and results
               of operations.

               LICENSE AGREEMENT
               -----------------
               The Company has commenced litigation, including a motion for
               preliminary injunction, against Public Safety Corporation
               ("PSC"), which is the licensor of the MaxResponder emergency
               management software which BizCom currently markets pursuant to a
               sub-license agreement with the licensee of such software, The
               Public Safety Group, LLC. Such litigation alleges, among other
               things, that PSC is engaging in commercial defamation and
               tortious interference with business relationships by making
               material, false representations to customers and others
               concerning, generally, the Company's authority to sell and market
               such product. The Company contends that the licensee acted within
               its authority to grant the Company its current sub-licensing
               rights and that BizCom continues to have the right to sell and
               market such software. The relief sought generally includes
               preliminary and permanent injunctive relief from PSC, its
               officers, directors, employees, agents and servants making false
               statements about the Company's right to sell, market and support
               the MaxResponder and damages, including punitive damages, for
               PSC's alleged actions. PSC has made a motion to dismiss,
               generally alleging lack of personal jurisdiction, to which the
               Company plans to shortly respond. A hearing date for such motion
               will be set sometime following the Company's submission of its
               response.

--------------------------------------------------------------------------------
NOTE 6.        NET LOSS PER COMMON SHARE
--------------------------------------------------------------------------------

               For the three-month periods ended December 31, 2002 and 2001,
               basic and diluted weighted average common shares includes only
               common shares outstanding as the inclusion of common stock
               equivalents would be anti-dilutive. The Company's common stock
               equivalents at December 31, 2002 consisted of warrants issued in
               the recent private placement. The common stock equivalents, if
               converted, would have increased common shares outstanding at
               December 31, 2002 by 4,401,500.

               A reconciliation of the number of common shares shown as
               outstanding in the financial statements with the number of shares
               used in the computation of weighted average common shares
               outstanding is shown below:
<TABLE>
<CAPTION>

                 Three months ended:                            12/31/02       12/31/01
                 -------------------                           ----------     ----------
<S>                                                             <C>            <C>
                 Common shares outstanding                      6,708,750      2,828,750
                 Effect of weighting                             (180,033)      (451,630)
                                                               ----------     ----------

                 Weighted average common shares outstanding     6,528,717      2,377,120
                                                               ==========     ==========
</TABLE>



                                       9
<PAGE>


--------------------------------------------------------------------------------
NOTE 7.        INTANGIBLE ASSETS
--------------------------------------------------------------------------------

               The Company has negotiated three separate licensing agreements
               for certain products and services. These costs are as follows:

                                                            Total
                                                           Purchase
                                                             Price
                                                          ----------
                 220 MHz spectrum                         $1,000,000
                    use agreement
                 220 MHz radio patent                        569,000
                 and technology agreement
                 Exclusive software                          439,000
                 license (see note 3)
                                                          ----------
                 Total intangible assets                  $2,008,000
                                                          ==========

               The Company will amortize these assets over the expected useful
               life of the assets, which range from five to ten years.
               Amortization for the quarter ended December 31, 2002 was $
               82,011.

--------------------------------------------------------------------------------
NOTE 8.        SEGMENT REPORTING
--------------------------------------------------------------------------------

               The Company's reportable business segments are strategic business
               units that offer distinctive products that are marketed through
               different channels.

               The two reportable segments of the Company for the quarter ended
               December 31, 2002 are land mobile radio sales and public safety
               software and consulting. There were no such reportable segments
               for the quarter ended December 31, 2001.

               The Company's accounting policies for segments are the same as
               those described in the summary of significant accounting
               policies. Management evaluates segment performance based on
               segment profit and loss. Information for reportable segments is
               as follows:
<TABLE>
<CAPTION>
                                                         Three Months Ended      Six Months Ended
                                                         December 31, 2002      December 31, 2002
                                                         ----------------------------------------
<S>                                                       <C>                      <C>
                Sales - Land Mobile Radio                 $   366,809              $   567,413
                Sales -  Public Safety                        129,597                  187,120

                Cost of Sales - Land Mobile Radio             200,858                  286,579
                Cost of Sales - Public Safety                  34,127                   35,176
                                                          -----------              -----------

                Segment gain - Land Mobile Radio              165,951                  280,834
                Segment gain - Public Safety                   95,470                  151,944

                Unallocated general and administrative      1,028,750                2,085,866
                expenses
                Net loss                                     (767,329)              (1,653,088)
                                                          ===========              ===========
</TABLE>


                                       10
<PAGE>
--------------------------------------------------------------------------------
NOTE 9.        EXECUTIVE COMPENSATION
--------------------------------------------------------------------------------

               In April 2002, the Company signed a three-year employment
               contract with an executive that includes a base salary of
               $130,000 plus a performance bonus provision. The contract also
               provides for the issuance of warrants for the purchase of 120,000
               shares of the Company's common stock at an exercise price of
               $3.00 per share, for a period of 10 years. The warrants vest over
               a 36-month period, based on the executive's continued employment.
               The executive will serve as the Company's Chief Operating Officer
               and Chief Technical Officer.

--------------------------------------------------------------------------------
NOTE 10.       SUBSEQUENT EVENTS
--------------------------------------------------------------------------------

               During the period January 1 through February 7, 2003, the
               Company has issued 165,000 shares of restricted common stock and
               warrants to purchase 106,500 shares of restricted common stock
               pursuant to the April 29, 2002 offering for cash totaling $
               412,500.

               On February 7, 2003, the Company entered into an asset purchase
               agreement with eight equipment owners to acquire sixty seven 220
               MHz SMR Federal Communications Commission licenses and the
               related communications equipment for an aggregate purchase price
               of $ 14,600,000. This purchase price has been paid by the
               issuance of 5,168,000 shares of the Company's restricted common
               stock valued at $ 2.50 per share and the assumption of certain
               obligations totaling $ 1,680,000. The aggregate consideration
               for such assets was determined based upon management's analysis
               of the fair market value of such assets taken as a whole. The
               Registrant plans to utilize such assets to operate 220 MHz SMR
               communications systems, comprised of such licenses and assets,
               and to market such systems to prospective business customers, in
               the geographical areas to which such FCC licenses relate -
               generally, certain areas of the western, mid-western and
               southeast United States. Prior to their acquisition by the
               Registrant, the former owners of such assets also utilized such
               assets for purposes of operating and marketing 220 MHz SMR
               communications services; however, such systems both individually
               and collectively, had only a minimal number of subscribers and
               conducted only minimal operations. Prior to this acquisition,
               the Registrant had access on a non-exclusive basis to such
               communications systems, as well other 220 MHz SMR communications
               systems, for public safety/emergency disaster relief usage
               pursuant to a previously disclosed radio service subscriber
               agreement by and between the Registrant and a management company
               responsible for managing such systems.



                                       11
<PAGE>


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

Forward-Looking Statements

         This Report on Form 10-QSB contains forward-looking statements within
the meaning of and which are made pursuant to the safe harbor provisions of the
Private Securities Litigation Reform Act of 1995. Such forward-looking
statements are subject to risks and uncertainties which could cause actual
results to be materially different from historical results or from any results
expressed or implied by such forward-looking statements. Forward-looking
statements generally are accompanied by words such as "anticipates," "belief,"
"believes," "estimates," "expects," "intends," "plans" and similar statements,
and should be considered uncertain and forward-looking. Any forward-looking
statements speak only as of the date on which such statement is made, are not
guarantees of future performance and involve certain risks, uncertainties and
assumptions that are difficult to predict. Therefore, actual outcomes and
results may differ materially from what is expressed or forecast in such
forward-looking statements, whether as a result of new information, future
events or otherwise. Factors that could cause our results to differ materially
from the results discussed in such forward-looking statements include, without
limitation: going-concern considerations; uncertain ability to meet capital
needs; no assurances of and uncertainty of future profitability; uncertainty of
broad based market acceptance for the Company's products and services; the
impact of competitive services and pricing; possible reliance on certain
prospective customers and certain current vendors which may result in a
concentration of credit risk within our receivables; current litigation
concerning our right to market MaxResponder software which, if not favorably
resolved, could negatively impact our revenues and results of operations;
continued U.S. economic uncertainty; our ability to manage growth and implement
our business strategy which includes possible acquisitions and their integration
into our operations; and as further set forth in our Form 10-KSB for the fiscal
year ending June 30, 2002 under the heading "Factors That May Effect Future
Operating Results," in our press releases and other reports filed with the
Securities and Exchange Commission. Many of such risk factors are beyond our
control. New factors emerge from time to time and it is not possible for
management to predict all of such factors, nor can it assess the impact of each
such factor on the business or the extent to which any factor, or combination of
factors may cause actual results to differ materially from those contained in
any forward-looking statements. In light of these risks and uncertainties, there
can be no assurance that the results anticipated in these forward-looking
statements contained in this Report will in fact occur. All forward-looking
statements wherever they may appear are expressly qualified in their entirety by
the cautionary statements in this section. We undertake no obligation to update
any such forward-looking statements.


                                       12
<PAGE>

Organization and Operations

         Our company, BizCom U.S.A., Inc. ("Company"), is a Florida corporation
located in the Fort Lauderdale, Florida area. We currently offer and sell 220
MHz Specialized Mobile Radio ("SMR") products and license emergency management
software programs to various end users.

         We plan to continue such product offering and to also engage in the
development, operation and management of 220 MHz SMR wireless voice and data
communications services in both the commercial and public safety/emergency
disaster relief sectors.

         We offer such products and services both independent of each other as
well as together. This depends upon whether a prospective end user of such
products owns or otherwise has access to its own 220 MHz SMR license,
transmission equipment and facilities and desires to purchase radio equipment to
transmit on such facilities, or desires to acquire radio equipment and the
ability to access transmission equipment and facilities upon which such radio
equipment may be utilized.

         In February 2002, we entered into an exclusive patent and related
technology license agreement with Datamarine International, Inc. ("Datamarine").
Prior to such agreement, Datamarine was the sole U.S. manufacturer of 220 MHz
SMR land mobile radio products radios currently in use. Pursuant to such
agreement, we have been granted the exclusive license and right to make, or have
third parties make, use and sell in the U.S. and worldwide all 220 MHz land
mobile radio products previously manufactured by Datamarine.

         In April 2002, we entered into:

         - a long term emergency management software license agreement with a
previously related company recognized for its expertise in the public
safety/emergency disaster relief sectors; and

                                       13
<PAGE>


         - a radio service subscriber agreement with a management company on
behalf of 220 MHz SMR mobile communications facilities located in thirty seven
of the top fifty Metropolitan Statistical Areas ("MSAs") markets in the United
States. Pursuant to such agreement, the Company is entitled, on a non-exclusive
basis, to access such systems for public safety/emergency disaster relief usage.

Recent Events

         We entered into a license agreement as of January 20, 2003 ("Effective
Date") with E.F. Johnson Company ("EF Johnson"), which grants the Company the
exclusive rights for a two year period from January 20, 2003 to, among other
things, develop and sell mobile and portable radio products incorporating the EF
Johnson developed LTR-Net protocol for the 216 to 230 MHz frequency bands. The
LTR-Net protocol extends the EF Johnson's original trademarked Logic Trunked
Radio ("LTR") technology by allowing radio sites to be networked through a
switch, allowing access across wide geographic areas. LTR-Net's enhanced
features are utilized by SMR service providers and private radio users such as
utilities and industrial operations. The license agreement generally provides
for a one time license fee payment and an agreed upon royalty fee payment
schedule per radio unit for any LTR-Net product sold by the Company for two
years from the Effective Date and thereafter.

         On February 5, 2003, we entered into a memorandum of understanding
("MOU") to form an alliance with CH2M Hill, Inc. ("CH2M") to jointly deliver
enhanced event and emergency management services. We will provide the EM/2000
emergency management software product, which will complement CH2M's existing
line of security products and services, including its recently offered
GeoProtect, a geospacial-based mapping solution.

         On February 7, 2003, we entered into an asset purchase agreement to
acquire sixty-seven 220 MHz SMR Federal Communication Commission licenses and
the related communications equipment for an aggregate purchase price of
$14,600,000. This purchase price has been paid by the issuance of 5,168,000
shares of our restricted common stock, valued at $2.50 per share and the
assumption of certain obligations totaling $1,680,000.

Critical Accounting Policies

         Management believes the following critical accounting policies affect
the significant judgments and estimates used in the preparation of the financial
statements.

Use of Estimates

         Management's discussion and analysis of financial condition and results
of operations is based upon our financial statements, which have been prepared
in accordance with accounting principles generally accepted in the United States
of America. The preparation of these financial


                                       14
<PAGE>


statements requires management to make estimates and judgments that affect the
reported amounts of assets, liabilities, revenues, and expenses, and related
disclosure of contingent assets and liabilities. On an ongoing basis, management
evaluates these estimates, including those related to valuation allowance for
the deferred tax asset, estimated useful life of fixed assets and the carrying
value of long-lived assets and intangible assets. Management bases these
estimates on historical experience and on various other assumptions that are
believed to be reasonable under the circumstances, the results of which form the
basis for making judgments about the carrying value of assets and liabilities
that are not readily apparent from other sources. Actual results may differ from
these estimates under different assumptions or conditions.

Results of Operations

Three Months Ended December 31, 2002 Compared to the Three Months Ended December
31, 2001.

         For the three months ended December 31, 2002, we had a net loss of
$(767,329) or $(0.1175) per share, basic and diluted, as compared to the three
months ended December 31, 2001 where we had a net loss of $(248,232) or
$(0.1044) per share, basic and diluted.

         The increase in net loss of $(519,097) is a result of the following:

         Revenue for the three months ended December 31, 2002 was $496,406. The
Company did not generate any revenue during the three month period ended
December 31, 2001.

         Expenses for the three month period ended December 31, 2002 were
$1,028,750 as compared to $247,317 for the three months ended December 31, 2001.
The increase in overall expenses of $781,433 is due primarily to: (i) an
increase in payroll and related costs due to hiring employees and other
personnel; (ii) an increase in professional fees associated with legal and
accounting services as a result of the Company becoming a reporting company
under the Securities Exchange Act of 1934; and (iii) amortization of the
Company's intangible assets.

Six Months Ended December 31, 2002 Compared to the Six Months Ended December 31,
2001.

         For the six months ended December 31, 2002, we had a net loss of
$(1,653,088) or $(0.2613) per share, basic and diluted, as compared to the six
months ended December 31, 2001 where we had a net loss of $(257,261) or
$(0.1176) per share, basic and diluted.

         The increase in net loss of $(1,395,827) is a result of the following:

         Revenue for the six months ended December 31, 2002 was $754,408. The
Company did not generate any revenue during the six month period ended December
31, 2001.


                                       15
<PAGE>

         Expenses for the six month period ended December 31, 2002 were
$2,085,866 as compared to $255,678 for the six months ended December 31, 2001.
The increase in overall expenses of $1,830,188 is due primarily to: (i) an
increase in payroll and related costs due to hiring employees and other
personnel; (ii) an increase in professional fees associated with legal and
accounting services as a result of the Company becoming a reporting company
under the Securities Exchange Act of 1934; and (iii) amortization of the
Company's intangible assets.

Liquidity and Capital Resources

         Our consolidated financial statements appearing elsewhere in this
Report have been prepared on a going concern basis that contemplates the
realization of assets and the settlement of liabilities and commitments in the
normal course of business. Management realizes that we must generate additional
capital and revenue sources to enable us to achieve profitable operations. To
the extent that we are unable to obtain additional working capital from
operations and/or other sources as required or otherwise desired, our
consolidated financial statements will be materially affected.

         At December 31, 2002, we had stockholders' equity of $2,569,030 and
working capital of $689,837. Since our inception, we have incurred losses of
$(3,510,516). Our operations and growth have been funded primarily by the sale
of common stock with gross cash proceeds of approximately $4,073,806 through
December 31, 2002. These funds have been used for working capital and general
corporate purposes in furtherance of our business plan.

         We are planning on obtaining additional capital by achieving at least
break-even cash flow from operations and selling equity and/or debt securities.
The realization of assets and satisfaction of liabilities in the normal course
of business is dependent upon us obtaining additional revenues and equity
capital and ultimately achieving profitable operations. No assurances can be
given that we will be successful in these activities. Should any of these events
not occur, our financial statements will be materially affected.

         Through December 31, 2002, we advanced a total of $23,000 to The Public
Safety Group, LLC, the entity with whom we entered into the software license
agreement discussed above and whose members include certain Company employees.
In addition, we have advanced approximately $340,000 to the systems manager
under the Company's 220 MHZ SMR spectrum agreement. Such amounts are due within
a twelve month period.

         We currently plan to seek additional equity financing on a private
placement basis of up to approximately $4,700,000 from accredited investors. In
this regard, we have recently extended our current private placement offering
for an additional twelve months through approximately January 31, 2004.

         To the extent we are successful in raising additional private placement
equity capital of up to approximately $ 4,700,000 over approximately the next
eleven (11) months, of which no


                                       16
<PAGE>

assurances are given, we believe that such funds, together with funds on hand,
and funds anticipated from operations, will provide sufficient capital to meet
our cash and operational requirements for up to approximately twelve (12) months
from our receipt thereof. Such funds, if obtained, are planned to be utilized,
together with certain funds previously received, in the approximate amounts set
forth below for the following material commitments: working capital and general
corporate purposes, including but not limited to sales and marketing activities,
the hiring and retention of additional management, sales and marketing
personnel, and day to day operations ($4,350,000); research and development for
public safety and land mobile radio products ($2,000,000); 220 MHz SMR asset
acquisitions and related expenditures ($900,000); and public safety/emergency
disaster relief asset acquisitions and related expenditures ($250,000).

         Should we determine to accelerate our operational and marketing plans,
or conversely, should we receive substantially less than such amount in
additional proceeds, such time frame will be diminished and we will require
substantial additional capital, the availability of which no assurances are
given. In the event of our receipt of substantially less than such amount, we
nevertheless intend to proceed with our operational and marketing plans, albeit
in a curtailed manner as further described below. There are no current
arrangements with purchasers for any of our securities.

         In the event of our receipt of substantially less than approximately
$4,700,000 in additional gross proceeds, management may, in such event, itself
effect loans and/or one or more equity investments in the Company and will also
seek such financing from the Company's shareholders as well as third parties.
There are, however, no agreements, arrangements or understandings in this
regard.

         If required as determined by management, additional steps would also be
undertaken in the following order: (i) reduce level of planned staffing; (ii)
outsource sales and marketing efforts on a commission-only basis; and (iii) seek
to sell select assets, as may be required, from time to time, for cash proceeds.

         In the event we were to receive little or no additional proceeds, such
event will significantly restrict our operations and will have a substantial
adverse effect on the Company and shareholders. Our failure to obtain financing
as needed would have a material adverse effect upon the Company and its business
as we believe our current cash position will enable us to sustain current
operations for only up to approximately four (4) months. No assurances are given
that we will be able to obtain additional capital as required or otherwise
desired, or otherwise obtain additional capital on terms acceptable to the
Company.

         Our operations will continue to require significant capital
expenditures both for our continued day-to-day operations and to the extent we
may acquire and integrate select assets, including 220 MHz SMR licenses and
related equipment such as we have recently acquired. We plan to finance these
capital expenditures through revenues from operations and financing


                                       17
<PAGE>

from outside sources, the availability of which no assurance are given. Revenues
from operations are not currently adequate to sustain present operations and we
will continue to require funding from outside sources for the currently
foreseeable future, the availability of which cannot be assured. We currently
plan to utilize in-house personnel to sell and market our 220 MHz products and
services and have recently retained an additional sales and marketing consultant
to assist in the sales and marketing of our emergency management software
products and services. However, it is not presently anticipated that such
increased sales and marketing efforts will result in any significant revenues
from such efforts, if at all, until approximately the end of the second quarter
of calendar year 2003. If we are unable to continue to access sufficient outside
financing until at least such time, of which no assurances are given, our
operations will be materially adversely affected.

         We do not currently anticipate purchasing, leasing or selling any plant
or significant equipment during approximately the next twelve (12) months except
to the extent that we may engage in acquiring additional 220 MHz SMR assets and
equipment. To the extent that we engage in such acquisitions, we plan to utilize
shares of the Company's common stock for such purposes. Such common stock
issuances, as well as common stock issuances for cash, to the extent effected,
will have the effect of creating further shareholder dilution.

         Depending upon our success in raising additional capital, and as
discussed above, we plan to engage in research and development to, among other
things, integrate our radio and emergency management software products.

         We do not believe that inflation has had a material effect on our
results of operations. However, there can be no assurances that our business
will not be affected by inflation in the future.

         We do not generally believe that our business is seasonal; however, we
are aware of the fact that federal government agencies which may be interested
in our emergency management software products and services generally expend
budgeted funds allocated to them by September 30 of each calendar year and that
state agencies (and local municipalities, including counties, cities and towns,
all of which generally follow the expenditure period of the state in which they
are located) generally expend budgeted funds allocated to them by either June 30
or September 30 of each calendar year, depending upon the particular state. As
such, we may find in some instances that sales of our emergency software
products and services may be greater in or around such time periods.

         The Company plans to shortly adopt a stock option plan for a to-be
determined number of shares of common stock. Any issuances of common stock under
such plan will cause dilution to existing shareholders.

         We recently commenced litigation, including a motion for preliminary
injunction, against the licensor of the MaxResponder emergency management
software which we currently


                                       18
<PAGE>


market pursuant to a sub-license agreement with the licensee of such software,
The Public Safety Group, LLC. Such litigation generally alleges that the
licensor is engaging in commercial defamation by making material, false
representations to our customers and others concerning, generally, our authority
to sell and market such product. We, generally, contend that the licensee acted
within its authority to grant the Company its current sub-licensing rights, that
we continue to have the right to sell and market such software, and we plan to
continue to market such software product. To the extent this matter is not
ultimately resolved to our satisfaction, however, such result could negatively
impact our revenues and results of operations in view of MaxResponder sales
currently constituting a significant portion of our public safety software and
consulting business segment. Also see PART 11. OTHER INFORMATION. Item 1. Legal
Proceedings.

Item 3.  Controls and Procedures

         Within the 90 day period prior to the filing of this Report, an
evaluation was carried out under the supervision and with the participation of
the Company's management, including the Company's Chief Executive, Principal
Financial and Accounting Officer, of the effectiveness of our disclosure
controls and procedures. Based on that evaluation, the Company's Chief
Executive, Principal Financial and Accounting Officer concluded that the
Company's disclosure controls and procedures are effective to ensure that
information required to be disclosed by the Company in reports that it files or
submits under the Securities Exchange Act of 1934, as amended, is recorded,
processed, summarized and reported within the time periods specified in
Securities and Exchange Commission ("Commission") rules and forms. Subsequent to
the date of such evaluation, there were no significant changes in the Company's
internal controls or in other factors that could significantly affect the
disclosure controls, including any corrective actions with regard to significant
deficiencies and material weaknesses.

         It should be noted that the design of any system of controls is based
in part upon certain assumptions about the likelihood of future events, and
there can be no assurance that any design will succeed in achieving its stated
goals under all potential future conditions, regardless of how remote.

                           PART II. OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

         Bizcom U.S.A., Inc. vs. Public Safety Corporation, U.S. District Court,
Southern District of Florida, Case No. 02-61793. On December 24, 2002, we
commenced litigation, including a motion for preliminary injunction, against
Public Safety Corporation ("PSC"), which is the licensor of the MaxResponder
emergency management software which we currently market pursuant to a
sub-license agreement with the licensee of such software, The Public Safety
Group,


                                       19
<PAGE>

LLC. Such litigation alleges, among other things, that PSC is engaging in
commercial defamation and tortious interference with business relationships by
making material, false representations to our customers and others concerning,
generally, our authority to sell and market such product. We, generally, contend
that the licensee acted within its authority to grant the Company its current
sub-licensing rights and that we continue to have the right to sell and market
such software. The relief sought generally includes preliminary and permanent
injunctive relief from PSC, its officers, directors, employees, agents and
servants making false statements about the Company's right to sell, market and
support the MaxResponder and damages, including punitive damages, for PSC's
alleged actions. PSC has made a motion to dismiss, generally alleging lack of
personal jurisdiction, to which the Company plans to shortly respond. A hearing
date for such motion will be set sometime following the Company's submission of
its response.

ITEM 2.  CHANGES IN SECURITIES

         For the period October 1, 2002 through December 31, 2002, the Company
sold the following securities pursuant to Section 4(2) under the Securities Act
of 1933, as amended (the "Securities Act"), based upon the limited number of
offerees, their relationship to the Company, the number of shares offered in
each offering, the size of the respective offerings, and the manner of each
offering:

         We issued units at a price of $7,500 per unit for an aggregate of
$960,000 to accredited investors pursuant to Rule 506 under the Securities Act;
each Unit is comprised of 3,000 shares of restricted common stock and a warrant
to purchase 1,500 shares of restricted common stock at an exercise price of
$3.00 per share for a period of 3 years from the date of issuance, subject to
customary adjustments. Each of the certificates representing shares of common
stock and warrants bear a restrictive legend restricting transferability under
the Securities Act.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

                  None.

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

                  None.

ITEM 5.  OTHER INFORMATION

                  None.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

                  (a) Exhibits



                                       20
<PAGE>
<TABLE>
<CAPTION>


Exhibit No.       Description
<S>               <C>
3.0               Articles of Incorporation of BizCom U.S.A., Inc. (incorporated by reference to
                  Exhibit 3.0 to BizCom's Amendment No. 2 to Form 10-SB filed on July 23, 2002

3.1               Bylaws (incorporated by reference to Exhibit 3.1 to BizCom's Amendment No. 2
                  to Form 10-SB filed on July 23, 2002)

4.0               Form of Common Stock Share Certificate (incorporated by reference to Exhibit
                  4.0 to BizCom's Amendment No. 2 to Form 10-SB filed on July 23, 2002)

4.1               Form of Warrant (incorporated by reference to Exhibit 4.1 to BizCom's
                  Amendment No. 2 to Form 10-SB filed on July 23, 2002)

4.2               Form of Promissory Note dated August 1, 2001 issued by BizCom U.S.A.,
                  Inc.(incorporated by reference to Exhibit 4.2 to BizCom's Amendment No. 2 to
                  Form 10-SB filed on July 23, 2002)

10.0              Exclusive Patent and Related Technology License Agreement by and between
                  BizCom U.S.A., Inc. and Datamarine International, Inc.(incorporated by reference
                  to Exhibit 10.0 to BizCom's Amendment No. 2 to Form 10-SB filed on July 23,
                  2002)

10.1              Amendment to Exclusive Patent and Related Technology License Agreement by
                  and between BizCom U.S.A., Inc. and Datamarine International, Inc.(incorporated
                  by reference to Exhibit 10.1 to BizCom's Amendment No. 2 to Form 10- SB filed
                  on July 23, 2002)

10.2              Consulting Agreement by and between BizCom U.S.A., Inc. and The Public
                  Safety Group LLC (incorporated by reference to Exhibit 10.2 to BizCom's
                  Amendment No. 2 to Form 10-SB filed on July 23, 2002)

10.3              Exclusive License Agreement by and between BizCom U.S.A., Inc. and The
                  Public Safety Group LLC (incorporated by reference to Exhibit 10.3 to BizCom's
                  Amendment No.2 to Form 10-SB filed on July 23, 2002)

10.4              Radio Subscriber Service Agreement (incorporated by reference to Exhibit 10.4 to
                  BizCom's Amendment No.2 to Form 10-SB filed on July 23, 2002)

10.5              Employment Agreement dated as of April 26, 2002 by and between BizCom
                  U.S.A., Inc. and David L. George (incorporated by reference to Exhibit 10.5 to
                  BizCom's Form 10-SB filed on May10, 2002)


                                       21
<PAGE>



10.6              Assignment and Amendment of Lease dated July 17, 2002 (incorporated by
                  reference to Exhibit 10.6 to BizCom's Form 10-KSB filed on October 15, 2002)

10.7              Agreement by and between BizCom U.S.A., Inc. and Edward W. Lent III dated as
                  of October 14, 2002 (incorporated by reference to Exhibit 10.7 to BizCom's Form
                  10-KSB filed on October 15, 2002)

10.8              Asset Purchase Agreement by and among BizCom U.S.A., Inc., Bizcom Southern
                  Holdings, Inc. and certain equipment owners dated as of February 7, 2003
                  (incorporated by reference to Exhibit 10.8 to BizCom's Form 8-K filed on
                  February 13, 2003)

                  (b) Reports on Form 8-K

                  On November 5, 2002, a current report on Form 8-K was filed
                  with the Commission reporting a change in the Company's
                  certifying accountant.
</TABLE>


                                       22
<PAGE>


                                   SIGNATURES

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

                                 BizCom U.S.A., Inc.
                                 (Registrant)

Date: February 14, 2003          By: /s/ Hanan Klein
                                     -------------------------------------
                                     Hanan Klein, Chief Executive Officer,
                                     Principal Executive and Financial Officer




                                       23
<PAGE>
                                  CERTIFICATION
                                  -------------

         I, Hanan Klein, certify that:

1.       I have reviewed this quarterly report on Form10-QSB of BizCom U.S.A.,
         Inc.

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

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

4.       I am responsible for establishing and maintaining disclosure controls
         and procedures ( as defined in Exchange Act Rules 13a-14 and 15d-14)
         for the registrant and have:

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

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

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

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

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

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

6.       I have indicated in this quarterly report whether or not there were
         significant changes in internal controls or in other factors that could
         significantly affect internal controls subsequent to the date of my
         most recent evaluation, including any corrective actions with regard to
         significant deficiencies and material weaknesses.


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

/s/ Hanan Klein         Chief Executive Officer,               February 14, 2003
-----------------       President, Principal Executive and
Hanan Klein             Financial Officer,
                        Secretary and Chairman
                        of the Board of Directors


                                       24