##### Table of Contents



United States
Securities & Exchange Commission

Washington, D.C. 20549


FORM 10-QSB

(Mark One)x
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended September 30, 2003o
    
    TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


Commission file number 0-25764

OneLink, Inc.

(Exact name of small business issuer as specified in its charter)


Minnesota
    
    41-1675041(State or other jurisdiction
of incorporation or organization)
    
    (IRS Employer
Identification No.)


800 Nicollet Mall, Suite 2690
Minneapolis, MN 55402
(Address of principal executive offices)

612-338-8948
(Issuers telephone number)

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

APPLICABLE TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuers
classes of common equity, as of the latest practicable date: 18,485,254
shares of common stock outstanding as of November 1, 2003, par value
$.01 per share.

Transitional Small Business Disclosure Format (check one): YES o    NO x





---

TABLE OF CONTENTS



|                                            |                                                                   |                               |  |  |  |  |  | 
|------------------------------------------- | ----------------------------------------------------------------- | ----------------------------- |  |  |  |  |  | 
|PART I  Financial Information             
|                                            | Item 1. Financial Statements                                     
|                                            |                                                                   | Balance Sheets               
|                                            |                                                                   | Statements of Operations     
|                                            |                                                                   | Statements of Cash Flows     
|                                            |                                                                   | Notes to Financial Statements
|                                            | Item 2. Managements Discussion and Analysis or Plan of Operation
|                                            | Item 3. Controls and Procedures                                  
|PART II Other Information                  
|                                            | Item 6. Exhibits and Reports on Form 8-K                         
|SIGNATURES                                 
|EX-31.1 Rule 13a-14(a) Certification of CEO
|EX-31.2 Rule 13a-14(a) Certification of CFO
|EX-32 Section 1350 Certification           



---



##### Table of Contents



OneLink, Inc.
Form 10-QSB
Quarter Ended September 30, 2003




Table of Contents

Page No.PART I
    
    Financial Information
    
    
    1Item 1.
    
    Financial StatementsBalance Sheets at September 30, 2003 (unaudited) and
December 31, 2002 (audited)
    
    
    1Statements of Operations for the three and nine months
ended September 30, 2003 and 2002 (unaudited)
    
    
    2Statements of Cash Flows for the nine months
ended September 30, 2003 and 2002 (unaudited)
    
    
    3Notes to Financial Statements
    
    
    4Item 2.
    
    Managements Discussion and Analysis or Plan of Operation
    
    
    6Item 3.
    
    Controls and Procedures
    
    
    8PART II
    
    Other Information
    
    
    8Item 6.
    
    Exhibits and Reports on Form 8-K
    
    
    8SIGNATURES
    
    
    9






---



##### Table of Contents









PART I  Financial Information







Item 1. Financial Statements

OneLink, Inc.







Balance Sheets


September 30,
    
    December 31,2003
    
    2002(unaudited)
    
    (audited)ASSETSCURRENT ASSETS:Cash
    
    $
    113,131
    
    
    $
    3,346Prepaid expenses
    
    
    29,991
    
    
    
    60,527Total current assets:
    
    
    143,122
    
    
    
    63,873Total assets:
    
    $
    143,122
    
    
    $
    63,873LIABILITIES AND SHAREHOLDERS EQUITYCURRENT LIABILITIES:Accounts payable
    
    $
    10,323
    
    
    $
    7,887Accrued expenses
    
    
    48,038
    
    
    
    46,538Total current liabilities:
    
    
    58,361
    
    
    
    54,425SHAREHOLDERS EQUITY:Capital stock, par value $.01 per share, 50,000,000 shares
authorized:Series A Convertible Preferred Stock, par value $.01 per share:Authorized
shares  1,400,000Issued and outstanding shares:1,320,000 shares at September 30, 2003 and December 31, 2002
    
    
    13,200
    
    
    
    13,200($660,000 liquidation preference)Common stock, par value $.01 per share:Authorized
shares  40,000,000Issued and outstanding shares:18,485,254 issued and outstanding as of September 30, 2003,
and9,861,254 issued and outstanding as of December 31,
2002
    
    
    184,852
    
    
    
    98,612Common stock subscribed
    
    
    50,000
    
    
    
    Additional paid-in capital
    
    
    16,253,216
    
    
    
    16,116,976Stock-subscriptions receivable
    
    
    (323,922
    )
    
    
    (223,922
    )Accumulated deficit
    
    
    (16,092,585
    )
    
    
    (15,995,418
    )Total shareholders equity:
    
    
    84,761
    
    
    
    9,448Total liabilities and shareholders equity:
    
    $
    143,122
    
    
    $
    63,873


See accompanying notes to financial statements.





---



##### Table of Contents



OneLink, Inc.







Statements of Operations


Three Months Ended
    
    Nine Months EndedSeptember 30,
    
    September 30,2003
    
    2002
    
    2003
    
    2002(unaudited)
    
    (unaudited)Revenues
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    557,048Cost of revenues
    
    
    
    
    
    
    2,528
    
    
    
    
    
    
    
    390,801Gross profit
    
    
    
    
    
    
    (2,528
    )
    
    
    
    
    
    
    166,247OPERATING EXPENSES:Selling
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    32,285Research and product development
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    40,067General and administrative
    
    
    44,638
    
    
    
    144,674
    
    
    
    97,167
    
    
    
    709,488Impairment charge related to
TeleSmart and TeleMetrics
products
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    336,507Total Operating Expenses:
    
    
    44,638
    
    
    
    144,674
    
    
    
    97,167
    
    
    
    1,118,347Operating loss
    
    
    (44,638
    )
    
    
    (147,202
    )
    
    
    (97,167
    )
    
    
    (952,100
    )OTHER INCOME:Interest income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    458Other income
    
    
    
    
    
    
    12,305
    
    
    
    
    
    
    
    19,342Net Loss:
    
    $
    (44,638
    )
    
    $
    (134,897
    )
    
    $
    (97,167
    )
    
    $
    (932,300
    )NET LOSS PER COMMON SHARE:Basic and diluted
    
    $
    (0.00
    )
    
    $
    (0.01
    )
    
    $
    (0.01
    )
    
    $
    (0.09
    )WEIGHTED-AVERAGE NUMBER OF SHARES
OUTSTANDING:Basic and diluted
    
    
    10,370,689
    
    
    
    9,861,254
    
    
    
    10,032,932
    
    
    
    9,861,254


See accompanying notes to financial statements.

2



---



##### Table of Contents



OneLink, Inc.







Statements of Cash Flows


Nine Months Ended September 30,2003
    
    2002(unaudited)Operating activitiesNet loss
    
    $
    (97,167
    )
    
    $
    (932,300
    )Adjustments to reconcile net loss to net cash used in
operating activities:Depreciation and amortization
    
    
    
    
    
    
    210,326Net gain on disposal of property and equipment
    
    
    
    
    
    
    (7,241
    )Loss on sale of TeleSmart and TeleMetrics products
    
    
    
    
    
    
    336,507Changes in operating assets and liabilities:Trade accounts receivable
    
    
    
    
    
    
    144,247Prepaid expenses and deposits
    
    
    30,536
    
    
    
    85,447Accounts payable and accrued expenses
    
    
    3,936
    
    
    
    (40,019
    )Deferred revenue
    
    
    
    
    
    
    (53,916
    )Net cash used in operating activities:
    
    
    (62,695
    )
    
    
    (256,949
    )Investing activitiesProceeds from the sale of property and equipment
    
    
    
    
    
    
    123,019Net cash provided by investing activities:
    
    
    
    
    
    
    123,019Financing activitiesProceeds from loans payable  related parties
    
    
    47,000
    
    
    
    Proceeds from sale of common stock
    
    
    130,480
    
    
    
    Payments on loans payable  related parties
    
    
    (5,000
    )
    
    
    Net cash provided by financing activities:
    
    
    172,480
    
    
    
    Increase (decrease) in cash
    
    
    109,785
    
    
    
    (133,930
    )Cash at beginning of the period
    
    
    3,346
    
    
    
    147,768Cash at end of the period:
    
    $
    113,131
    
    
    $
    13,838Supplemental cash flow informationCash paid for interest
    
    $
    
    
    
    $
    Cash paid for income taxes
    
    
    
    
    
    
    Supplemental non-cash investing and financing activities:Accounts received related to the sale of the TeleSmart and
TeleMetrics products
    
    $
    
    
    
    $
    214,300Conversion of loans payable  related parties to common stock
    
    
    (42,000
    )
    
    
    Stock subscription receivable
    
    
    (100,000
    )
    
    
    


See accompanying notes to financial statements.

3



---



##### Table of Contents









OneLink, Inc.
Notes to Financial Statements
September 30, 2003 and 2002
(unaudited)

Note 1. Summary of Significant Accounting Policies.

Interim Financial Information. The accompanying unaudited financial
statements have been prepared in accordance with accounting principles
generally accepted in the United States of America and pursuant to the rules
and regulations of the U. S. Securities and Exchange Commission for interim
financial information. Accordingly, certain information and footnote
disclosures normally included in financial statements prepared in accordance
with accounting principles generally accepted in the United States of America
have been omitted pursuant to such rules and regulations. Operating results
for the three and nine months ended September 30, 2003 are not necessarily
indicative of the results that may be expected for the year ending December 31,
2003. The accompanying financial statements and related notes should be read
in conjunction with the Companys audited financial statements, and notes
thereto, for the fiscal year ended December 31, 2002, contained in its Annual
Report on Form 10-KSB for the year ended December 31, 2002 (Readers should also
carefully review Note 2 below discussing the sale of assets).

The financial information furnished reflects, in the opinion of
management, all adjustments, consisting of normal recurring accruals, necessary
for a fair presentation of the results of the interim periods presented.

Revenue Recognition. Revenue for services was recognized at the end of
each month in which services were provided. Revenue for product sales was
recorded upon shipment. Revenue on certain contracts may have required revenue
recognition under contract accounting rules, whereby revenue was recognized on
a percentage-of-completion basis. Billings in excess of costs and estimated
earnings were included in deferred revenue. The Company ensured that the
transactions complied with the seven conditions and six considerations
contained in Accounting and Auditing Enforcement Release No. 108 of the SEC.

Net Loss Per Common Share. Basic and diluted loss per common share is
computed by dividing net loss by the weighted-average number of common shares
outstanding for the reporting period. Dilutive common-equivalent shares have
not been included in the computation of diluted net loss per share because
their inclusion would be antidilutive. Antidilutive common equivalent shares
issuable based on future exercise of stock options or warrants could
potentially dilute basic loss per common share in subsequent years. All
options and warrants outstanding were antidilutive for the three and nine
months ended September 30, 2003 and 2002.

Stock Based Compensation.In accordance with Accounting Principles Board
(APB) Opinion No. 25 and related interpretations, the Company uses the
intrinsic value-based method for measuring stock-based compensation cost which
measures compensation costs in excess, if any, of the quoted market price of
the Companys common stock at the grant date over the amount the employee must
pay for the stock. The Companys general policy is to grant stock options at
fair value at the date of grant. Options and warrants issued to nonemployees
are recorded at fair value, as required by SFAS No. 123 Accounting for Stock
Based Compensation, using the Black-Scholes pricing model.

No compensation cost has been recognized in the accompanying consolidated
statements of operations for the three months ended September 30, 2003 and
2002, respectively, and no compensation cost has been recognized in the
accompanying consolidated statements of operations for the nine months ended
September 30, 2003 and 2002, respectively. Had compensation costs for the
Companys stock options and warrants been determined based on the fair value at
the grant dates consistent with the method of SFAS No. 123, the Companys net
loss and net loss per share would have been changed to the approximate pro
forma amounts indicated below:

4



---



##### Table of Contents



For the Three Months Ended
    
    For the Nine Months EndedSeptember 30,
    
    September 30,2003
    
    2002
    
    2003
    
    2002Net loss:As reported
    
    $
    (44,638
    )
    
    $
    (134,897
    )
    
    $
    (97,167
    )
    
    $
    (932,300
    )Pro forma
    
    
    (64,638
    )
    
    
    (134,897
    )
    
    
    (117,167
    )
    
    
    (932,300
    )Basic and diluted
net loss per common
shareAs reported
    
    $
    (0.00
    )
    
    $
    (0.01
    )
    
    $
    (0.01
    )
    
    $
    (0.09
    )Pro forma
    
    
    (0.01
    )
    
    
    (0.01
    )
    
    
    (0.01
    )
    
    
    (0.09
    )Stock-based
compensationAs reported
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0Pro forma
    
    
    20,000
    
    
    
    0
    
    
    
    20,000
    
    
    
    0


The following significant assumptions were utilized to calculate the fair
value information presented utilizing the Black-Scholes pricing model:

For the Nine Months Ended September 30,
    
    For the Three Months Ended September 30,2003
    
    2002
    
    2003
    
    2002Risk Free interest rate
    
    
    3.11
    %
    
    
    N/A
    
    
    
    3.11
    %
    
    
    N/AExpected life
    
    5.00 years
    
    
    N/A
    
    
    5.00 years
    
    
    N/AExpected volatility
    
    
    385
    %
    
    
    N/A
    
    
    
    385
    %
    
    
    N/AExpected dividends
    
    
    
    
    
    
    N/A
    
    
    
    
    
    
    
    N/A


Note 2. Sale of Assets

On April 24, 2002, the Company announced that its ability to generate cash
flows was severely impacted by the downturn in the telecommunications market.
The severe downturn greatly delayed the deployment of the Companys products by
Regional Bell Operating Companies. On June 3, 2002, the Company announced that
a letter of intent was signed with CallVision, Inc. pursuant to which
CallVision agreed in principle to purchase substantially all of the Companys
assets. The Company entered into an asset purchase agreement with CallVision,
Inc. on June 28, 2002, and ceased operations as of July 1, 2002. On December
6, 2002, the Companys shareholders approved the asset sale and on December 11,
2002, the Company closed on its sale of substantially all of its assets to
CallVision. The proceeds received from the sale of the Companys assets were
not sufficient to allow the Company to make any distributions to the Companys
shareholders.

Pursuant to the asset purchase agreement with CallVision, the Company sold
substantially all its assets in exchange for cash payments of $214,300. Upon
the execution and delivery of the asset purchase agreement, CallVision paid the
Company $100,000 in cash, plus an additional $14,300 in cash for the Companys
June 2002 office rent and T-1 bandwidth. At the closing of the asset sale,
CallVision paid the Company $100,000 in cash. The Company will also receive an
amount equal to 15% of revenue generated from certain sales of current or
future versions of the Companys TeleSmart and TeleMetrics products during the
period from closing through December 31, 2003. To date, the Company has
received no revenue from such sales. The proceeds received from the sale of
the Companys assets were not sufficient to allow the Company to make any
distributions to the Companys shareholders. During the year ended December
31, 2002, the Company recorded a loss of approximately $337,000 related to a
long-term prepaid expense, and property and equipment sold to CallVision in
connection with the asset sale to CallVision.

The Company believes that the asset sale enables the Company to seek a
business combination or other transaction with an opportunity that will be more
attractive than the Companys former telecommunications-based
business-intelligence services business. The Company hopes to utilize its
remaining capital structure to attract a business opportunity that will
maximize potential value to shareholders. However, current market and economic
conditions may reduce the number of privately held companies seeking access to
the public markets. These factors

5



---



##### Table of Contents



and conditions are beyond our control, and
may make it difficult or impossible to identify and/or consummate a merger with
a privately held company seeking access to the public markets. If additional
financing is not available, the Company may be forced to discontinue its
business, and investments in the Companys securities may be lost.

Note 3. Related Party Transactions

During the nine months ended September 30, 2003, the Company received
loans totaling $47,000 from three related parties. The loans were unsecured,
non-interest bearing and due upon demand. In September 2003, $42,000 of the
loans was converted into 2,100,000 shares of the Companys $.01 par value
common stock at $.02 per share and $5,000 of the loans was repaid.

A corporation, owned by a director and officer of the the Company and
employing another director and officer of the Company, received payments for
rent and consulting services of $10,302 during the three and nine months ended
September 30, 2003.

Note 4. Sale of Common Stock

On July 25, 2003, a special committee of the Board of Directors of the
Company approved the private placement of up to 14,000,000 shares of the
Companys $.01 par value common stock to a select number of investors. The
purchase price of the common shares was set at $.02 per share.

On September 30, 2003, the Company completed the private placement of
13,624,000 shares of the Companys common stock. Total proceeds from the
private placement totaled $272,480, of which $130,480 was received in cash,
$42,000 was a conversion of loans payable to related parties and $100,000 was
received as stock subscriptions receivable.







Item 2. Managements Discussion and Analysis or Plan of Operation

The accompanying managements discussion and analysis of the Companys
financial condition and results of operations should be read in conjunction
with Managements Discussion and Analysis of Financial Condition and Results of
Operations and the Companys audited financial statements, and notes thereto,
for the fiscal year ended December 31, 2002, included in our Annual Report on
Form 10-KSB for the year ended December 31, 2002.

Results of Operations

The Three and Nine Months Ended September 30, 2003 Compared to the Three and
Nine Months Ended September 30, 2002

Revenues.The Companys revenues for both the three and nine months ended
September 30, 2003 was $0, compared to $0 and $557,000 for the three and nine
months ended September 30, 2002, respectively. The decrease in revenues for
the nine months ended September 30, 2003 as compared to the nine months ended
September 30, 2002, is the result of the Company ceasing operations on July 1,
2002.

Cost of Revenues and Gross Profit. The Companys cost of revenues for
both the three and nine months ended September 30, 2003 was $0, compared to $0
and $391,000 for the three and nine months ended September 30,
2002, respectively. The decrease for the nine months ended September 30, 2003
as compared to the nine months ended September 30, 2002, was the result of the
Company ceasing operations on July 1, 2002.

Gross profit for both the three and nine months ended September 30, 2003
was $0, compared to $(3,000) and $166,000 for the three and nine months ended
September 30, 2002. Gross profit as a percentage of revenues was 30% for the
nine months ended September 30, 2002.

6



---



##### Table of Contents



Research and Product Development Expenses. Research and product
development expenses for both the three and nine months ended September 30,
2003 were $0, compared to $0 and $40,000 for the three and nine months ended
September 30, 2002, respectively, The decrease in research and product
development expenses was the result of the Company ceasing operations on July
1, 2002.

Selling Expenses. Selling expenses for both the three and nine months
ended September 30, 2003 was $0, compared to $0 and $32,000 for the three and
nine months ended September 30, 2002, respectively.

General and Administrative Expenses. General and administrative expenses
for the three and nine months ended September 30, 2003 were $45,000 and
$97,000, respectively, consisting mainly of insurance, travel, legal and
accounting expenses, compared to $145,000 and $709,000 for the three and nine
months ended September 30, 2002, respectively. The decreases mainly resulted
from reductions of overall expenses of the Company and were also due to the
Company ceasing operations on July 1, 2002.

Other Income and Expense.During the nine months ended September 30,
2002, the Company recorded an impairment loss on long-term prepaid expense and
property and equipment sold to CallVision, Inc. of $337,000. Other
non-interest income was $12,000 and $19,000 for the three and nine months ended
September 30, 2002, respectively, including finance charges and a gain from the
sale of miscellaneous property and equipment.

Net Loss. The Company incurred a net loss of $45,000 and $97,000 for the
three and nine months ended September 30, 2003, compared to a net loss of
$135,000 and $932,000, respectively, for the comparable periods in the prior
year. These reductions are primarily the result of the Company ceasing
operations on July 1, 2002 and other factors noted above.

Liquidity and Capital Resources. The Company had a working capital of
$85,000 and $9,000 at September 30, 2003 and December 31, 2002, respectively.
Cash used in operations was $63,000 and $257,000 for the nine months ended
September 30, 2003 and 2002, respectively. In 2003, the primary use of cash in
operations was to fund the Companys net loss partially offset by a decrease in
prepaid expenses and deposits. Cash was used to fund the Companys net loss
for the nine months ended September 30, 2002.

Cash provided by investing activities was $123,000 for the nine months
ended September 30, 2002, primarily related to the sale of miscellaneous
property and equipment.

Cash provided from financing activities was $172,000 for the nine months
ended September 30, 2003. Cash was provided from the sale of the Companys
common stock, as described in Note 4.

On July 1, 2002 the Company ceased business operations. Accordingly, the
Company engaged in no business operations during the three and nine months
ended September 30, 2003, and does not expect to resume business operations (of
any character) in the near future. Because the Company does not anticipate
engaging in any business operations, the Company does not expect to have any
income from operations in the near future. The Company continues to
investigate various business opportunities and hopes to utilize its capital
structure to attract a business opportunity that will maximize potential value
to shareholders.

On June 28, 2002, the Company entered into an asset purchase agreement
with CallVision, Inc., a Washington corporation, pursuant to which the Company
agreed to sell substantially all of its assets to CallVision. On December 6,
2002, the Companys shareholders approved the asset sale and on December 11,
2002, the Company closed on its sale of substantially all of its assets to
CallVision. The Company has ceased conducting business operations and has
transferred physical possession of its operating assets to CallVision.

The Company believes that with the proceeds from its recent private
placement, including the stock subscriptions receivable, it has enough
capital to fund its current operations for the next twelve months.

Critical Accounting Estimates

The Companys critical accounting policies are those (i) having the most
impact on the reporting of its financial condition and results, and (ii)
requiring significant judgments and estimates. Due to the cessation of
operations, the Company does not believe it has any critical policies or
procedures.

7



---



##### Table of Contents



Forward Looking Statements

This Form 10-QSB contains certain forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended. All statements
included herein regarding activities, events or developments that the Company
expect, believe or anticipate will or may occur in the future, including such
things as future capital expenditures (including the amount and nature
thereof), business strategy and measures to implement strategy, competitive
strengths, goals, expansion and other such matters are forward-looking
statements.

Actual events may differ materially from those anticipated in the
forward-looking statements. Important factors that may cause such a difference
include the exhaustion of the Companys working capital, the inability to
continue preparing and filing SEC disclosure reports and the inability to
identify or consummate a merger with a privately held company. For additional
information regarding these and other factors, see our Annual Report on Form
10-KSB for the year ended December 31, 2002 and other recent filings with the
SEC.







Item 3. Controls and Procedures

We carried out an evaluation, with the participation of our chief
executive and chief financial officers, of the effectiveness, as of September
30, 2003, of our disclosure controls and procedures (as defined in Rules
13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934). Based upon
that evaluation, our chief executive officer and chief financial officer
concluded that our disclosure controls and procedures are effective in alerting
them on a timely basis to material information required to be disclosed in our
periodic reports to the Securities and Exchange Commission.







PART II Other Information







Item 6. Exhibits and Reports on Form 8-K

(a) Exhibits

31.1
    
    Rule 13a-14(a) Certification of Chief Executive Officer.31.2
    
    Rule 13a-14(a) Certification of Chief Financial Officer.32
    
    Section 1350 Certification.


(b) Reports on Form 8-K

None


8



---



##### Table of Contents









SIGNATURES

Pursuant to the registration requirements of the Securities Exchange Act
of 1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.

ONELINK, INCDate: November 3, 2003
    
    By:
    
    /s/ Ronald E. EibensteinerTitle:
    
    President and Chief Executive OfficerDate: November 3, 2003
    
    By:
    
    /s/ Brian D. NieburTitle:
    
    Chief Financial Officer
(Principal Accounting Officer)


9