{DWW505056.DOC;1/60571.042001/}13
                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C.  20549
                   __________________________________________

                                   FORM 10-KSB
(Mark  one)
[  ]  Annual  report under section 13 or 15(d) of the Securities Exchange Act of
      1934
                            For the fiscal year ended ---------------
                                       OR
[x]  Transition  report under section 13 or 15(d) of the Securities Exchange Act
     of 1934
  For the transition Period from   January 1, 2001   to   September 30, 2001
                                   ---------------        ------------------

                      Commission file number:       0-28475
                                             --------------

                          KOALA INTERNATIONAL WIRELESS INC.
                          ---------------------------------
                 (Name of small business issuer in its charter)

                               Nevada                               76-0616468
                            ---------                               ----------
                 (State or other jurisdiction                       (I.R.S.
                  of incorporation or organization)                 Employer
                                                             Identification No.)

               #676, 141 - 757 West Hastings Street
               Vancouver, British Columbia, Canada        V6C 1A1
               -------------------------------------      -------
             (Address of principal executive offices)    (Zip Code)

               Issuer's telephone number:          (604) 681-7806
                                                   --------------

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

Securities  registered under Section 12(g) of the Act:   Common Stock, par value
                                                       -------------------------
                                                              $0.001  per  share
                                                              ------------------
                                                              (Title  of  class)

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

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

Registrant's  revenues  for  its  most  recent  fiscal  year:     $nil
                                                              --------

As  of December 14, 2001, the aggregate market value of the voting common equity
held  by non-affiliates of the registrant was approximately $25,980,000 based on
the  closing trade reported on the NASD Over-the-Counter Bulletin Board National
Quotation  System.  Shares of common stock held by each officer and director and
by  each  person  who  owns five percent or more of the outstanding common stock
have been excluded from this calculation as such persons may be considered to be
affiliated  with  the  Company.

On  December  14,  2001,  the  registrant had 12,500,000 shares of Common Stock,
$0.001  par  value  per  share,  issued  and  outstanding.

Documents  incorporated  by  reference:  None

           Transitional Small Business Disclosure Format:  Yes [ ]   No [X]
                                        1
<PAGE>
                        KOALA INTERNATIONAL WIRELESS INC.

                                    Index to
                    Transitional Annual Report on Form 10-KSB
                      For the Year Ended September 30, 2001

Part  I                                                                    Page
-------                                                                    ----
Item  1     Description  of  Business                                         3
Item  2     Description  of  Property                                         7
Item  3     Legal  Proceedings                                                7
Item  4     Submission  of  Matters  to  a  Vote  of  Security  Holders       7

Part  II
--------
Item  5     Market  for  Common  Equity  and  Related  Stockholder Matters    7
Item  6     Management's  Discussion  and  Analysis  of  Financial
            Condition  or  Plan  of  Operation                                8
Item  7     Financial  Statements                                            13
Item  8     Changes  In  and  Disagreements  With  Accountants on
            Accounting and Financial  Disclosure                             24

Part  III
---------
Item  9     Directors,  Executive  Officers,  Promoters  and  Control
            Persons; Compliance With  Section 16(a) of the Exchange  Act     24
Item  10    Executive  Compensation                                          26
Item  11    Security  Ownership  of  Certain  Beneficial  Owners
            and Management                                                   26
Item  12    Certain  Relationships  and  Related  Transactions               27
Item  13    Exhibits  and  Reports  on  Form  8-K                            27

Signatures                                                                   29
                                        2
<PAGE>
                                     PART I

                           FORWARD-LOOKING STATEMENTS

Except  for  the  historical information presented in this document, the matters
discussed  in  this  Form  10-KSB,  and  specifically  in  the sections entitled
"Description of Business" and "Management's Discussion and Analysis of Financial
Condition  or  Plan  of  Operation," or otherwise incorporated by reference into
this  document  contain "forward-looking statements" (as such term is defined in
the  Private Securities Litigation Reform Act of 1995).  These statements can be
identified  by  the  use  of  forward-looking  terminology  such  as "believes,"
"plans,"  "expects," "may," "will," "intends," "should," or "anticipates" or the
negative  thereof  or  other variations thereon or comparable terminology, or by
discussions  of  strategy that involve risks and uncertainties.  The safe harbor
provisions  of  Section  21E of the Securities Exchange Act of 1934, as amended,
and  Section  27A  of  the  Securities  Act  of  1933,  as  amended,  apply  to
forward-looking  statements  made by the Registrant.  You should not place undue
reliance  on  forward-looking  statements.  Forward-looking  statements  involve
risks  and uncertainties, including those identified within the section entitled
"Outlook:  Issues  and  Uncertainties"  and  elsewhere  in,  or  incorporated by
reference  into,  this  Form  10-KSB.  The  actual  results  that the Registrant
achieves  may  differ materially from any forward-looking statements due to such
risks  and uncertainties.  These forward-looking statements are based on current
expectations,  and  the  Registrant  assumes  no  obligation  to  update  this
information.  Readers  are  urged  to  carefully review and consider the various
disclosures  made  by  the Registrant in this Transitional Annual Report on Form
10-KSB  and  in  the  Registrant's  other  reports filed with the Securities and
Exchange  Commission  that attempt to advise interested parties of the risks and
factors  that  may  affect  the  Registrant's  business.

ITEM  1.  DESCRIPTION  OF  BUSINESS
------------------------------------

CORPORATE  BACKGROUND

Koala  International  Wireless  Inc.  (formerly  Kettle  River  Group Inc.) (the
"Company")  is  a developmental stage company that was incorporated in Nevada on
August  18,  1999.  From  inception  through  September  30, 2001, the Company's
activities have been organizational, directed at raising its initial capital and
developing  its  business  plan.  On  February  14, 2000, the Company acquired a
license  to  distribute  Vitaminalherb.com  products  to  health  and  fitness
professionals in Great Britain.  The Company's business plan has been focused on
preparing  to sell vitamins and related products through the Internet to markets
within  the  geographic  territory  of  Great  Britain but has not yet commenced
selling  the  products.

In  June  2001,  the Company decided to diversify its business plan and began to
investigate  other  businesses,  at  which  time  the  opportunity  to  acquire
Urbanesq.com,  Inc.  ("Urbanesq"), a private Ontario corporation which owned the
rights  to  a  handheld  communications  device, arose.  Pursuant to a Voluntary
Share  Exchange  Agreement (the "Agreement") dated October 18, 2001, the Company
acquired  all  of  the  outstanding  shares of common stock of Urbanesq from the
stockholders of Urbanesq in exchange for an aggregate of 6,500,000 shares of its
common  stock  (the  "Exchange").  Immediately  following  the Exchange, certain
stockholders  of  the  Company  surrendered  an aggregate of 7,500,000 shares of
common  stock  to  the Company, which were immediately cancelled by the Company.
The  Exchange  was effectively a reverse takeover of the Company by Urbanesq, in
that  the  stockholders  of  Urbanesq  became  majority holders of the Company's
outstanding  common  stock.  Shortly  after  the  Exchange,  new  directors  and
officers  were  appointed.  On December 5, 2001, the stockholders of the Company
voted  to  adopt  Amended  and  Restated  Articles of Incorporation, including a
change  of  the  Company's name to Koala International Wireless Inc.  A few days
thereafter,  the  Company's  trading  symbol  was  changed  from  KTLR to KIWI.

The  Company's  principal  executive offices are located at #676, 141 - 757 West
Hastings  Street,  Vancouver,  British  Columbia,  Canada,  V6C  1A1.

PLANNED  FUTURE  OPERATIONS

The  Hipster  Business
-----------------------

One  of  the  Company's  businesses  following its acquisition of Urbanesq is to
produce  and  market  a product called the Hipster and the subscription services
associated  with  that  product.  The Hipster is a sleek music and communication
                                        3
<PAGE>
delivery  machine  about the size of a Palm Pilot or a Blackberry that fits on a
belt  and  connects  to  a  set of stereo earphones.  The Hipster is designed to
access  information from the Internet.  The plan is to deliver multiple services
on  a subscription basis, including the cost of hardware, in a manner similar to
the  way  a consumer currently pays for a cellular telephone.  The target market
for  the Hipster will be the teen and young adult market.  Information about the
Hipster  and  for  the  Hipster will be put on the Internet at www.hipster.com.

The  Hipster  is  designed  to be a universal, portable communications tool that
keeps  the  consumer  in  touch  with others.  In addition, it will provide easy
access  to  a large variety of music.  The Company intends to market the Hipster
as  a trusted and instantaneous source of information for young adult activities
and  events.

The  key  features  of  the  Hipster  will  be  as  follows:

     A  Full  Function Portable Digital Music Player. The Hipster is designed to
enable  full  use  of  proprietary  and  public  domain  drivers and technology,
including  the  ability to download music files directly from the user's home PC
or  the  user's private library at www.myhipster.com (or when at home by linking
to  the  user's  personal  computer  at  www.hipster.com).

     A  Fully Functional Internet and RF Radio Receiver.  The plan is to offer a
superior  selection  of  real  time international radio broadcasting through the
Hipster.  Through  the relationship with RadioTower.com, the Hipster is expected
to  be  able  to obtain real time access to over 1,300 digitally delivered radio
stations.

     Interface.  A  full function keyboard and screen will be installed with the
open  architecture  and  user-friendly  software,  which will enable the user to
control  the  unit  and  access  to  various  services.

     Digital  Text  Messaging.  An integrated digital text messenger and instant
email/voicemail  system  will  be  integrated into the unit to enable an instant
text  and  voice  messaging  system  and  a  text  chat function to the device.

The  consumer  will simply pay one low monthly subscription fee to connect to an
extensive  source  of  music and information, including selected radio stations,
low  cost  digitally  delivered  CDs,  calendars  of  concerts  and  events, and
unlimited  text  communication.  In  addition  to the base subscription revenue,
over  the  long-term  the  Company  plans  to  generate revenue through sales of
upgrade  and  add-on products, radio station and Internet site advertising, long
distance  and  local  Internet  telephone  subscriptions,  and  credit services.

The  Company  has  agreed  in  principal to have Bolton Pass Electronics Inc. of
Knowlton,  Quebec  be  the  manufacturer  of  the  Hipster.  However, no written
agreement  has  been  signed  to  date.

Marketing  and  Distribution

One  option  is  to  market and sell the Hipster in a traditional manner through
music  and  technology  stores,  thereby  earning  the store a percentage of the
up-front  sales  price  and  providing  the  recipient  with  the  first year of
subscription  free.  This  is a rather costly approach for the Company, however,
due  to the amount of resources expended up front on distribution and marketing,
and  for  the  user  due  to  the  amount  that  a  user will be expected to pay
initially.

As  an alternative, the Company has identified another means of distributing its
product.  The  Hipster  can  initially be distributed as a give away promotional
device  in an integrated program connected to one or more major lifestyle brands
that  are  targeted  to  teens  and  young  adults.

The Company's plan is to market the Hipster as an alternative to  purchasing CDs
or  CD  players.  The  Hipster  web-site  is  expected  to  provide  a marketing
opportunity  for  advertisers,  sponsors,  and merchants looking to reach target
markets.  It  is  expected  to bring live urban-oriented events, music, cultural
content,  and a targeted product lines to the consumer through the Internet. The
Company  plans  to  market  its  web-site  to  sponsors  based  on the following
attributes: a large volume site that  links consumers to the sponsor's web-site;
a  visual  advertising  site;  an  opportunity  to make special offers to target
markets;  and  a  forum  to  sell  products.
                                        4
<PAGE>
The  recording  artists  will  be  awarded  in  a  couple  of ways.  There is an
established  protocol  for radio stations to pay royalties to recording artists.
They  pay  a  royalty  fee  for  each  record they play based on their estimated
audience.  These  fees  are  paid to the government in the jurisdiction in which
they  are based (in Canada the body is SOCAN). The Company proposes to establish
a  network  of stations that honors this protocol.  The Company is seeking legal
advice to confirm that it will fall under this protocol when the consumer delays
listening  to  the  station  storing  the  data.

Competition

The  Hipster  will  compete  in the mass communication market alongside personal
music  players  and cellular telephones.  Many of the Company's competitors have
successful  sales,  established  employees,  research  and  development budgets,
market  acceptance and penetration and a strong overall financial condition. The
Company  believes  that  the  concept  and  design  of  the Hipster will surpass
competitors' designs. The Company is smaller in size and resources when compared
to  its  competitors.

The  Company  plans  to  attract  and  retain  consumers by doing the following:

     Direct  sales  to  purchasers  via  advertising  in  selected magazines and
       journals;
     Direct  sales  via  trade  shows;
     Promotion  in  local  and  national  dealer  showrooms;  and
     Reviews  in  trade  journals  and  other  similar  media  forums.

The  Company is working to be first to market with a handheld personal computing
device  specifically  for  teens  and  young  adults. The Hipster's low cost and
ability  to  access  music  quickly  and  in  large  volumes  will  be  two  key
competitive  advantages.

Research  and  Development

Urbanesq  has  spent $139,646 in fiscal 2001 developing its web-site and $58,520
(net  of  $14,345  in  depreciation)  on  capital  assets consisting of computer
equipment.  The  Company  plans  to  continue  to  develop  the  Hipster and its
web-site  as  well  as  add-on  features  for  the  Hipster.

Regulatory  Environment

The  manufacture  and  use of the Hipster may be subject to regulation by one or
more  federal  agencies, including the Federal Trade Commission and the Canadian
Radio  and  Television  Commission.  These  activities  also may be regulated by
various  agencies  of  the  states,  localities  and  foreign countries in which
consumers  reside.

Intellectual  Property  Protection

Urbanesq  has  made  many  enhancements  to its concept, resulting in an optimum
design  for  which  a  patent  application  may be submitted by the Company.  No
intellectual  property  related  applications  have  been  filed  or  prepared.
Confidentiality  policies  are  internally implemented by the Company to protect
the  proprietary  information  and  know-how.

Vitamineralherb.com  Business
-----------------------------

The  Company  is  in  its  developmental  stage with respect to both its Hipster
business and Vitamineralherb.com business.  At this time, the Company intends to
pursue  both  lines  of  business.

The  Company intends to allocate sufficient resources to its Vitamineralherb.com
license  in  order  to  adequately  evaluate  the  market  potential,  sales and
regulatory  environment  of its territory of Great Britain.  It is the intention
of  the Company to finance the market and territory evaluation by raising future
equity  funds,  possible  stockholder  advances  and  trade  accounts  payable.
                                        5
<PAGE>
The  license  agreement  with  Vitamineralherb.com  grants an exclusive right to
distribute  Vitamineralherb.com  products to health and fitness professionals in
Great  Britain.  To  date,  the  Company's  activities  in  this  area have been
organizational,  directed  at acquiring the asset and developing  its  business.

The  specific  steps  in  the Company's business plan are to conduct a survey to
determine  its  core  target market from amongst the potential clients under its
Vitermineralherb.com  license,  hire a commissioned consulting company to market
and  sell  the  products,  advertise  and  begin making sales.  The Company will
achieve implementation of its business plan by meeting the following objectives:

     Conduct  Market  Research.  In  the  first  quarter  of  2002,  the Company
intends  to  hire  a consulting company, Clinica Natural Limited, experienced in
the marketing and sale of similar products to those being sold by the Company to
conduct  research  into  the  various  potential  target  markets  under  its
Vitamineralherb.com  license  and  the  regulatory environment in Great Britain.
Some  potential target markets include medical professionals, alternative health
professionals,  martial  arts  studios  and  instructors,  sports  and  fitness
trainers,  and  other  similar  types of customers, to determine its core target
audience  and  to  begin  to develop a base of customers to be used for referral
purposes.  The  market  analysis  research will likely consist of a telephone or
email  survey  to  between 100 and 200 prospective clients, focusing on three or
four  of  the  core  target markets, such as alternative medicine practitioners,
health  clubs  and  medical  professionals.  The  survey  is  likely  to contain
questions  that  are  intended  to  determine  the  marketing  approach  and
acceptability  of specific products in that geographic territory.  The survey is
expected  to  take  approximately  four to six weeks.  The cost of the survey is
estimated  to  be  approximately  $1,500.

     Hire  Salespersons.  The  Company  plans  to hire a consulting company on a
commission  basis  who  will  then  hire  independent  contractors  to  sell the
Vitamineralherb.com  program in Great Britain.  The number of persons contracted
to sell  the products will depend upon the results of the market research but is
planned  to  be one or two individuals over the next year.  Since no significant
inventory  will  be  kept in Great Britain, the Company does not plan to have an
office in Great Britain.  Rather, the salespersons will work out of their homes.
The  Company  anticipates  that  they will spend most of their time meeting with
prospective clients.  The hiring process will include placing  advertisements in
local  newspapers and conducting interviews.  It is anticipated that the process
of  hiring  salespersons will take place at the end of the first or beginning of
the  second  quarter  of  2002.  The  cost  to  the  Company  of  hiring  the
salespersons  is  estimated  to  be  approximately  $2,000.00.

     Develop  and  Implement  an  Advertising Campaign. Clinica Natural Limited,
the  consulting  company,  will also assist the Company with the development and
implementation  of an advertising campaign based on the market research results.
It  is  anticipated  that it will take approximately six to ten weeks to develop
the  advertising  campaign  and  the  cost  to  the  Company  is estimated to be
approximately $15,000 to $20,000.  Implementation of the advertising campaign is
expected  to  begin  with  mailing  sales  materials  to  the identified list of
prospects.  Approximately  two  to  four weeks thereafter, the salespersons will
begin telephone follow-ups and scheduling sales calls.  It is estimated that the
first  round  of  sales  calls  will take approximately eight to twelve weeks to
complete.

     Generate  Revenues.  It  is  difficult to quantify how long it will take to
convert a sales call into actual sales and revenues.  The Company will not begin
receiving  orders until its sales force is able to convince potential clients to
begin  offering such products to their customers, or to convert from an existing
supplier.  The  Company  hopes  that  clients  would begin placing orders within
weeks  of  a  sales  call, but it may take several months before people begin to
purchase  the products.  The Company's objective is to begin generating revenues
over  the  next 12 months.  There is no assurance that the Company will meet its
objective  of  generating  revenues  over  the  next  year  or  at  all.

As  discussed more fully in the Management's Discussion and Analysis - Liquidity
and  Capital  Resources  section,  the  expenses  of  implementing the Company's
business  plan,  both  the Hipster product and the Vitamineralherb.com products,
will  exceed  the Company's current  funding.  The Company, therefore, will have
to  obtain  additional  funding through an offering of its securities or through
capital  contributions  from  its  stockholders.  No  commitments  to  provide
additional  funds  have  been  made by management or stockholders.  Accordingly,
there  can  be no assurance that any additional funds will be available on terms
acceptable  to  the  Company  or  at  all.
                                        6
<PAGE>
EMPLOYEES

As  of  December  14,  2001,  the  Company  had  no  employees and conducted its
operations  with the use of consultants to the Company.  Of these consultants, 3
were  classified as executive officers, two as administrative personnel, and two
sales  and  marketing.  The  Company  believes its future success will depend in
large  part  on  its  continuing  ability  to  attract, train and retain skilled
technical,  sales,  marketing  and  customer  support  personnel  in addition to
obtaining  adequate  financing.

ITEM  2.  DESCRIPTION  OF  PROPERTY
-----------------------------------

The  Company's  principal  executive offices are located at #676, 141 - 757 West
Hastings  Street,  Vancouver,  British  Columbia,  Canada.  There  it  occupies
approximately  700  square  feet.  The Company currently does not have any lease
payments  as  the  office is shared with other companies.  The Company will find
alternative  office  space  once  it  commences  production and marketing of the
Hipster  product.

ITEM  3.  LEGAL  PROCEEDINGS
----------------------------

To  the  knowledge  of the Company's executive management and directors, neither
the Company nor its subsidiaries are party to any legal proceeding or litigation
and  none  of  its property is the subject of a pending legal proceeding and the
executive  officers  and  directors  know of no other threatened or contemplated
legal  proceedings  or  litigation.

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

No  matters were submitted to the stockholders during the quarterly period ended
September  30,  2001.

                                     PART II

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

The  Company's  common  stock  was  approved for trading on the Over-the-Counter
Bulletin  Board (OTC-BB) under the symbol KTLR on August 24, 2001. In connection
with  the change of the Company's name to Koala International Wireless Inc., the
Company's  trading  symbol  was  changed  to  KIWI  on  December  10,  2001.

On  November 30, 2001, the Company's issued and outstanding common stock totaled
12,500,000  shares,  held by approximately 20 stockholders of record and by an
undetermined  number  of  additional stockholders through nominee or street name
accounts  with  brokers.

The  Company  has  not  paid  dividends  in  prior years and has no plans to pay
dividends  in the near future.  The Company intends to reinvest its earnings, if
any  are  achieved,  in the continued development and operation of its business.
Any  payment  of  dividends  would  depend upon the Company's pattern of growth,
profitability,  financial  condition,  and  such  other  factors as the Board of
Directors  may  deem  relevant.

RECENT  SALES  OF  UNREGISTERED  SECURIITES

On  October 18, 2001, the Company issued 6,500,000 shares of common stock to the
stockholders  of  Urbanesq pursuant to a voluntary share exchange.  The issuance
was  conducted  pursuant  to  an exemption from registration, namely Rule 506 of
Regulation  D  and/or Regulation S under the Securities Act of 1933, as amended.
The  Company  prepared  and  distributed  an offering memorandum to the Urbanesq
stockholders  before  they  signed  the  voluntary  share exchange agreement and
subscribed  for  the  stock.  The 6,500,000 shares of the Company's common stock
held  by  the stockholders of Urbanesq are restricted securities subject to Rule
144  of  the  Act.
                                        7
<PAGE>
ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
--------------------------------------------------------------------------------
OF  OPERATIONS
--------------

The  following  discussion  should  be read in conjunction with the consolidated
financial  statements  included  herein. Certain statements contained herein may
constitute  forward-looking  statements, as discussed at the beginning of Part I
of  this  Transitional  Annual Report. Because such statements include risks and
uncertainties,  actual  results  may  differ  materially from those expressed or
implied  by  such  forward-looking  statements.  Factors  that  could  cause  or
contribute  to  such differences include those discussed in the "Outlook: Issues
and  Uncertainties"  section  of  this  Form  10-KSB.

OVERVIEW

The  Company  is  a  Nevada corporation, incorporated on August 18, 1999.  Since
inception  and  up  through  October  2001,  the Company was a development stage
company  focused  on  acquiring  a  license  to sell nutritional supplements and
organizing  its business to conduct market analysis of its designated territory.

On  October 18, 2001, the Company acquired Urbanesq.com, Inc., a private Ontario
corporation  formed  in August 25, 2000, through a voluntary share exchange with
all  of  the  stockholders  of Urbanesq. The former stockholders of Urbanesq now
hold  6,500,000  shares  of  the Company's common stock. The Company effectively
took  control  of  all of the assets of Urbanesq. Following the acquisition, the
Company  added  to  its  business plan the production and sale of the Hipster, a
hand-held  communications device that sources information from the Internet. The
Company  will  also  continue  to  implement  its  Vitamineralherb.com business.

PLAN  OF  OPERATIONS

The  Company's  business is still in its development stage.  The Company has not
generated  any  revenue  to date.  The Company plans to generate revenue through
the  production and marketing of the Hipster product and potentially through the
sale of Vitamineralherb.com products in its designated territory pursuant to its
license  agreement.

During the period from August 25, 2000 (date of incorporation) through September
30,  2001,  Urbanesq  engaged  in  no  significant  operations  other  than
organizational  activities  and  research and development of its Hipster product
and  web-site.  Urbanesq  received  no  revenues  during  this  period.

For  the  most  recent fiscal year, the Company incurred a loss in the amount of
$36,813 US, an  increase  of  $36,813 US over  the previous year.  The Company's
expenses  increased  from  $0 during the year ended December 31, 2000 to $36,813
during  the  nine  months  ended  September  30,  2001. The change is due to the
Company's  increased business presence and efforts to develop its business plan.
Operation costs over the next year will depend on a number of factors, including
the cost of producing the Hipster, the cost of conducting marketing research and
preparing a marketing campaign for the Hipster, the cost of conducting marketing
research  and  organizing  a  distribution  channel  for the Vitamineralherb.com
products.

The  Company's  business  plan  with  respect  to  its  Hipster  business  is to
continue research and development of the Hipster product, add-ons to the Hipster
product  and the web-site, to commence production of the Hipster and to  conduct
marketing  research  to  determine  the  demand  for  its products in its target
markets.

During the fiscal year ended September 20, 2001, Urbanesq spent $139,646 towards
the research and development of the Hipster and its related website. The Company
intends  to  subcontract  the  production  of  the  Hipster.

With  respect to its Vitamineralherb.com business, the Company intends to hire a
consulting  company  to conduct market and regulatory research of its designated
territory,  Great  Britain,  to  determine the various health and fitness target
markets  for  the Vitamineralherb.com products, to hire commissioned independent
contractors  to market and sell the products in its designated territory via the
Internet,  and  to  develop  and  implement  an  advertising  campaign.
                                        8
<PAGE>
On  October  29,  2001,  the Company changed its fiscal year end to September 30
from  December  31.  This transitional annual report on Form 10-KSB is the first
report  to  be  filed  by  the  Company  following  the  change  in fiscal year.

LIQUIDITY  AND  CAPITAL  RESOURCES

No  material  commitments  for  capital  expenditures were made during the years
ended  September  30,  2001,  2000  and  1999.

The Company estimates the cost of producing and marketing the Hipster product at
$250,000 US.  The  Company  estimates  the cost of conducting marketing research
and  setting  up  a sales distribution structure in its designated territory for
the  Vitamineralherb.com  products  to  be  $25,000 US over  the next 12 months.

As  of  September  30,  2001,  the  Company  had  a net stockholders' deficit of
$38,013, with  accumulated  losses during the development stage of $42,588 US,
including  a  loss  of  $36,813  during the current year.  The current working
capital  deficit  is  $38,013  compared  with  a  working  capital  deficit of
$1,200 the previous year.  There can be no assurance that the Company will be
able  to  continue as a going concern or achieve material revenues or profitable
operations.

The  Company  plans  to utilize a combination of internally generated funds from
operations  over  the next year, potential debt and/or equity financings to fund
its short-term and long-term growth.  The availability of future financings will
depend  on  market  conditions.  A  portion of the funds may be used to grow the
business  through  acquisitions  of  other  businesses.

The  forecast  of  the  period  of  time  through  which the Company's financial
resources  will be adequate to support operations is a forward-looking statement
that  involves  risks  and  uncertainties.  The  actual funding requirements may
differ  materially  from this as a result of a number of factors including plans
to  rapidly  expand its new operations. There can be no guarantee that financing
adequate  to  carry  out  the Company's business plan will be available on terms
acceptable  to  the  Company,  or  at  all.

EFFECT  OF  FLUCTUATIONS  IN  FOREIGN  EXCHANGE  RATES

The Company's reporting and functional currency is the US dollar. Currently, all
of  the  Company's  operations  are  located in Canada. Transactions in Canadian
dollars  have  been  translated into U.S. dollars using the current rate method,
such  that  assets  and  liabilities  are translated at the rates of exchange in
effect  at the balance sheet date and revenue and expenses are translated at the
average rates of exchange during the appropriate fiscal period. As a result, the
carrying  value of the Company's investments in Canada is subject to the risk of
foreign  currency  fluctuations.  Additionally,  any  revenues received from the
Company's international operations in other than U.S. dollars will be subject to
foreign  exchange  risk.

RECENT  ACCOUNTING  PRONOUNCEMENTS

In  June  1998,  the  Financial  Accounting  Standards Board issued Statement of
Financial  Accounting  Standards No. 133, "Accounting for Derivative Instruments
and  Hedging  Activities"  (SFAS  No.  133).  SFAS No. 133 requires companies to
recognize  all  derivatives  contracts  as  either  assets or liabilities in the
balance sheet and to measure them at fair value.  If certain conditions are met,
a  derivative  may be specifically designated as a hedge, the objective of which
is  to  match  the  timing of gain or loss recognition on the hedging derivative
with the recognition of (i) the changes in the fair value of the hedged asset or
liability  that  are attributable to the hedged risk or (ii) the earnings effect
of  the  hedged  forecasted  transaction.  For  a derivative not designated as a
hedging  instrument,  the  gain or loss is recognized in income in the period of
change.  SFAS  No.  133  is  effective  for  all fiscal quarters of fiscal years
beginning  after  June  15,  2000.

Historically,  the  Company has not entered into derivatives contracts either to
hedge existing risks or for speculative purposes.  Accordingly, the Company does
not  expect  adoption  of  the  new  standard  on  January 1, 2001 to affect its
financial  statements.
                                        9
<PAGE>
In  December  1999,  the  SEC  staff released Staff Accounting Bulletin No. 101,
"Revenue  Recognition  in  Financial  Statements" ("SAB 101").  SAB 101 provides
interpretive guidance on the recognition, presentation and disclosure of revenue
in  the  financial  statements.  SAB  101  must  be  applied  to  the  financial
statements  no  later  than  the quarter ending September 30, 2000.  The Company
does not believe that the adoption of SAB 101 will have a material affect on the
Company's  financial  results.

In  March  2000,  the Financial Accounting Standards Board issued Interpretation
No.  44  ("FIN  44")  Accounting  for  Certain  Transactions  Involving  Stock
Compensation,  an  Interpretation  of  APB Opinion No. 25.  FIN 44 clarifies the
application  of  APB  No.  25 for (a) the definition of employee for purposes of
applying  APB  No. 25, (b) the criteria for determining whether a plan qualifies
as  a  non-compensatory  plan,  (c)  the  accounting  consequences  of  various
modifications  to the terms of a previously fixed stock option or award, and (d)
the  accounting  for  an  exchange  of  stock  compensation awards in a business
combination.  FIN  44  is  effective July 2, 2000, but certain conclusions cover
specific  events that occur after either December 15, 1998, or January 12, 2000.
The  Company  will  adopt  FIN  44  in accounting for the stock options granted.

In  March  2000,  EITF  00-2  "Accounting  for  Web  Site Development Costs" was
released.  EITF 00-2 provides guidance on how an entity should account for costs
involved in such areas as planning, developing software to operate the web site,
graphics,  content, and operating expenses.  EITF 00-2 is effective for web site
development  costs  incurred  for fiscal quarters beginning after June 30, 2000.

OUTLOOK:  ISSUES  AND  UNCERTAINTIES

Stockholders  and  prospective  purchasers  of the Company's common stock should
carefully  consider  the  following  risk  factors  in  addition  to  the  other
information  appearing  in  this  Transitional  Annual  Report  on  Form 10-KSB.

BUSINESS  RISKS
---------------

THE  COMPANY MAY REQUIRE ADDITIONAL EQUITY FINANCING, WHICH MAY NOT BE AVAILABLE
AND  MAY  DILUTE  THE  OWNERSHIP  INTERESTS  OF  INVESTORS.

The  Company's  ultimate  success will depend on its ability to raise additional
capital.  No  commitments  to  provide  additional  funds  have  been  made  by
management  or  other  stockholders.  The  Company  has  not  investigated  the
availability,  source  or  terms that might govern the acquisition of additional
financing.  When  additional capital is needed, there is no assurance that funds
will be available from any source or, if available, that they can be obtained on
terms acceptable to the Company.  If unavailable, the Company's operations could
be  severely limited, and it may not be able to implement its business plan.  If
equity  financing  is  used  to  raise additional working capital, the ownership
interests  of  existing  stockholders  may  be  diluted.

THE  COMPANY'S  OPERATING  RESULTS  ARE  LIKELY TO FLUCTUATE SIGNIFICANTLY WHICH
COULD  INCREASE  THE  VOLATILITY  OF  ITS  STOCK  PRICE.

As  a  result  of  the Company's limited operating history and the planned rapid
expansion  of  its  business  operations,  the  Company's  quarterly  and annual
revenues  and  operating  results are likely to fluctuate from period to period.
For  this  reason,  you  should  not rely on period-to-period comparisons of the
Company's  financial  results  as  indications of future results.  The Company's
future  operating  results  could  fall  below the expectations of public market
analysts  or  investors  and significantly reduce the market price of its common
stock.  Fluctuations  in  the  Company's  operating  results  could increase the
volatility  of  its  stock  price.

THE  COMPANY'S  DEPENDENCE  ON  RELATIONSHIPS  WITH  BUSINESSES  AND GOVERNMENTS
OUTSIDE  OF  THE  UNITED STATES MAY NEGATIVELY AFFECT ITS ABILITY TO OPERATE ITS
BUSINESS  AS  PLANNED.

The  Company  depends  on  its  ability  to  establish  and  maintain successful
relationships  with  businesses  and  governments  located outside of the United
States.  If  the Company is unable to establish and maintain such relationships,
it will not be able to implement the business plan in its current configuration,
which  will  affect  both its revenue stream and profit potential.  In addition,
the  Company  faces  political  sovereign  risks  of  conducting  international
business,  including  risks  of  changing  economic conditions, which may have a
material  adverse  effect  on  its  ability  to  expand its operations globally.
                                       10
<PAGE>

THE  COMPANY  MAY  BE UNABLE TO PROTECT ITS INTELLECTUAL PROPERTY, TRADE SECRETS
AND KNOW-HOW WHICH WOULD REMOVE A BARRIER TO COMPETITION AND MAY DIRECTLY AFFECT
THE  AMOUNT  OF  REVENUE  IT  GENERATES.

The Company depends heavily on its Hipster technology.  The Company is dependent
on  its  ability to keep trade secrets and obtain patents on its technologies as
well  as  on  its ability to develop new processes, technologies and products to
meet  the  needs  of  its  marketplace.  Although  the Company intends to employ
various  methods,  including trademarks, patents, copyrights and confidentiality
agreements  with  employees,  consultants and third party businesses, to protect
its  intellectual  property and trade secrets, there can be no assurance that it
will  be  able  to  maintain  the  confidentiality  of  any  of  its proprietary
technologies,  know-how  or trade secrets, or that others will not independently
develop  substantially  equivalent  technology.  The  failure  or  inability  to
protect  these  rights  could  have  a  material adverse effect on the Company's
operations.

THE COMPANY DEPENDS UPON A SMALL NUMBER OF KEY PERSONS TO IMPLEMENT ITS BUSINESS
PLAN,  AND  THE  LOSS  OF  ANY  OF  THEM  MAY  AFFECT  ITS  BUSINESS OPERATIONS.

The  Company  is dependent on several key employees and consultants to implement
its  business plan, and the loss of any of them may affect the Company's ability
to  provide  the  required quality of service and technical support necessary to
achieve  and  maintain a competitive market position. There is no assurance that
these  key  employees  and  consultants  will  continue  to manage the Company's
affairs  in  the  future.  The  Company  has not obtained key man insurance with
respect  to  any  of  its  employees.

THE  COMPANY MAY NOT BE ABLE TO EFFECTIVELY MANAGE ITS GROWTH WHICH COULD HAVE A
MATERIAL  EFFECT  ON  ITS  BUSINESS  OPERATIONS.

The  Company's  ability to manage its growth depends in part upon its ability to
develop and expand operating, management, information and financial systems, and
production  capacity,  which  may  significantly  increase  its future operating
expenses.  No  assurance can be given that it will grow in the future or that it
will  be  able  to  effectively manage such growth.  Its inability to manage its
growth  successfully  could  have  a  material  adverse  effect on its business,
financial  condition and results of operations.  The Company cannot successfully
implement its business model if it fails to manage its growth. The Company plans
to  rapidly  and  significantly  expanded  its  operations  domestically  and
internationally  and  anticipates  further expansion to take advantage of market
opportunities.

INVESTMENT  RISK
----------------

CONCENTRATION  OF OWNERSHIP OF DIRECTORS, OFFICERS AND SIGNIFICANT EMPLOYEES MAY
REDUCE  THE  CONTROL  BY  OTHER  STOCKHOLDERS  OVER  THE  COMPANY.

The Company's directors, officers and other control persons own or exercise full
or  partial  control  over  more than 30.72% of the Company's outstanding common
stock.  As  a result, other investors in the Company's common stock may not have
much  influence  on corporate decision-making. In addition, the concentration of
control  over  the  Company's  common  stock  among the insiders could prevent a
change  in  control  of  the  Company.

THE  COMPANY'S  COMMON  STOCK IS CONSIDERED A "PENNY STOCK", WHICH MAKES IT MORE
DIFFICULT  TO  SELL  THAN  AN  EXCHANGE-TRADED  STOCK.

The  Company's  securities are subject to the Securities and Exchange Commission
rule  that  imposes special sales practice requirements upon broker-dealers that
sell  such  securities  to  other  than  established  customers  or  accredited
investors.  For purposes of the rule, the phrase "accredited investor" means, in
general  terms,  institutions  with  assets  exceeding $5,000,000 or individuals
having net worth in excess of $1,000,000 or having an annual income that exceeds
$200,000  (or  that,  combined  with  a  spouse's income, exceeds $300,000). For
transactions  covered  by  the  rule,  the  broker-dealer  must  make  a special
suitability  determination for the purchaser and receive the purchaser's written
agreement  to  the  transaction  prior  to  the sale. Consequently, the rule may
affect  the  ability of purchasers of the Company's securities to buy or sell in
any  market  that  may  develop.
                                       11
<PAGE>
In  addition,  the  Securities  and  Exchange Commission has adopted a number of
rules  to  regulate "penny stocks." (A "penny stock" is any equity security that
has  a  market  price  of less than $5.00 per share or with an exercise price of
less  than  $5.00  per share, subject to certain exceptions). Such rules include
Rules  3a51-1,  15g-1,  15g-2,  15g-3,  15g-4, 15g-5, 15g-6, and 15g-7 under the
Securities  and  Exchange  Act of 1934, as amended. The rules may further affect
the  ability  of  owners of the Company's shares to sell their securities in any
market  that  may develop for them. Stockholders should be aware that, according
to  the  Securities and Exchange Commission Release No. 34-29093, the market for
penny stocks has suffered in recent years from patterns of fraud and abuse. Such
patterns  include:

-     control of the market for the security by one or a few broker-dealers that
      are  often  related  to  the  promoter  or  issuer;
-     manipulation of prices through prearranged matching of purchases and sales
      and  false  and  misleading  press  releases;
-     "boiler  room"  practices  involving  high  pressure  sales  tactics  and
      unrealistic  price  projections  by  inexperienced  sales  persons;
-     excessive  and  undisclosed  bid-ask  differentials and markups by selling
      broker-dealers;  and
-     the  wholesale  dumping  of  the  same  securities  by  promoters  and
      broker-dealers after prices have been manipulated to a desired level,
      along with the inevitable collapse of those prices with consequent
      investor losses.

THE  ISSUANCE  OF ADDITIONAL SHARES MAY HAVE THE EFFECT OF DILUTING THE INTEREST
OF  STOCKHOLDERS.

Any  additional issuances of common stock by the Company from its authorized but
unissued  shares  may  have  the  effect  of diluting the percentage interest of
existing  stockholders.  Out  of  the  Company's  100,000,000  authorized common
shares,  87,500,000 or approximately 87.5% remain unissued at December 14, 2001.
The  Board  of  Directors has the power to issue such shares without stockholder
approval.  None of the 40,000,000 authorized preferred shares of the Company are
issued. The Company fully intends to issue additional common shares or preferred
shares  in  order  to  raise  capital to fund its business operations and growth
objectives  or  as  compensation for services rendered on behalf of the Company.

BOARD  OF  DIRECTORS' AUTHORITY TO SET RIGHTS AND PREFERENCES OF PREFERRED STOCK
MAY  PREVENT  A  CHANGE  IN  CONTROL  BY  STOCKHOLDERS  OF  COMMON  STOCK.

Preferred  shares  may  be  issued  in  series  from  time  to  time  with  such
designation,  rights,  preferences  and  limitations  as  the Company's Board of
Directors  determines by resolution and without stockholder approval. This is an
anti-takeover  measure. The Board of Directors has exclusive discretion to issue
preferred  stock  with rights that may trump those of common stock. The Board of
Directors  could  use  an  issuance  of  Preferred Stock with dilutive or voting
preferences  to  delay,  defer  or prevent common stockholders from initiating a
change  in control of the Company or reduce the rights of common stockholders to
the  net  assets upon dissolution. Preferred stock issuances may also discourage
takeover  attempts  that  may  offer premiums to holders of the Company's common
stock.

STOCKHOLDERS  DO  NOT  HAVE  THE  AUTHORITY  TO  CALL  A SPECIAL MEETING THEREBY
DISCOURAGING  TAKEOVER  ATTEMPS.

Pursuant to the Company's articles of incorporation, only the Company's Board of
Directors  has  the power to call a special meeting of the stockholders, thereby
limiting  the  ability  of  stockholders  to  effect  a change in control of the
Company.

THE COMPANY DOES NOT ANTICIPATTE PAYING DIVIDENDS TO ITS SECURITY HOLDERS IN THE
FORESEEABLE  FUTURE  WHICH  MAKES  INVESTMENT IN ITS STOCK SPECULATIVE OR RISKY.

The  Company  has not paid dividends on its common stock and does not anticipate
paying  dividends  on  its  common stock in the foreseeable future. The Board of
Directors  has  sole  authority  to  declare  dividends payable to the Company's
stockholders.  The  fact  that  the  Company  has  not  and does not plan to pay
dividends  indicates  that  the  Company  must use all of its funds generated by
operations for reinvestment in its operating activities and also emphasizes that
the Company may not continue as a going concern. Investors also must evaluate an
investment  in  the  Company  solely  on the basis of anticipated capital gains.
                                       12
<PAGE>
LIMITED  LIABILITY  OF  THE  COMPANY'S  EXECUTIVE  OFFICERS  AND  DIRECTORS  MAY
DISCOURAGE  STOCKHOLDERS  FROM  BRINGING  A  LAWSUIT  AGAINST  THEM.

The Company's articles of incorporation and bylaws contain provisions that limit
the  liability of directors for monetary damages and provide for indemnification
of  officers  and  directors.  These provisions may discourage stockholders from
bringing a lawsuit against officers and directors for breaches of fiduciary duty
and may also reduce the likelihood of derivative litigation against officers and
directors even though such action, if successful, might otherwise have benefited
the  stockholders. In addition, a stockholder's investment in the Company may be
adversely  affected  to  the  extent  that costs of settlement and damage awards
against  officers  or  directors  are  paid  by  the  Company  pursuant  to  the
indemnification  provisions  of  the  articles of incorporation and by-laws. The
impact on a stockholder's investment in terms of the cost of defending a lawsuit
may  deter  the  stockholder  from  bringing  suit  against one of the Company's
officers  or  directors.  The  Company  has  been advised that the SEC takes the
position that this provision does not affect the liability of any director under
applicable  federal  and  state  securities  laws.

ITEM  7.  FINANCIAL  STATEMENTS
-------------------------------

Report  of  Independent  Chartered  Accountants                              14

Balance  Sheets as at September 30, 2001 and December 31, 2000 (audited)     16

Statements  of Operations for the nine months ended September 30, 2001,
the year ended  December  31  2000,  and  for  the  period  from
August 18, 1999 (Date of Inception) to September 30,2001  (audited)          17

Statements  of Stockholders Equity for the nine months ended September 30,
2001, the  year  ended December 31 2000, and for the period from
August 18, 1999 (Date of  Inception)  to  September  30,  2001  (audited)    18

Statement  of  Cash  Flow for the nine months ended September 30, 2001,
the year ended  December  31  2000,  and  for  the  period  from
August 18, 1999 (Date of Inception) to September 30,2001  (audited)          19

Notes  to  Financial  Statements                                             20

PRO  FORMA  INFORMATION

Pro  Forma  Balance  Sheet  as  at  September  30,  2001  (unaudited)        22

Pro  Forma  Statement of Operations for the nine months ended
September 30, 2001 (unaudited)                                               23
                                       13
<PAGE>
REPORT  OF  INDEPENDENT  CHARTERED  ACCOUNTANTS

TO  THE  BOARD  OF  DIRECTORS  AND  STOCKHOLDERS  OF
KOALA  INTERNATIONAL  WIRELESS  INC.
(A  DEVELOPMENT  STAGE  COMPANY)

We  have  audited the accompanying balance sheet of Koala International Wireless
Inc.  (formerly  Kettle  River  Group  Inc.)  as  at  September 30, 2001 and the
statement of operations, changes in stockholders' deficit and cash flows for the
nine  months  then  ended  and  the  cumulative totals for the development stage
operations  from  August  18,  1999  (inception) through September 30, 2001. The
financial  statements  of  the  Company from August 18, 1999 (inception) through
December  31,  2000  were audited by other auditors whose report dated February
20,  2001  expressed  an  unqualified  opinion  on those statements. Our opinion
insofar  as it relates to the cumulative totals for development stage operations
from  August  18, 1999 (inception) through December 31, 2000 is based solely on
the  report of other auditors. These financial statements are the responsibility
of  the  Company's  management.  Our  responsibility is to express an opinion on
these  financial  statements  based  on  our  audit.

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

The  accompanying  financial  statements  have  been  prepared assuming that the
Company  will  continue  as  a  going  concern.  As  discussed  in note 2 to the
financial  statements,  the  Company  has no revenues and limited capital, which
together  raise  substantial  doubt  about  its  ability  to continue as a going
concern.  These  financial  statements do not include any adjustments that might
result  from  the  outcome  of  this  uncertainty.

In  our  opinion,  these  financial  statements  present fairly, in all material
respects,  the  financial  position  of Koala International Wireless Inc. as at
September 30, 2001 and the results of its operations and cash flows for the nine
month  period  ended  September  30,  2001  and  the  cumulative  totals for the
development  stage operations from August 18, 1999 (inception) through September
30,  2001  in  conformity  with  accounting principles generally accepted in the
United  States  of  America.

"Pannell  Kerr  Forster"

Chartered  Accountants

Vancouver,  Canada
December  24,  2001
                                       14
<PAGE>
                         Consent of Independent Auditors
                         -------------------------------

To  the  Directors  and  Shareholders  of
Kettle  River  Group  Inc.

We  do  hereby consent to the use of our audit report dated February 20, 2001 on
the  financial statements of Kettle River Group Inc. for the year ended December
31,  2000  to  be  included  in  the  Form  10KSB  of  Kettle  River  Group Inc.

Dated  this  19th  day  of  December,  2001

MANNING  ELLIOTT
Chartered  Accountants
Vancouver,  B.C.  Canada

/s/  "Manning  Elliott  "
__________________


                          Independent Auditors' Report
                          ----------------------------
To  the  Stockholders  and  Directors
of  Kettle  River  Group  Inc.
(A  Development  Stage  Company)

We  have  audited  the accompanying balance sheets of Kettle River Group Inc. (A
Development  Stage  Company)  as  of  December 31, 2000 and 1999 and the related
statements  of  operations,  stockholders'  equity and cash flows for the period
from  August  18,  1999 (Date of Inception) to December 31, 2000, the year ended
December  31,  2000  and  the period from August 18, 1999 (Date of Inception) to
December  31,  1999.  These  financial  statements are the responsibility of the
Company's  management.  Our  responsibility  is  to  express an opinion on these
financial  statements  based  on  our  audits.

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

In  our  opinion, the aforementioned financial statements present fairly, in all
material  respects,  the  financial  position  of  Kettle  River  Group  Inc. (A
Development Stage Company), as of December 31, 2000 and 1999, and the results of
its  operations  and its cash flows for the period from August 18, 1999 (Date of
Inception) to December 31, 2000, the year ended December 31, 2000 and the period
from  August  18,  1999  (Date of Inception) to December 31, 1999, in conformity
with  U.S.  generally  accepted  accounting  principles.

The  accompanying  financial  statements have been prepared assuming the Company
will  continue  as  a  going  concern.  As  discussed in Note 1 to the financial
statements,  the  Company  has  not  generated  any  revenues  or  conducted any
operations  since  inception.  These  factors  raise substantial doubt about the
Company's  ability  to continue as a going concern. Management's plans in regard
to  these  matters are also discussed in Note 1. The financial statements do not
include  any adjustments that might result from the outcome of this uncertainty.

"Manning  Elliott"

CHARTERED  ACCOUNTANTS
Vancouver,  Canada
February  20,  2001
                                       15
<PAGE>

<TABLE>
<CAPTION>

      Koala  International  Wireless  Inc.  (formerly  Kettle  River  Group  Inc.)
                          (a  Development  Stage  Company)
                                  BALANCE  SHEET
                 As  at  September  30,  2001  and  December  31,  2000
                                 (U.S.  Dollars)


                                                          September-30    December-31
                                                              2001           2000
                                                         --------------  -------------
<S>                                                      <C>             <C>
ASSETS
                                                         $           -   $          -
    Licenses

Total Assets                                             $           -   $          -

LIABILITIES
    Current
    Accounts payable and  accrued liabilities            $      38,013   $      1,200

Total Liabilities                                               38,013          1,200

STOCKHOLDERS' (DEFICIT) (note 6)
    Common Stock
    Authorized
    25,000,000 shares of common stock with a par value
          of $0.001 each
    Issued and outstanding
    13,500,000 shares of common stock (note 5)                   4,500          4,500

    Additional paid in capital                                      75             75
    Accumulated deficit                                        (42,588)        (5,775)
                                                               --------        -------
Total Stockholders' (Deficit)                                  (38,013)        (1,200)
                                                               --------        -------
Total Liabilities and
Stockholders' (Deficit)                                  $           -   $          -
                                                               --------        -------
See notes to financial statements.
</TABLE>
                                       16
<PAGE>
<TABLE>
<CAPTION>
      Koala  International  Wireless  Inc.  (formerly  Kettle  River Group Inc.)
                          (a  Development  Stage  Company)
                            STATEMENTS  OF  OPERATIONS
 For  the nine months ended September 30, 2001, the year ended December 31 2000,
  and  for  the period from August 18, 1999 (Date of Inception) to September 30,
                                      2001
                                 (U.S.  Dollars)


                                       Nine          Year        From Date
                                      Months        Ended       of Inception
                                      Sep-30        Dec-31       To Sept 30
                                       2001          2000           2001
<S>                                <C>           <C>           <C>
Revenue                            $         -   $         -   $           -

Expenses
    Professional fees                   13,250             -          13,250
    Office and administration           23,063             -          25,638
    License fees and costs                 500             -           2,500
    Transfer agent                           -             -           1,200
                                        36,813             -          42,588
                                   -----------   -----------   -------------

Net (loss) for period              $   (36,813)  $         -   $     (42,588)

Net (loss) per share               $   (0.0027)  $   (0.0000)

Weighted average number of shares
outstanding                         13,500,000    13,500,000
See notes to financial statements
</TABLE>
                                       17
<PAGE>
<TABLE>
<CAPTION>
      Koala  International  Wireless  Inc.  (formerly  Kettle  River  Group  Inc.)
                          (A  Development  Stage  Company)
                 STATEMENTS  OF  CHANGES  IN  STOCKHOLDERS'  DEFICIT
  For  the  period  from  August  18,  1999  (Date  of  Inception)  to  September  30,  2001
                                 (U.S.  Dollars)
                                                         Additional     Accumu-          Total
                                                            Paid in      lated   Stockholders'
                                      Shares    Amount      Capital    Deficit         Deficit
<S>                                 <C>         <C>      <C>        <C>       <C>          <C>
Balance
Date of inception
August 18, 1999                            -  $     -  $         -  $        -   $           0

Issuance of common
stock for organizational
expense                            2,500,000    2,500            -           -            2500

Expenses incurred by
a director on behalf
of the Company                             -        -           75           -              75

Issuance of common stock
for a license
(note 2)                           2,000,000    2,000            -           -            2000

Net loss for the period                    -        -            -      (5,775)         (5,775)
-----------------------------------------------------------------------------------------------
Balance-December 31, 1999          4,500,000    4,500           75      (5,775)         (1,200)

Net loss for the year                      -        -            -           -               0
----------------------------------------------------------------------------------------------
Balance-December 31, 2000          4,500,000    4,500           75      (5,775)        (1,200)

Forward split 3 for 1
(note 5)                           9,000,000        -            -           -               -

Net loss for the period                    -        -            -     (36,813)       (36,813)
----------------------------------------------------------------------------------------------
Balance-September 30, 2001        13,500,000  $ 4,500  $        75  $  (42,588) $     (38,013)
----------------------------------------------------------------------------------------------
See notes to financial statements
</TABLE>
                                       18
<PAGE>
<TABLE>
<CAPTION>
      Koala  International  Wireless  Inc.  (formerly  Kettle  River Group Inc.)
                          (a  Development  Stage  Company)
                            STATEMENTS  OF  CASH  FLOWS
  For  the  nine months ended September 30, 2001 and the year ended December 31,
                                      2000
                                 (U.S.  Dollars)
                                         2001      2000
                                       ---------  ------
<S>                                    <C>        <C>
                                       $(36,813)  $    -
Operating activities
    Net (loss)
    Adjustments to reconcile net
      (loss) to net cash provided by
      (used by) operating activities          -        -
    Changes in operating assets and
      liabilities                        36,813        -
Net cash provided by (used by)
    operating activities                      -        -

Investing Activities                          -        -

Financing Activities                          -        -

Inflow (outflow) of cash                      -        -

Cash, beginning of period                     -        -

Cash, end of period                    $      -   $    -


Supplemental information
Shares issued for License              $      -   $2,000
Shares issued for organizational       $      -   $2,500
    expense

See notes to financial statements.
</TABLE>
                                       19
<PAGE>
      Koala  International  Wireless  Inc.  (formerly  Kettle  River Group Inc.)
                          (a  Development  Stage  Company)
                          Notes  to  Financial  Statements
                               September  30,  2001

1.     ORGANIZATION  AND  BASIS  OF  PRESENTATION

Koala  International  Wireless  Inc.  (formerly  Kettle  River  Group Inc.) (the
"Company") was incorporated August 18, 1999 in the State of Nevada and is in the
development  stage.  The Company has had no operations other than organizational
and  administrative  activities  since  inception.  (Note  6)

2.     DEVELOPMENT  STAGE  COMPANY

The  Company acquired a license to market and distribute a product in Maine, New
Hampshire  and Vermont.  This license was cancelled.  On February 14, 2000, as a
replacement  for  this  license,  the  Company  was granted additional rights to
market  and  distribute  vitamins,  minerals,  nutritional supplements and other
health and fitness products in Great Britain.  The grantor of the license offers
these  products  for sale from various suppliers on their web-site. The original
license  was  granted  to  the  Company  by  a  partnership for consideration of
2,000,000 common shares valued at $2,000.(Note 4)  These shares were paid evenly
to  the  ten  partners.  The  replacement  license  was  granted  by  the  same
partnership.  The  general  manager  of  that  partnership was, at the time, the
spouse  of  a (former) director and officer of the Company.  The value of $2,000
and  other  costs  of  acquiring  the  license  have been charged to operations.

In  a  development  stage  company, management devotes most of its activities to
preparing  the  business  for operations.  Planned principal activities have not
yet begun.  The ability of the Company to emerge from the development stage with
respect  to  any  planned  principal  business  activity  is  dependent upon its
successful efforts to raise additional equity financing and/or attain profitable
operations.  There  is  no  guarantee that the Company will be able to raise any
equity  financing or sell any of its products at a profit.  There is, therefore,
doubt  regarding  the Company's ability to continue as a going concern. (Note 6)

3.     SIGNIFICANT  ACCOUNTING  POLICIES

  (a)     Foreign  currency  translation
The  Company's  operations  and  activities are conducted principally in Canada,
hence  the  Canadian dollar is the functional currency, which is translated into
U.S.  dollars  for  reporting  purposes  as  follows:

(i)    Monetary  assets and liabilities at the rate of exchange in effect as at
       the  balance  sheet  date;
(ii)   Non monetary assets and liabilities at the exchange rates prevailing at
       the  time  of  the  acquisition  of  the  assets  or assumptions of the
       liabilities; and
(iii)  Revenues  and  expenditures at the average rate of exchange for the year.

Gains  and  losses  arising  from  this  translation of foreign currency will be
accounted  for  as  other  comprehensive  income  (loss).

  (b)     Other  comprehensive  income  (loss)
Should  the  Company have other comprehensive income (loss) arising from foreign
currency  translation,  other  comprehensive  income  (loss)  will be shown as a
separate  component  of  stockholders'  (deficit).

  (c)     Use  of  estimates
The preparation of financial statements in conformity with accounting principles
generally  accepted  in the United States of America requires management to make
estimates  and  assumptions  that  affect  the  reported  amount  of  assets and
liabilities  and disclosures of contingent assets and liabilities at the date of
the  financial  statements,  and  the  reported amounts of revenues and expenses
during  the  reporting  period. Actual results could differ from those estimates
and  would  impact  future  results  of  operations  and  cash  flows.
                                       20
<PAGE>

  (d)     Financial  instruments
The  Company's  financial  instruments  consist  of accounts payable and accrued
liabilities.  It  is  management's  opinion  that  the Company is not exposed to
significant  interest,  currency  or  credit  risks arising from these financial
instruments.  The  fair  value of these financial instruments approximates their
carrying  value.

4.     LICENSES

The  license  referred to in Note 2 was acquired on February 14, 2000 for a term
of three years.  The Company agreed to pay an annual fee of $500 for maintenance
of  the  grantor's  web-site  commencing  February 14, 2001.  The grantor of the
license  retains  50%  of the profit on all sales made through the web-site.  To
date,  no  sales  have  occurred.

5.     COMMON  STOCK

On  September  24, 2001, the Company completed a forward common stock split of 3
shares  for  each  outstanding  share.  (Note  6)

The  Company  reserved  for  issuance  under a Stock Option Plan an aggregate of
2,000,000  shares  of  common  stock.  All  of  the shares may, but need not, be
issued  pursuant  to  the  exercise of incentive stock options.  Options granted
under  the  Plan  may be either "incentive stock options," as defined in Section
422  of  the  Internal  Revenue  Code  of  1986,  as  amended  (the  "Code"), or
non-statutory  stock  options.  To  date, no options have been granted under the
plan.

6.     SUBSEQUENT  EVENTS

  (a)     Pursuant  to  a  voluntary  share exchange agreement dated October 17,
2001  and  effective  October  18,  2001, the Company issued 6,500,000 shares of
common  stock  to acquire 100% of the outstanding share capital of Urbanesq.com,
Inc., a private Ontario, Canada company.  Certain stockholders of the Company in
turn  surrendered 7,500,000 shares of the Company's common stock to the Company,
resulting  in  12,500,000  shares  of  common  stock  of  the Company issued and
outstanding  as  of  October  18,  2001.  On  completion  of  the  acquisition,
Urbanesq.com,  Inc.  became  a  wholly-owned  subsidiary  of  the  Company.  The
transaction  will  be  accounted  for  as a reverse take over whereby the future
period  consolidated financial statements will include the results of operations
of  the  acquired  subsidiary  prior  to  the  acquisition.

As  a  result  of  the  reverse  takeover described above the liabilities of the
accounting  acquiree  in  excess of its identifiable assets will be treated as a
recapitalization  and  charged  to  additional  paid  in  capital.

  (b)     Subsequent to September 30, 2001 and the voluntary share exchange, the
Company  changed its year end from December 31 to September 30, changed its name
to  Koala International Wireless Inc. and increased its authorized share capital
to  120,000,000,  consisting  of 100,000,000 shares of common stock having a par
value  of $0.001 per share and 20,000,000 shares of preferred stock having a par
value  of  $0.001  per  share.

7.     INCOME  TAXES

The  Company  has operating losses which may be carried forward to apply against
future  year's  taxable  income.

The  components  of  future  income  tax  assets  are  as  follows:
                                                              2001        2000
                                                              ----        ----
Future  income  tax  assets
Non  capital  loss  carry  forwards                        $36,813    $  5,775
Appropriate  tax  rate                                         35%         35%
                                                           -------      ------
                                                            12,880       2,020
Less:  valuation  allowance                                (12,880)     (2,020)
                                                            ------      ------
                                                           $     0    $      0
                                                           -------    --------

Income  tax  losses  expire  in  2008  ($36,813)  and  2007  ($5,775)
---------------------------------------------------------------------
                                       21
<PAGE>
<TABLE>
<CAPTION>

      KOALA  INTERNATIONAL  WIRELESS  INC.  (formerly  KETTLE  RIVER  GROUP  INC.)
                          (A  Development  Stage  Company)
                      PRO  FORMA  Consolidated  Balance  Sheet
                                  September  30
                                 (U.S.  Dollars)
<S>                                                                             <C>
                                                                                     2001
                                                                                ----------

ASSETS

CURRENT
  Cash                                                                          $     558
  Accounts receivable                                                               2,992
  Prepaid expenses                                                                      0
                                                                                    3,550
                                                                                ----------
FIXED ASSETS                                                                       38,621
------------------------------------------------------------------------------  ----------
LICENSE                                                                                 0
------------------------------------------------------------------------------  ----------

                                                                                $  42,171

LIABILITIES

CURRENT
  Accounts payable and accrued liabilities                                      $  65,194
  Loan payable                                                                     15,444
                                                                                   ------
                                                                                   80,638
                                                                                   ------
STOCKHOLDERS' EQUITY (DEFICIENCY)
COMMON STOCK
  Authorized
     100,000,000  Shares of common stock with a par value of $0.001 each
      20,000,000  Shares of preferred stock with a par value of $0.001 each
  Issued and outstanding
      12,500,000  Common shares                                                    11,000

ADDITIONAL PAID-IN CAPITAL                                                        276,837

DEFICIT ACCUMULATED DURING THE DEVELOPMENT
   STAGE OF OPERATIONS                                                           (326,304)
                                                                                  -------

                                                                                  (38,467)
                                                                                   ------

                                                                                $  42,171
                                                                                   ------
</TABLE>
See notes to pro forma financial statements
                                       22
<PAGE>
<TABLE>
<CAPTION>

      KOALA  INTERNATIONAL  WIRELESS  INC.  (formerly  KETTLE  RIVER  GROUP  INC.)
                          (A  Development  Stage  Company)
                 PRO  FORMA  Consolidated  Statement  of  Operations
                For  the  Year  and  Period  Ended  September  30,  2001
                                 (U.S.  Dollars)
                                                                  NINE MONTHS
                                                  YEAR ENDED            ENDED
                                                SEPTEMBER 30,    SEPTEMBER 30,
                                                        2001             2001   CUMULATIVE
                                                    URBANESQ            KOALA    PRO FORMA
                                                -------------  --------------   ----------
<S>                          <C>                               <C>            <C>
EXPENSES
  Website                                   $         92,166   $          0   $    92,166
  Events                                              67,344              0        67,344
  Salaries                                            65,670              0        65,670
  Travel and promotion                                21,703              0        21,703
  Professional fees                                   31,453         13,250        44,703
  Depreciation                                         9,469              0         9,469
  Office and administration                           32,224         23,063        55,287
  License fees and costs                                 500            500         1,000
                                                     -------         ------       -------
NET LOSS                                    $       (320,529)  $    (36,813)  $  (357,342)
                                                     -------         ------       -------
Basic and diluted
  Net loss per share                                                          $   (0.0692)

SHARES USED IN BASIC
  AND DILUTED PER SHARE
  COMPUTATION                                                                   5,166,667
</TABLE>
See notes to pro forma financial statements
                                       23
<PAGE>
      KOALA  INTERNATIONAL  WIRELESS  INC.  (formerly  KETTLE  RIVER GROUP INC.)
                          A  Development  Stage  Company)
              Notes  to  PRO  FORMA  Consolidated  Financial  Statements
                               September  30,  2001
                                 (U.S.  Dollars)

1.     ORGANIZATION  AND  BASIS  OF  PRESENTATION

These  PRO FORMA consolidated financial statements include the accounts of Koala
International  Wireless  Inc. (formerly Kettle River Group Inc.) ("the Company")
and  Urbanesq.com  Inc.  The  Company  is  located  in  Canada  with all figures
translated  into United States dollars for this pro forma financial information.
The  acquisition  by  the  Company  of  Urbanesq.com  Inc. will be recorded as a
purchase. The shareholders of Urbanesq.com Inc. became the majority shareholders
of  the  Company  (a  reverse take over). As a result, the accounting records of
Urbanesq.com  Inc.  (the  subsidiary  company)  carry  forward  as  the  primary
accounting  records  of  the  consolidated  company.

These  PRO  FORMA  consolidated financial statements are intended to reflect the
continuing impact on the books and records of the Company as those records would
be  expected  to  look on the completion of all of the transactions contemplated
and  disclosed  elsewhere  in the PRO FORMA consolidated financial statements by
showing  how  these  specific  transactions  might  have  affected the Company's
historical  financial  statements.  These  PRO  FORMA  consolidated  financial
statements  should  be  read  in conjunction with the Company's year end audited
September  30,  2001 (non-consolidated) financial statements filed with its Form
10K  with  the  SEC.

2.     SIGNIFICANT  ACCOUNTING  POLICIES

(a)     Foreign  currency  translation
The  Company's  operations  and  activities are conducted principally in Canada,
hence  the  Canadian dollar is the functional currency, which is translated into
U.S.  dollars  as  follows:
(i)     Monetary  assets and liabilities at the rate of exchange in effect as at
the  balance  sheet  date;
(ii)    Non-monetary assets and liabilities at the exchange rates prevailing at
the time of the acquisition of the assets or assumptions of the liabilities; and
(iii)   Revenues  and  expenditures  at  the  average rate of exchange for the
year.

Gains  and  losses  arising  from  this  translation of foreign currency will be
accounted  for  as  other  comprehensive  income  (loss).

(b)     Net  loss  per  share
Net  loss  per  share  calculations  are based on the weighted average number of
common  shares  outstanding  during  the  period.

(c)     Use  of  estimates
The  preparation  of  PRO FORMA, consolidated financial statements in conformity
with  generally  accepted  accounting  principles  requires  management  to make
estimates  and  assumptions that affect the amount of assets and liabilities and
disclosures  of  contingent  assets and liabilities at the date of the financial
statements,  and the amounts of revenues and expenses during the period.  Actual
results  could  differ  from  those estimates and would impact future results of
operations  and  cash  flows.

(d)     Financial  instruments
The  Company's  financial  instruments  consist  of  current  assets and current
liabilities.  It  is  management's  opinion  that  the Company is not exposed to
significant  interest,  currency  or  credit  risks arising from these financial
instruments.  The  fair  value of these financial instruments approximates their
carrying  value.

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

There  are  no  reportable  disagreements  on accounting or financial disclosure
issues.

                                    PART III

ITEM  9.  DIRECTORS,  EXECUTIVE  OFFICERS,  PROMOTERS  AND  CONTROL  PERSONS
----------------------------------------------------------------------------

This  table sets forth the name, age and position of each director and executive
officer  of  the  Company:

Name  of  Director       Age     Position
------------------       ---     --------
Michael  McGrath          52     President  and  Director
Larry  Wintemute          51     Director
Robert  Vivacqua          36     Secretary  and  Director
Lorne  Catling            45     Director
Christine  Cerisse        47     Chairman,  Treasurer  and  a  Director

Ms.  Cerisse has served as an officer and director of the Company since February
1,  2001 Mr. McGrath, Mr. Wintemute, Mr. Vivacqua and Mr. Catling were appointed
to  serve  on  the  board  of directors immediately following the acquisition of
Urbanesq  on  October  18, 2001. Mr. Wintemute, Mr. Catling and Ms. Cerisse also
serve  on  the  board  of directors of Apache Motor Corporation, a public Nevada
corporation,  which  is in the business of designing and producing small engines
for  use in airplanes, boats and motorcycles and selling nutritional supplements
through  the  Internet.

Michael  McGrath  -  a  President  and  Director
------------------------------------------------
Michael  McGrath  has had a long career in international business and marketing.
He  served  as  President  and  Publisher  of  Time Magazine Canada and was Vice
President of Marketing and then Business Development for American Express at its
world  headquarters  in  New  York.  He was Director of Marketing for Pepsi Cola
during  the  creation  of the Pepsi Challenge and Account Director at the agency
for  Procter & Gamble on Scope and Pampers during their years of greatest market
growth.  He  has served as Vice President and Worldwide head of film development
and  distribution for Imax Corporation and was Executive Producer on a series of
films  including  the  Academy  Award nominated, Fires of Kuwait. During the two
years  prior  to  joining Urbanesq.com, Inc. and later the Company as an officer
and  director,  he  served  in  a  senior position at IMAX leading its move into
digital  projection,  which culminated in the purchase of DPI, the worlds leader
in  digital  projection.

Robert  Vivacqua  -  Secretary  and  Director
---------------------------------------------
Robert Vivacqua has participated in leading Urbanesq and the Hipster through its
development  and  expansion  phase  with  an  eye on fiscal responsibility.  His
experience  in  the  financial  industry as a leading analyst with firms such as
Bank  of  America  and  Elliot  &  Page  will provide financial expertise to the
management  of  the  Company.  Mr.  Vivacqua is currently a senior consultant to
Manulife  Financial  in  Toronto.  He  has  incubated and implemented successful
public  market  trading  strategies  for  four  NASDAQ  listed  companies.

Larry  Wintemute  -  Director
-----------------------------
Mr. Wintemute is a businessman residing in the City of Calgary and has worked in
the  field  of  corporate  finance for over 22 years, including matching finance
groups or individuals to specific projects, from start-ups to ongoing businesses
in  the  expansion  mode, advising and/or directing clients on the positives and
negatives of the private and public arena.  He has been involved in raising over
$1  billion for various financial ventures.  Mr. Wintemute's background includes
being  a founding partner and VP of Marketing in a Financial Brokerage firm that
marketed  mutual  funds  and life insurance products.  He and his partners built
a  sales  team of 100+ professionals, most of which held either a CFP (Certified
Financial  Planner)  and/or  LU (Life  Underwriters) designation.  Mr. Wintemute
holds  a Business Administration (Marketing Major) Diploma from Southern Alberta
Institute  of  Technology  (SAIT).  After  graduating from college, he owned and
operated  a 5,000 acre farm lease and 3,000 acre custom farming operation on the
Blood  Reserve  at  Standoff,  Alberta.  After  his  farming career, he has held
various  marketing  positions  and  owned  and/or  operated  several businesses.
                                       24
<PAGE>
Lorne  Catling  -  Director
---------------------------
Lorne  Catling  has  25 years of direct sales and sales management experience in
various  wholesale  and  retail fields. This includes and is not limited to real
estate,  automotive,  home  renovation,  and  the  carpet  industry. He has held
managerial  positions  with  a  major  Ford  Dealership  and  offered  sales and
motivational  training  to  the  staff.  After 8 years in the auto industry, Mr.
Catling  was  Western  Regional  Sales Manager for a Northwestern U.S. pay phone
provider.  He  managed  and  trained  a  successful  sales  force  that gained a
substantial  foothold in the Western Canadian market.  Most recently Mr. Catling
has  been  raising capital for small start up companies involved in the wireless
remote  surveillance  and  non-institutional  ATM  industry.

Christine  Cerisse  -  Chairman,  Treasurer  and  a  Director
-------------------------------------------------------------
Ms.  Cerisse  has  spent over 20 years in the financial industry in the field of
financial  planning  and  financial  management.  In  the  last  five years, Ms.
Cerisse  has  had  senior  management  responsibility  in  various marketing and
financial  ventures.  She is a Chartered and Registered Financial Planner.  From
May  1995  to  March  2001,  Ms.  Cerisse  was  a  principal  in Cerisse Capital
Corporation  (a.k.a.  White  Hills  Management  Group)  where  she  provided
management  and  business  consulting for start up project teams.  Additionally,
Ms.  Cerisse  has  three  years  of  experience  as  a  nurse and three years of
experience  in  marketing vitamins and nutritional supplements.  Currently,  she
is  Managing  Director  of Sierra Group Inc., which advises private companies in
becoming  public  on  the  Over-the-Counter  Bulletin  Board.

Ms.  Cerisse  has  been  a  principal  in  various  entrepreneurial  businesses,
including  real estate development and property management, financial investment
and broker dealer security houses, product distribution networks, the restaurant
business,  and  environmental  and  Internet related companies.  She has over 20
years  of  sales  and  marketing  experience,  both  of products and services in
various  industries  including  nutrition  and  health,  financial services, and
technology.  Ms.  Cerisse  has  been  responsible  for  raising  over 40 million
dollars of financing for various private and public companies.  She has assisted
various  companies  in  corporate  management,  preparation  of  contracts  and
financial  documentation.

SECTION  16(A)  BENEFICIAL  OWNERSHIP  REPORTING  COMPLIANCE

Directors,  officers  and  beneficial owners of more than 10% of the outstanding
common  stock  of  the  Company  are required by Section 16(a) of the Securities
Exchange  Act  of 1934 to report to the Securities and Exchange Commission their
transactions  in,  and  beneficial  ownership  of,  the  Company's common stock,
including  any  grants  of  options  to purchase common stock.  Mr. McGrath, Mr.
Vivacqua,  Ms.  Cerisse,  Mr.  Wintemute and Mr. Catling have filed with the SEC
Forms 3 and 4.  Some of these forms were filed after their due dates as follows:
<TABLE>
<CAPTION>
<S>                       <C>                     <C>
NAME OF REPORTING PERSON  NUMBER OF LATE REPORTS  NUMBER OF TRANSACTIONS NOT REPORTED ON A TIMELY BASIS
------------------------  ----------------------  -----------------------------------------------------
Michael McGrath                         1 Form 3                                                      0
------------------------  ----------------------  -----------------------------------------------------
Robert Vivacqua                         1 Form 3                                                      0
------------------------  ----------------------  -----------------------------------------------------
Christine Cerisse                       1 Form 3                                                      0
------------------------  ----------------------  -----------------------------------------------------
</TABLE>
The  Company  has  received  a  written  representation  from  Mr.  McGrath, Mr.
Vivacqua,  Ms.  Cerisse,  Mr.  Wintemute  and  Mr.  Catling  that no Forms 5 are
required  for  the  year  ended  September  30,  2001.
                                       25
<PAGE>
------
ITEM  10.  EXECUTIVE  COMPENSATION
----------------------------------

No  officer  or  director  of  the  Company,  or  Urbanesq,  has  received  any
remuneration  since  inception.  Although there is no current plan in existence,
it  is possible that the Company will adopt a plan to pay or accrue compensation
to  its  officers  for  services  provided  to  the  Company.

COMPENSATION  OF  DIRECTORS

Directors  are not compensated for their service as directors. All directors are
reimbursed  for  any  reasonable  expenses  incurred in the course of fulfilling
their  duties  as  a  director  of  the  Company.

EMPLOYMENT  CONTRACTS

The  Company  does not have employment contracts with its executive officers and
directors.  The  Company may in the future execute written consulting agreements
with  the  consulting companies owned by its executive officers and consultants.

STOCK  OPTION  PLAN

The  Company's  stockholders  adopted  the Company's 2001 Stock Option Plan (the
"Plan") at a special meeting on December 6, 2001.  The purpose of the Plan is to
enable  the  Company to offer its officers, directors, employees and consultants
and  advisors  performance-based  incentives  and  other equity interests in the
Company,  thereby  attracting,  retaining,  and  rewarding  such personnel.  The
Company  believes  that  increased  share ownership by such persons more closely
aligns  stockholder and employee interests by encouraging a greater focus on the
profitability  of the Company.  There is reserved for issuance under the Plan an
aggregate  of 2,000,000 shares of common stock.  All of the shares may, but need
not,  be  issued  pursuant  to the exercise of incentive stock options.  Options
granted  under  the  Plan may be either "incentive stock options," as defined in
Section  422  of  the Internal Revenue Code of 1986, as amended (the "Code"), or
non-statutory  stock  options.  To  date, no options have been granted under the
plan.

ITEM  11.  SECURITY  OWNERSHIP  OF  CERTAIN  BENEFICIAL  OWNERS  AND  MANAGEMENT
--------------------------------------------------------------------------------

The following table sets forth as of December 14, 2001 certain information known
to the Company regarding the beneficial ownership of the Company's common stock,
and as adjusted to reflect the share ownership for (i) each executive officer or
director  of  the  Company  who  beneficially owns shares; (ii) each stockholder
known to the Company to beneficially own five percent or more of the outstanding
shares  of its common stock; and (iii) all executive officers and directors as a
group.  The  Company  believes  that  the  beneficial owners of the common stock
listed  below,  based  on  information  furnished  by  such  owners,  have  sole
investment  and  voting  power with respect to such shares, subject to community
property  laws  where  applicable.  The  individuals  listed  in  the  table are
accessible  at  the  following  address:  #676,  141 - 757 West Hastings Street,
Vancouver,  British  Columbia,  Canada,  V6C  1A1.
<TABLE>
<CAPTION>
                                                                           PERCENTAGE OF
                                                                             OUTSTANDING
NAME AND POSITION                                         NUMBER OF SHARES        SHARES
-----------------                                         ---------------- -------------
<S>                                                       <C>               <C>
Michael McGrath - President and Director (1)                     1,632,000        13.06%
Robert Vivacqua - Secretary and Director (2)                     2,208,000        17.66%
--------------------------------------------------------  ----------------        ------
Christine Cerisse - Chairman, Treasurer and Director (3)                 0            0%
--------------------------------------------------------  ----------------        ------
Larry Wintemute - Director (4)                                           0            0%
--------------------------------------------------------  ----------------        ------
Lorne Catling - Director (5)                                             0            0%
--------------------------------------------------------  ----------------        ------

ALL CURRENT DIRECTORS AND
OFFICERS AS A GROUP (5 Persons)                                  3,840,000        30.72%
--------------------------------------------------------  ----------------        ------
</TABLE>
(1)  Mr.  McGrath  is  sole  principal  of  Manumit  Enterprises Inc., a private
Tortola,  British  Virgin  Islands  company,  which  directly owns all 1,632,000
shares  of  common  stock  beneficially  owned  by  Mr.  McGrath.  Mr. McGrath's
business  address  is #800,  366  Bay  Street,  Toronto,  Ontario.  M5H  4B2.
                                       26
<PAGE>
(2)  Mr.  Vivacqua  is  sole  principal  of  Steinberg  Hathaway Inc., a private
Nassau,  Bahamas  company,  which  directly  owns all 2,208,000 shares of common
stock  beneficially  owned  by  Mr. Vivacqua. Mr. Vivacqua's business address is
#800,  366  Bay  Street,  Toronto,  Ontario.  M5H  4B2.

(3)  Ms.  Cerisse's  business  address  is #676, 141 - 757 West Hastings Street,
Vancouver,  British  Columbia,  Canada,  V6C  1A1.

(4)  Mr.  Wintemute's  business address is 7705 Flint Road S.E. Calgary, Alberta
T2H  1G3.

(5)  Mr. Catling's business address is 7705 Flint Road S.E. Calgary, Alberta T2H
1G3.

CHANGE  IN  CONTROL

The  Company  is  not  aware  of  any  arrangement  that would upset the control
mechanisms  currently  in  place.  Although it is conceivable that a third party
could  attempt  a  hostile takeover of the Company, the Company has not received
notice  of  any  such  effort.

ITEM  12.  CERTAIN  RELATIONSHIPS  AND  RELATED  TRANSACTIONS
-------------------------------------------------------------

No  transactions  with management or other parties occurred during the year that
would  otherwise  be  reported  under  this  section.

                                     PART IV

ITEM  13.  EXHIBITS  AND  REPORTS  ON  FORM  8-K
------------------------------------------------

EXHIBITS

EXHIBIT
NUMBER          DESCRIPTION
------          -----------
     2**        Agreement  and Plan of Exchange By and Between Koala
                International Wireless  Inc.  (formerly  Kettle  River Group
                Inc.) and Urbanesq.com, Inc. dated  October  18,  2001

     3.1        Amended  and  Restated  Articles  of  Incorporation

     3.2        Amended  and  Restated  Bylaws

     4          Specimen  Stock  Certificate  for Shares of Common Stock of the
                Company

     10.1*      License  Agreement  between  Vitamineralherb.com,  Inc. and
                Koala International  Wireless  Inc.  (formerly Kettle River
                Group Inc.) dated February 14,  2000

     10.2       Koala  International  Wireless  Inc.  2001  Stock  Option  Plan

     21         List  of  Subsidiaries

* Filed on March 23, 2001, as an exhibit to the Company's registration statement
on  Form  10-SB,  as  amended,  and  incorporated  herein  by  reference.

**  Filed  on  November 2, 2001, as an exhibit to the Company's report on Form
8-K  dated  October 18, 2001  and  incorporated  herein  by  reference.
                                       27
<PAGE>
REPORTS  ON  FORM  8-K

No  reports  on  Form 8-K were filed by the Company during the fourth quarter of
the  fiscal  year  ended  September  30,  2001.
                                       28
<PAGE>
                                   SIGNATURES

In  accordance  with  Section  13  or  15(d) of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

KOALA  INTERNATIONAL  WIRELESS  INC.

By:     /s/  Michael  McGrath
        ---------------------
       Michael  McGrath
       President  and  Director

Date:     December  28,  2001
          -------------------

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

By:     /s/  Michael  McGrath          Date:  December  28,  2001
        ---------------------                 -------------------
       Michael  McGrath
       President  and  Director


By:     /s/  Robert  Vivacqua          Date:  December  28,  2001
        ---------------------                 -------------------
       Robert  Vivacqua
       Secretary  and  Director


By:     /s/  Christine  Cerisse          Date:  December  28,  2001
        -----------------------                 -------------------
       Christine  Cerisse
       Chairman,  Treasurer  and  Director


By:     /s/  Larry  Wintemute          Date:  December  28,  2001
        ---------------------                 -------------------
       Larry  Wintemute
       Director


By:     /s/  Lorne  Catling               Date:  December  28,  2001
        -------------------                      -------------------
       Lorne  Catling
       Director
                                       29
<PAGE>
                                  EXHIBIT INDEX

EXHIBIT
NUMBER          DESCRIPTION
------          -----------
     2**     Agreement  and Plan of Exchange By and Between Koala International
              Wireless Inc. (formerly Kettle River Group Inc.) and
              Urbanesq.com, Inc. dated

October  18,  2001

     3.1      Amended  and  Restated  Articles  of  Incorporation

     3.2      Amended  and  Restated  Bylaws

     4        Specimen  Stock  Certificate  for Shares of Common Stock of the
              Company

     10.1*    License  Agreement  between  Vitamineralherb.com,  Inc. and Koala
              International Wireless Inc. (formerly Kettle River Group Inc.)
              dated February 14,  2000

     10.2     Koala  International  Wireless  Inc.  2001  Stock  Option  Plan

     21       List  of  Subsidiaries

* Filed on March 23, 2001, as an exhibit to the Company's registration statement
on  Form  10-SB,  as  amended,  and  incorporated  herein  by  reference.

**  Filed  on  November 2, 2001, as an exhibit to the Company's report on Form
8-K  dated  October 18, 2001  and  incorporated  herein  by  reference.
                                       30
<PAGE>