<PAGE>


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C.  20549

                                   FORM 10QSB

[X]     QUARTERLY  REPORT  PURSUANT  TO  SECTION  13  OR 15(d) OF THE SECURITIES
        EXCHANGE  ACT  OF  1934
        For  the  quarterly  period  ended  September  30,  2001
                                            --------------------

[  ]    TRANSITION  REPORT  PURSUANT  TO  SECTION  13  OR  15(d)  OF  THE
        SECURITIES  EXCHANGE  ACT  OF  1934
        For  the  transition  period  from  _________  to  ____________

Commission  File  No.  000-27233
                       ---------

                           RRUN VENTURES NETWORK, INC.
                           ---------------------------
             (Exact name of Registrant as specified in its charter)

NEVADA                                   98-0204736
----------------                         ----------
(State or other jurisdiction of          (I.R.S. Employer
incorporation or organization)           Identification Number)

62 W. 8th Avenue, 4th Floor
Vancouver, British Columbia, Canada      V5Y 1M7
--------------------------------------   --------
(Address  of  principal  executive       (Zip  Code)
offices)

Issuer's  telephone  number,  including  (604)  682-6541
area  code:                              ---------------

Check  whether  the  issuer

(1)  filed  all  reports  required  to  be  filed  by Section 13 or 15(d) of the
Exchange  Act  during  the  past  12 months (or for such shorter period that the
registrant  was  required  to  file  such  reports),  and

(2)  has  been  subject  to  such  filing  requirements  for  the  past 90 days.
Yes  (  X  )  No  (  ).

State the number of shares outstanding of each of the issuer's classes of common
equity,  as  of  the  last  practicable  date.

          Class                      Outstanding  as  of  September  30,  2001
          -----                      -----------------------------------------
$0.0001  par  value  Common  Stock                   14,614,724

Transitional  Small Business Disclosure Format (check one):  Yes [   ]  No [ X ]

                                       1
<PAGE>

                         PART 1 - FINANCIAL INFORMATION

Item  1.          Financial  Statements

The accompanying unaudited financial statements have been prepared in accordance
with  the  instructions  to Form 10-QSB and Item 310 (b) of Regulation S-B, and,
therefore, do not include all information and footnotes necessary for a complete
presentation  of  financial  position,  results  of  operations, cash flows, and
stockholders'  equity  in  conformity  with  generally  accepted  accounting
principles.  In  the opinion of management, all adjustments considered necessary
for a fair presentation of the results of operations and financial position have
been  included  and  all  such  adjustments  are  of  a normal recurring nature.
Operating  results  for  the  nine  months  ended  September  30,  2001  are not
necessarily  indicative  of the results that can be expected for the year ending
December  31,  2001.

                                       2

<PAGE>






                           RRUN VENTURES NETWORK INC.
                       (Formerly United Management, Inc.)
                          (A Development Stage Company)


                        CONSOLIDATED FINANCIAL STATEMENTS


                               SEPTEMBER 30, 2001
                                   (Unaudited)
                            (Stated in U.S. Dollars)







<PAGE>

<TABLE>
<CAPTION>

                    RRUN  VENTURES  NETWORK  INC.
                 (Formerly United Management, Inc.)
                   (A Development Stage Company)

                     CONSOLIDATED BALANCE SHEET
                             (Unaudited)
                       (Stated in U.S. Dollars)



-------------------------------------------------------------------------------
                                                SEPTEMBER 30     DECEMBER 31
                                                   2001             2000
-------------------------------------------------------------------------------
<S>                                             <C>             <C>
ASSETS

Current
  Cash                                          $    22,591     $     10,794
  Goods and Services Tax recoverable                    358                -
  Prepaid expense                                     8,306              500
                                                -------------------------------
                                                     31,255           11,294

Capital Assets                                       10,010                -

Investment (Note 4)                                   6,750            6,750
                                                -------------------------------
                                                $    48,015     $     18,044
===============================================================================

LIABILITIES

Current
  Accounts payable . . . . . . . . . . . . . .  $   495,374     $     32,114
  Loans and advances payable (Note 6)               331,434           66,803
                                                -------------------------------
                                                    826,808           98,917
                                                -------------------------------

STOCKHOLDERS' DEFICIENCY

Share Capital
  Authorized:
    100,000,000 common shares,
    par value $0.0001 per share

  Issued and outstanding:
    14,614,724 common shares                          1,461            6,109

  Additional paid-in capital                        109,744            4,622

Deficit                                            (889,999)         (91,604)
                                                -------------------------------
                                                   (778,793)         (80,873)
                                                -------------------------------

                                                $  48,015       $     18,044
===============================================================================
</TABLE>

<Page>

                         RRUN VENTURES NETWORK INC.
                     (Formerly United Management, Inc.)
                        (A Development Stage Company)

                  CONSOLIDATED STATEMENT OF OPERATIONS AND DEFICIT
                              (Unaudited)
                         (Stated in U.S. Dollars)



--------------------------------------------------------------------------
                                     THREE         NINE         INCEPTION
                                     MONTHS       MONTHS        OCTOBER 12
                                      ENDED       ENDED          2000 TO
                                  SEPTEMBER 30  SEPTEMBER 30  SEPTEMBER 30
                                      2001         2001            2001
--------------------------------------------------------------------------

Revenue                            $   4,000     $     4,000  $      4,000
                                   ---------------------------------------
Expenses
   Administrative services              35,629       105,273       135,437
   Amortization                            906         1,375         1,375
   Consulting                          163,371       577,403       590,012
   Office and Sundry                    14,877        39,266        49,236
   Professional Fees                    38,548        49,049        70,830
   Travel                               17,306        30,029        34,973
                                   ---------------------------------------
                                       270,637       802,395       881,863
   Minority interest in loss
     Of subsidiary                        -             -            (219)
                                   ---------------------------------------
                                       270,637       802,395       881,644
                                   ---------------------------------------

Net Loss For The Period                266,637       798,395       877,644
==========================================================================

Net Loss Per Share                 $      0.03    $     0.12
=============================================================
Weighted Average Number Of
 Common Shares Outstanding          9,166,075       6,913,402
=============================================================



<PAGE>

<TABLE>
<CAPTION>

                            RRUN  VENTURES  NETWORK  INC.
                       (Formerly  United  Management,  Inc.)
                          (A  Development  Stage  Company)

                        CONSOLIDATED STATEMENT OF CASH FLOWS
                                     (Unaudited)
                              (Stated in U.S. Dollars)


------------------------------------------------------------------------------------

                                                THREE       NINE       INCEPTION
                                                MONTHS      MONTHS     OCTOBER 12
                                                ENDED       ENDED        2000 TO
                                             SEPTEMBER 30 SEPTEMBER 30 SEPTEMBER 30
                                                2001          2001           2001
------------------------------------------------------------------------------------
<S>                                          <C>          <C>          <C>
Cash Flows From Operating Activities
  Net loss for the period                    $ (266,637)  $ (798,395)  $ (877,644)

Adjustments To Reconcile Net Loss To Net
  Cash Used By Operating Activities
    Amortization                                    906        1,375        1,375
    Issue of common stock for expenses            4,000        4,000        8,200
    Minority interest in loss of subsidiary           -            -         (219)
    Goods and Services Tax recoverable             (358)        (358)        (358)
    Prepaid expense                              (8,306)      (7,806)      (8,306)
    Accounts payable                             78,652      387,456      419,570
    Loans and advances payable                   79,789      305,969      372,772
                                             ---------------------------------------
                                               (111,954)    (107,759)     (84,610)
                                             ---------------------------------------
Cash Flows From Investing Activities
  Net asset deficiency of legal parent at
    date of reverse take-over transaction             -            -      (12,355)
  Purchase of capital assets                     (5,127)     (11,385)     (11,385)
                                             ---------------------------------------
                                                 (5,127)     (11,385)     (23,740)
                                             ---------------------------------------
Cash Flows From Financing Activity
  Shares issued for cash                         13,400       13,400       13,400
                                             ---------------------------------------

Increase (Decrease) In Cash                    (103,681)    (105,744)     (94,950)


Cash Acquired On Acquisition Of Subsidiary      117,541      117,541      117,541

Cash, Beginning Of Period                         8,731       10,794            -

Cash, End Of Period                          $   22,591   $   22,591   $   22,591

====================================================================================
</TABLE>

<PAGE>
                           RRUN VENTURES NETWORK INC.
                       (Formerly United Management, Inc.)
                          (A Development Stage Company)

               CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIENCY

                               SEPTEMBER 30, 2001
                                   (Unaudited)
                            (Stated in U.S. Dollars)


<TABLE>
<CAPTION>

                                                             ADDITIONAL
                                                               PAID-IN
                                         SHARES      AMOUNT    CAPITAL    DEFICIT      TOTAL
                                         --------------------------------------------------------
<S>                                      <C>         <C>       <C>        <C>         <C>
Shares issued for cash and services      4,200,000   $  4,200  $       -  $       -   $   4,200

Adjustment to number of shares
  issued and outstanding as a result
  of the acquisition of RAHX, Inc.
    RAHX, Inc.                          (4,200,000)    (4,200)         -           -     (4,200)
    RRUN Ventures Inc.                   5,708,780      5,709     (1,509)                 4,200
Adjustment to stated value of
  stockholders' equity to reflect
  minority interest in the net
  assets of RAHX, Inc. at the
  acquisition date                               -          -       (219)          -       (219)
Net asset deficiency of legal parent
  at date of reverse take-over
  transaction                                    -          -          -     (12,355)   (12,355)
Shares issued to acquire investment
  in Kaph Data Engineering Inc.            400,000        400      6,350           -      6,750
Loss for the period                              -          -          -     (79,249)   (79,249)
                                         --------------------------------------------------------

Balance, December 31, 2000               6,108,780      6,109      4,622     (91,604)   (80,873)

Adjustment to number of shares
  issued and outstanding as a result
  of the acquisition of RRUN
  Ventures, Inc.
    RRUN Ventures, Inc.                 (6,108,780)    (6,109)    (4,622)          -    (10,731)
    RRUN Ventures Network Inc.             288,420        288     10,443           -     10,731
Ascribed value of shares issued in
  connection with the acquisition of
  RRUN Ventures, Inc.                      305,439        306     28,325           -     28,631
                                        ---------------------------------------------------------

Increase in issued shares due to 20
  for 1 stock split                     11,283,321        594       (594)          -          -
Shares issued for debt                   1,867,544        187     54,257           -     54,444
Shares issued for cash                     670,000         67     13,333           -     13,400
Shares issued for services                 200,000         20      3,980           -      4,000
Loss for the period                              -          -          -    (798,395)  (798,395)
                                        ---------------------------------------------------------

Balance, September 30, 2001             14,614,724    $ 1,462   $109,744   $(889,999) $(778,793)
                                        =========================================================

</TABLE>

<PAGE>
                           RRUN VENTURES NETWORK INC.
                       (Formerly United Management, Inc.)
                          (A Development Stage Company)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                               SEPTEMBER 30, 2001
                                   (Unaudited)
                            (Stated in U.S. Dollars)



1.     NATURE  OF  OPERATIONS

a)     Organization

The  Company  was  incorporated  in  the State of Nevada, U.S.A., on October 12,
2000.

b)     Development  Stage  Activities

The Company was organized to develop innovative technology based ventures with a
current  emphasis on building new technologies for the entertainment and content
industry.  The  Company's initial venture is RAHX, a business concept focused on
the  growing  Peer-To-Peer (P2P) file exchange industry.  The first branded RAHX
product is Rahxware, a platform that uses P2P technologies to enable and enhance
the  distribution  of  digital  media  over  the  internet.

The  Company  is  in  the  development  stage,  therefore, recovery of assets is
dependent  upon  future  events,  the  outcome  of  which is indeterminable.  In
addition,  successful  completion  of  the Company's development program and its
transition,  ultimately to the attainment of profitable operations, is dependent
upon  obtaining  adequate  financing  to  fulfill its development activities and
achieve  a  level  of  sales  to  support  its  cost  structure.

Management is of the opinion that sufficient short term funding will be obtained
and  that  current  negotiations  with  potential  users of its products will be
successful.


2.     SIGNIFICANT  ACCOUNTING  POLICIES

The  consolidated  financial  statements  of  the  Company have been prepared in
accordance  with  generally accepted accounting principles in the United States.
Because a precise determination of many assets and liabilities is dependent upon
future events, the preparation of consolidated financial statements for a period
necessarily  involves  the  use  of estimates which have been made using careful
judgment.

The  consolidated  financial  statements  have,  in  management's  opinion, been
properly  prepared  within  reasonable  limits  of  materiality  and  within the
framework  of  the  significant  accounting  policies  summarized  below:

a)     Consolidation

These consolidated financial statements include the accounts of the Company, its
100%  owned subsidiary, RRUN Ventures, Inc., and its 67% owned subsidiary, RAHX,
Inc.

<PAGE>
                           RRUN VENTURES NETWORK INC.
                       (Formerly United Management, Inc.)
                          (A Development Stage Company)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                               SEPTEMBER 30, 2001
                                   (Unaudited)
                            (Stated in U.S. Dollars)



2.     SIGNIFICANT  ACCOUNTING  POLICIES  (Continued)

b)     Development  Stage  Company

The  Company  is  a  development  stage  company as defined in the Statements of
Financial Accounting Standards No. 7.  The Company is devoting substantially all
of  its  present  efforts  to  establish  a new business and none of its planned
principal  operations  have  commenced.  All  losses accumulated since inception
have  been  considered  as  part  of the Company's development stage activities.

c)     Investments

Investments  in  companies owned less than 20% are recorded at the lower of cost
or  fair  market  value.

d)     Software  Development  Costs

The costs to develop new software products and enhancements to existing software
products  will  be expensed as incurred until technological feasibility has been
established.  Once  technological  feasibility  has  been  established,  any
additional  costs  will  be  capitalized.

e)     Income  Taxes

The  Company  has  adopted Statement of Financial Accounting Standards No. 109 -
"Accounting  for  Income Taxes" (SFAS 109). This standard requires the use of an
asset  and  liability  approach for financial accounting and reporting on income
taxes.  If it is more likely than not that some portion or all if a deferred tax
asset  will  not  be  realized,  a  valuation  allowance  is  recognized.

f)     Amortization

Capital  assets  are  being  amortized  on  the  declining  balance basis at the
following  rates:

            Computer  equipment                   30%
            Computer  software                   100%
            Office  furniture  and  equipment     20%


<PAGE>
                           RRUN VENTURES NETWORK INC.
                       (Formerly United Management, Inc.)
                          (A Development Stage Company)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                               SEPTEMBER 30, 2001
                                   (Unaudited)
                            (Stated in U.S. Dollars)



2.     SIGNIFICANT  ACCOUNTING  POLICIES  (Continued)

g)     Financial  Instruments

The  Company's  financial  instruments consist of cash, GST recoverable, prepaid
expenses  and  accounts  payable.

Unless  otherwise  noted,  it  is  management's opinion that this Company is not
exposed  to  significant  interest  or credit risks arising from these financial
instruments.  The  fair  value  of these financial instruments approximate their
carrying  values,  unless  otherwise  noted.

h)     Net  Loss  Per  Share

Net  loss  per  share  is calculated using the weighted average number of common
shares  outstanding  during  the  period.  Fully  diluted  loss per share is not
presented  as  the  impact  of  the  exercise  of  options  is  anti-dilutive.


3.     ACQUISITION  OF  SUBSIDIARY

a)     Effective  November  13,  2000,  RRUN  Ventures, Inc. acquired 67% of the
issued  and outstanding shares of RAHX, Inc. by issuing 2,814,000 common shares.
Since  the  transaction resulted in the former shareholders of RAHX, Inc. owning
the majority of the issued shares of RRUN Ventures, Inc., the transaction, which
is  referred  to  as  a  "reverse  take-over",  has  been treated for accounting
purposes  as  an  acquisition by RAHX, Inc. of the net assets and liabilities of
RRUN  Ventures,  Inc.  Under  this purchase method of accounting, the results of
operations  of  RRUN Ventures, Inc. are included in these consolidated financial
statements  from  November  13,  2000.

RRUN  Ventures  Inc.  had  a  net  asset  deficiency  at  the  acquisition date,
therefore,  the  2,814,000 common shares issued on acquisition were issued at an
ascribed  value  of  $Nil  with  the  net asset deficiency of $12,355 charged to
deficit.  RAHX,  Inc.  is  deemed  to  be the purchaser for accounting purposes.
Accordingly,  its  net  assets are included in the consolidated balance sheet at
their  previously  recorded  amounts.

The  acquisition  is  summarized  as  follows:

  Current  Assets          $     11,357
  Current  Liabilities           23,712
                           -------------
  Net  Asset  Deficiency   $    (12,355)
                           =============
<PAGE>

                           RRUN VENTURES NETWORK INC.
                       (Formerly United Management, Inc.)
                          (A Development Stage Company)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                               SEPTEMBER 30, 2001
                                   (Unaudited)
                            (Stated in U.S. Dollars)



3.     ACQUISITION  OF  SUBSIDIARY  (Continued)

b)     Effective  August  17,  2001, RRUN Ventures Network Inc. acquired 100% of
the  issued  and  outstanding  shares  of RRUN Ventures, Inc. by issuing 305,439
common  shares.  Since  the  transaction  resulted in the former shareholders of
RRUN  Ventures,  Inc.  owning the majority of the issued shares of RRUN Ventures
Network  Inc.,  the  transaction, which is referred to as a "reverse take-over",
has  been  treated  for  accounting purposes as an acquisition by RRUN Ventures,
Inc. of the net assets and liabilities of RRUN Ventures Network Inc.  Under this
purchase  method  of  accounting,  the  results  of  operations of RRUN Ventures
Network Inc. are included in these consolidated financial statements from August
17,  2001.

Control  of  the  net  assets  of  RRUN  Ventures  Network Inc. was acquired for
consideration  of  $28,631  representing  the  fair  value of the assets of RRUN
Ventures  Network  Inc.  RRUN  Ventures,  Inc. is deemed to be the purchaser for
accounting  purposes.  Accordingly,  its  net assets are included in the balance
sheet  at  their  previously  recorded  values.

The  acquisition  is  summarized  as  follows:


  Current Assets (cash)                  $117,541
  Current Liabilities                     (88,910)
                                       -----------
                                         $ 28,631
                                       ===========
4.   INVESTMENT


Kaph Data Engineering Inc. - 159
  common shares representing 15%
  of the Company's issued and
  outstanding common share capital       $  6,750
                                       ===========


5.     STOCK  OPTION  PLAN

The  Company  has granted stock options for the purchase of up to 600,000 common
shares  at  $0.10 per share, and up to 518,000 common shares at $0.25 per share.
All  expiring  on  December  1,  2003.


<PAGE>
                           RRUN VENTURES NETWORK INC.
                       (Formerly United Management, Inc.)
                          (A Development Stage Company)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                               SEPTEMBER 30, 2001
                                   (Unaudited)
                            (Stated in U.S. Dollars)



6.     RELATED  PARTY  TRANSACTION

Loans  and  advances  payable are due to related parties, are interest free, and
have  no  specific  terms  of  repayment.



<PAGE>

Item  2.  Management's  Discussion  and  Analysis  or  Plan  of  Operations

FORWARD  LOOKING  STATEMENTS

This  report  on  Form 10-QSB contains certain forward-looking statements within
the meaning of section 21(e) of the Securities Exchange Act of 1934, as amended,
and  other  applicable securities laws.  All statements other than statements of
historical  fact  are  "forward-looking  statements"  for  purposes  of  these
provisions,  including any projections of earnings, revenues, or other financial
items; any statements of the plans, strategies, and objectives of management for
future  operation; any statements concerning proposed new products, services, or
developments,  any  statements  regarding  future  economic  conditions  or
performance,  statements  of belief, and any statement of assumptions underlying
any  of  the foregoing.  Such forward-looking statements are subject to inherent
risks  and  uncertainties, and actual results could differ materially from those
anticipated  by  the  forward-looking  statements.

Corporate  History

In  August  2001, RRUN Ventures, Inc. merged with United Management, Inc. In the
process  we changed our name to RRUN Ventures Network, Inc. Also acquired in the
merger  was a majority shareholder position in RAHX, Inc., a Nevada Corporation,
which  was  incorporated  in  2000.  In  September  2001,  we  co-founded  AXXUS
Corporation  and  subsequently acquired a majority interest in AXXUS Corporation
and RRUN founded RRUN Labs  Incorporated and  subsequently acquired 100% of the
common  stock of  RRUN  Labs  Incorporated, a  Delaware Corporation,  which was
incorporated in September 2001.  At the end of September 2001, there was no
activity in AXXUS Corporation and RRUN Labs Incorporated.

General  Overview

Our  mission  is  to  seek  out  and build a network of ventures specializing in
various  products  and  services  in  the  digital technology industry.  We will
develop  these new businesses through the use of our existing relationships with
content owners, technology firms and our own staff knowledgeable in the areas of
software  development,  technology,  marketing  and  project  management.

Our venture network currently consists of two technology-based business enabling
networks  and  organizations,  RAHX  and  AXXUS.  These two companies combine to
implement our initiatives: 1) the building of an advanced digital media network;
and  2)  the  building of a new global marketplace that, interconnects consumers
and  businesses.  The  RAHX  and  AXXUS  networks  will  be built on proprietary
technology  that  utilizes  Peer-2-Peer  Distributed  Architecture  and

                                       4

<PAGE>

contain Digital  Rights  Management Systems and Advanced Integration and
Personalization Software.

Until  the Company raises additional capital, the Company's vision for RRUN Labs
Incorporated  cannot  be fully realized.  At the end of October, we were  unable
to  raise  additional  capital  for  the  operation of RRUN Labs.  We decided to
suspend the operations of RRUN Labs Incorporated until further notice.  All RRUN
Labs  Incorporated  employees  have  been given a temporary leave of absence. We
incurred  significant  obligations  with  regard  to our Virginia operations and
certain  debts  remain outstanding.  The Company cannot make any assurances that
the  personnel currently contracted by RRUN Labs will continue their contract in
the  future  should the Company obtain funds necessary to continue the vision of
RRUN  Labs  Incorporated.

                                 Marketing Plan

Key  Objectives

Our  marketing strategy will be a key factor in achieving success in its overall
strategic  plan.  Effectively  executing  the  marketing  strategy will help the
Company  realize  the  following  objectives:
  1.     Develop  a  RAHX.net  brand  awareness;
  2.     Build  a  strong  RAHX  customer  base;
  3.     Develop  RAHX  awareness  in  the  file  exchange  industry;  and
  4.     Complete  licensing  agreements  with  P2P  media  services.

     We  will  execute  our marketing strategy for RAHX over three periods.  The
marketing strategy covers elements of distribution, promotion, and pricing.  The
marketing  strategy spans across two years in accordance with the aforementioned
implementation  plan.  (i.e. our initial implementation is planned over a period
of  two  phases  totaling  twenty-four  (24)  months).  During  each  phase  and
subsequent  stages the marketing strategy evolves in accordance with development
and  distribution  of  RAHX.

Distribution  Strategy

The  objectives  of  the  distribution  strategy  are:
1)     To most efficiently execute a rapid and widespread deployment of:
    -  The RAHX digital file exchange executable software for consumers

    -  The RAHX platform for licensees

2)     To  produce and launch the RAHX.com and RAHX.net websites to serve as the
distribution  location  for  the  RAHXWARE  software  product

                                       5

<PAGE>

3)     To  achieve  a  significant  distribution  reach  through  RAHX  licensee
customers  that  would  integrate  the  RAHX  plug-in  with  their  browser, and
distribute  RAHX  to  their  users  through  system  wide  dynamic  upgrades.

  -     Launch  of  RAHX.com
  -     Launch  of  beta  version  of  direct  to  consumer  RAHXWARE  software
  -     Launch  of  RAHXWARE  licensing  product
  -     Continued  distribution effort through sales of RAHXWARE licensing
        program

Promotion  Strategy

The  objective  of the promotion strategy is to effectively invest promotion and
advertising  dollars  to  attain  a critical mass of RAHX users and RAHX enabled
licensees.  Within  the  first  year  we  hope  to:

    -     Develop  RAHX  brand  awareness
    -     Build  a  base  of  loyal  RAHX  users
    -     Develop  relationships with digital music companies and P2P media
          services
    -     Develop  relationships  with  leading companies in the content
          industries, i.e.,  music,  movies,  publishing,  etc.

The  Promotion  Strategy  is  as  follows:

      -     Launch  of  marketing  promotional  strategy  for  RAHX.com
      -     Launch  of  marketing  promotional  strategy  for  RAHXWARE
      -     Continued  marketing  promotional  strategy  for  RAHXWARE  and
            RAHX.com
      -     Launch  of  marketing  promotional  strategy  for RAHXWARE
            licensing sales program
      -     Continued  marketing  promotional  strategy  for  RAHXWARE  and
            RAHX.com
      -     Continued  marketing  promotional  strategy for RAHXWARE licensing
            program

RESULTS  OF  OPERATIONS

We did not earn any revenues during the period ending September 30, 2001.  We do
not  anticipate  earning  revenues until such time as the development of our web
site  is  completed  and  we commence sales of advertising and RAHXWARE software
subscription  fees  or  per  unit  music  charges.  We  are  presently  in  the
development  stage and we can provide no assurance that we will be successful in
completing development of our software or earning revenues from our software,
web site and related  products  once  development  is  complete.

                                       6

<PAGE>

We  incurred  operating  expenses in the amount of $270,637 for the three months
ended  September  30, 2001. These operating expenses were comprised primarily of
professional and  consulting fees in the  amount of $201,919.  We also incurred
office and related expenses  in  the  amount  of  $14,877  during this period.
We incurred  a loss of $266,637 for  the  three  months  ended  September  30,
2001.  Our  net  loss was  attributable  entirely  to  our  operating  expenses.

FINANCIAL  CONDITION

Liquidity  and  Financial  Condition

We  had  cash  of  $22,591  as  of  September  30,  2001.
Management is of the opinion that sufficient short term funding will be
obtained and that current negotiations with potential users of its products
will be successful. If the short term funding is not realized, the company
will be required to scale back its operating activities.


PART  II  -  OTHER  INFORMATION

Item  1.  Legal  Proceedings

None

Item  2.  Changes  in  Securities

Recent  Sales  of  Unregistered  Securities
-------------------------------------------

In  August  2001,  we acquired all of RRUN Ventures, Inc. issued and outstanding
shares in exchange for 305,439 common shares of our common stock. Also in August
2001,  our  former President, Christine Cerisse, acting as an agent on behalf of
various  shareholders of our Company, executed a cancellation agreement in which
500,000  common  shares  which  had been previously issued to these shareholders
were  cancelled.

During  September  of  2001,  we  issued  1,845,000  shares  of  its  previously
authorized,  but  unissued common stock.  The shares were issued to officers and
directors  in exchange for the cancellation of debt.  The transactions  were
valued  at  $0.02  per share. The transactions were isolated transactions  with
persons  having  a close affiliation with us and were exempt from  registration
under the Securities Act of 1933 pursuant to Section 4(2) of the  Act.

During September of 2001, we issued 670,000 shares of its previously authorized,
but  unissued common stock.  The shares were issued to three persons in exchange
for  cash.  The  transactions  were  valued at $0.02 per share. The transactions
were  isolated  transactions with persons having a close affiliation with us and
were  exempt  from  registration  under  the  Securities Act of 1933 pursuant to
Section  4(2)  of  the  Act because of not being part of a public

                                       7

<PAGE>

offering.  The offering  was  for  a  limited  purpose  and did not use the
machinery of public
distribution.

During September of 2001, we issued 200,000 shares of its previously authorized,
but  unissued  common stock.  The shares were issued to one unrelated company in
exchange  for  consulting  services.  The  transaction  was  valued  at  $0.02
per share. The transaction was an isolated transaction with a person having a
close affiliation with us and was exempt from registration under the  Securities
Act  of 1933 pursuant to Section 4(2) of the Act because of not being  part of a
public offering. The offering was for a limited purpose and did not  use  the
machinery  of  public  distribution.

During  September  of 2001, we issued 2,544 shares of its previously authorized,
but unissued common stock.  The shares were issued to one person in exchange for
the  cancellation  of  debt.  The transaction was valued at $1.00 per share. The
transaction was an isolated transaction with a person having a close affiliation
with  us  and  was  exempt  from  registration  under the Securities Act of 1933
pursuant  to  Section  4(2)  of  the  Act  because of not being part of a public
offering.  The  offering was for a limited purpose and did not use the machinery
of  public  distribution.

During  September of 2001, we issued 20,000 shares of its previously authorized,
but unissued common stock.  The shares were issued to one person in exchange for
the  cancellation of debt.  The transactions were valued at $0.75 per share. The
transaction was an isolated transaction with a person having a close affiliation
with  us  and  was  exempt  from  registration  under the Securities Act of 1933
pursuant  to  Section  4(2)  of  the  Act  because of not being part of a public
offering.  The  offering was for a limited purpose and did not use the machinery
of  public  distribution.

We  also issued incentive stock options to the following officers, directors and
consultants.

          Optionee                                   Options  Granted
          --------                                   ---------------
        Ray  Hawkins                                      100,000
        Pavel  Bains                                      100,000
        Edwin  Kwong                                      100,000
        Saya  Kyvrikosaios                                100,000
        Emanuel  Koseos                                   100,000
        Other  Consultants  and  employees                781,500
                                                       ------------
        Total  #  of  Options  Granted                  1,281,500


None  of  these  options  has  been  exercised  as  of  September  30,  2001.

                                       8


<PAGE>

These  options  were  issued  at various exercise prices between $0.10/share and
$0.75/share.

Seven  Hundred  and Eighty One Thousand, Five Hundred (781,500) of these options
were  awarded to 21 employees and consultants working for RRUN, and Five Hundred
Thousand (500,000) options were awarded to 5 Officers and Directors of  RRUN.

We  also  issued  warrants to purchase common stock to consultants and advisors.
The  warrants  issued  as  of September 30, 2001 allowed the holders to purchase
1,719,650  shares  of  our common stock at exercise prices ranging from $0.10 to
$3.00  per share. None of these warrants have been exercised as of September 30,
2001.  No  warrants  were issued to our directors or officers. No warrant holder
received  an  issuance  of  warrants to make such warrant holder a 5% or greater
stockholder  of  the  Company.


Item  3.  Defaults  upon  Senior  Securities

None

Item  4.  Submission  of  Matters  to  a  Vote  of  Security  Holders
The  Board of Directors of United called a special meeting of United Management,
Inc.  shareholders  on  August  17,  2001  to vote to approve the merger and the
merger  agreement  between  United  and  RRUN  Ventures, Inc. There were 788,420
shares  outstanding and entitled to vote at the meeting. 464,920 votes were cast
in  favor  of  adoption of the merger and zero votes were cast against adoption.
During  such  meeting,  the  Company  resolved  to  change  its name from United
Management,  Inc.  to  RRUN  Ventures  Network, Inc. 415,420 shares were cast in
favor  of  the  adoption  of  this  resolution  and zero votes were cast against
adoption.  The  Company  resolved  to  increase  the  number  of  its Directors.
Previously,  the  Company's  Bylaws  provided  that the Board of Directors shall
consist of between one and five members. The Company resolved that the Board may
consist  of  a  number from one to twelve Directors, as determined, from time to
time  by  then  existing Board of Directors. 415,420 votes were cast in favor of
adoption  of  this  resolution  and  zero  votes  were  cast  against  adoption.

Item  5.  Other  Information

     None


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

(a)  Exhibits
   ----------

                                       9

<PAGE>

     10.1    Cancellation  Agreement
     21.     Subsidiaries  of  the  Registrant
     99.1    Risk  Factors



(b)  Reports  on  Form  8-K
     ----------------------

On  August 20, 2001 RRUN filed Form 8-K to report the following events occurring
on  August  17,  2001:  Acquisition  of Assets in relation to the merger between
United  Management  and  RRUN,  Resignation  of  Director,  Change in Certifying
Accountants,  Change in Fiscal Year to December 31 and Change in Corporate Name.
Financial  Statements  of  Business Acquired and Pro forma financial information
were  filed  with  this  report.

On  September  17,  2001  RRUN  filed  Form 8-K/A to amend its earlier report to
describe  in Item 4 the changes in RRUN's certifying accountant and to attach to
this  report  a  copy  of  the  response  from  its  predecessor  accountant.


                                      10
<PAGE>

                                   SIGNATURES

In  accordance with the requirements of the Securities and Exchange Act of 1934,
the  Registrant  has  duly  caused this report to be signed on its behalf by the
undersigned,  thereunto  duly  authorised.

RRUN  Ventures  Network,  Inc.

Date:     November  16,  2001


By:      /s/ Ray  Hawkins
         ---------------------------
         Ray  Hawkins,  President


                                       11