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

                                   FORM 10-QSB

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

                  FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2002
                 Securities and Exchange Commission File Number
                                    000-26369


                         Reality Wireless Networks, Inc.
                         -------------------------------
             (Exact name of registrant as specified in its charter)

             Nevada                                          88-0422026
             ------                                          ----------
(State or other jurisdiction of                           (I.R.S. Employer
 incorporation or organization)                        Identification Number)

                            120 W. Campbell, Suite E
                           Campbell, California 95008
                           --------------------------
          (Address of principal executive offices, including zip code)

                                 (408) 379-3822
                                 --------------
              (Registrant's Telephone Number, Including Area Code)



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

                                YES  [X]         NO  [ ]

         The number of issued and outstanding shares of the Registrants Common
Stock, $0.001 par value, as of August 12, 2002, was 5,149,563.

================================================================================


<PAGE>
<TABLE>
<CAPTION>
                         Reality Wireless Networks, Inc.


                                                                                                         Page
                                                                                                         ----

<S>                                                                                                      <C>
PART I - Financial Information                                                                            3

Item 1.  Financial Statements:
         Consolidated Balance Sheet as at June 30, 2002                                                   4
         Consolidated Statements of Operations for the three and nine months ended June 30, 2002          5
         Consolidated Statements of Cash Flows for the nine months ended June 30, 2002                    6
         Notes to Interim Condensed Financial Statements June 30, 2002                                    7

Item 2.  Management's Discussion and Analysis of Financial Condition and Results of Operations.           8

PART II - Other Information                                                                               10

Item 1.  Legal Proceedings.                                                                               10

Item 2.  Changes in Securities.                                                                           10

Item 3.  Defaults Upon Senior Securities.                                                                 10

Item 4.  Submission of Matters to a Vote of Security Holders                                              11

Item 5.  Other Information                                                                                11

Item 6.  Exhibits and Reports on Form 8-K.                                                                12

Signatures                                                                                                12

Exhibits                                                                                                  13-14
</TABLE>













                                       2
<PAGE>
Forward-looking Statements

Certain statements in this Quarterly Report on Form 10-QSB, as well as
statements made by Reality Wireless Networks, Inc. ("Reality" or the "Company")
in periodic press releases, oral statements made by the company's officials to
analysts and shareholders in the course of presentations about the company,
constitute "forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995. Such forward-looking statements
involve known and unknown risks, uncertainties, and other factors that may cause
the actual results, performance or achievements of the company to be materially
different from any future results, performance or achievements expressed or
implied by the forward looking statements. Such factors include, among other
things, (1) general economic and business conditions; (2) interest rate changes;
(3) the relative stability of the debt and equity markets; (4) competition; (5)
demographic changes; (6) government regulations; (7) required accounting
changes; and (8) other factors over which Reality has little or no control.



























                                       3

<PAGE>
                         PART I - FINANCIAL INFORMATION
                         ------------------------------

Item 1.  Financial Statements
-----------------------------
<TABLE>
<CAPTION>

                         REALITY WIRELESS NETWORKS, INC.
                             CONDENSED BALANCE SHEET
                             -----------------------

                                                                                           June 30,
                                                                                             2002
                                                                                       ---------------
                                                                                         (Unaudited)
<S>                                                                                    <C>
ASSETS
              Current assets:
                Cash                                                                   $          339
                Accounts receivable - trade                                                     2,379
                Inventory                                                                      42,044
                Other current assets                                                           57,079
                                                                                       ---------------
                  Total current assets                                                        101,841

              Fixed Assets, less accumulated depreciation of $22,441                           79,106
              Goodwill                                                                        165,172
                                                                                       ---------------
                                                                                       $      346,119
                                                                                       ===============

LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

              Current liabilities:
                Notes payable                                                          $      938,321
                Current portion of leases payable                                              34,425
                Accounts payable                                                              417,970
                Accrued expenses                                                              243,813
                                                                                       ---------------
                  Total current liabilities                                                 1,634,529
                                                                                       ---------------

              Long term portion of leases payable                                              69,027

              Stockholders' equity (deficit):
                Common stock, $.001 par value, 25,000,000 shares
                  Authorized: 5,149,563 shares issued and outstanding:                          5,150
                  Capital stock receivable                                                       (797)
                Paid-in capital                                                              (116,117)
                Accumulated deficit                                                        (1,245,673)
                                                                                       ---------------
                  Total stockholders' equity (deficit)                                     (1,357,437)
                                                                                       ---------------
                                                                                       $      346,119
                                                                                       ===============
</TABLE>

                                       4
<PAGE>
<TABLE>
<CAPTION>
                         REALITY WIRELESS NETWORKS, INC.
                        CONDENSED STATEMENT OF OPERATIONS
                        ---------------------------------
                                   (Unaudited)


                                                                  Three months ended          Nine months ended
                                                                     June 30, 2002              June 30, 2002
                                                                  -------------------        --------------------
<S>                                                                           <C>                        <C>
Revenue                                                                       47,816                     135,317
Cost of sales:                                                                84,431                     288,063
                                                                  -------------------        --------------------

Gross margin                                                                 (36,615)                   (152,746)

Engineering and development                                                   36,665                      99,355
Selling and marketing expenses                                                60,469                     182,803
General and administrative                                                   357,661                     849,643
                                                                  -------------------        --------------------
                                                                             454,795                   1,131,801
                                                                  -------------------        --------------------

Income (loss) from operations                                               (491,410)                 (1,284,547)

Other income (expense):
Forgiveness of debt                                                           27,617                      74,729
Interest expense, net                                                        (23,077)                    (35,855)
                                                                  -------------------        --------------------
                                                                               4,540                      38,874
                                                                  -------------------        --------------------

                                                                  -------------------        --------------------
Net income (loss)                                                           (486,870)                 (1,245,673)
                                                                  ===================        ====================

Basic and diluted income (loss) per common share                               (0.09)                      (0.24)
                                                                  ===================        ====================

Weighted average shares outstanding                                        5,148,763                   5,148,763
                                                                  ===================        ====================
</TABLE>

                                       5
<PAGE>
<TABLE>
<CAPTION>
                         REALITY WIRELESS NETWORKS, INC.
                        CONDENSED STATEMENT OF CASH FLOWS
                                   (Unaudited)


                                                                              Nine months ended
                                                                                June 30, 2002
                                                                             -------------------
<S>                                                                                  <C>
Cash flows from operating activities:
  Net income (loss)                                                                  (1,245,673)
    Adjustments to reconcile net income to net cash
      used in operating activities:
    Depreciation and amortization                                                        24,101
   Common stock issued for services                                                     103,900
   Changes in operating assets and liabilities
    Accounts receivable                                                                  16,256
    Inventory                                                                           149,610
    Other current assets                                                                (53,610)
    Accounts payable and accrued expenses                                               431,390
                                                                             -------------------
        Net cash used in operating activities                                          (574,026)
                                                                             -------------------

Cash flows from investing activities:
  Purchase of equipment                                                                 (15,349)
  Proceeds from sale of assets                                                                -
                                                                             -------------------
        Net cash used in investing activities                                           (15,349)
                                                                             -------------------

Cash flows from financing activities:
  Proceeds from notes payable                                                           617,000
  Payments on leases payable                                                            (27,286)
                                                                             -------------------
        Net cash provided by financing activities                                       589,714
                                                                             -------------------

Net increase in cash and cash equivalents                                                   339
Cash and cash equivalents at beginning of period                                              -
                                                                             -------------------
Cash and cash equivalents at end of period                                                  339
                                                                             ===================
Cash paid for:
  Interest                                                                               20,703
</TABLE>

                                       6

<PAGE>
                            REALITY WIRELESS NETWORKS
                 NOTES TO INTERIM CONDENSED FINANCIAL STATEMENTS
                                  June 30, 2002


Note 1 - Presentation

The condensed balance sheet of the Company as of June 30, 2002, the related
condensed statements of operations for the three and nine months ended June 30,
2002 and the statements of cash flows for the nine months ended June 30, 2002
included in the condensed financial statements have been prepared by the Company
without audit. In the opinion of management, the accompanying condensed
financial statements include all adjustments (consisting of normal, recurring
adjustments) necessary to summarize fairly the Company's financial position and
results of operations. The results of operations for the three months ended June
30, 2002 are not necessarily indicative of the results of operations for the
full year or any other interim period.

Note 2 - Reverse Merger

On March 5, 2002, Reality Networks entered into an Asset Purchase Agreement with
Dicom. In March 2002, the Asset Purchase Agreement became effective (the
Purchase Agreement). In accordance with the Purchase Agreement, Dicom changed
its name to Reality Wireless Networks. Pursuant to the Purchase Agreement, all
of the outstanding common shares of Reality Networks were exchanged for
8,449,320 shares of Reality Wireless. The transaction was regarded as a reverse
merger whereby Reality Wireless was considered to be the accounting acquirer as
it retained control of Dicom after Purchase Agreement.

Note 3: Reverse Stock Split

On April 24, 2002, effective May 7, 2002, the Board of Directors authorized a
1:2 reverse stock split of the Company's issued and outstanding common stock.
The financial statements as of June 30, 2002 have been retroactively adjusted to
reflect the effect of this change. At June 30, 2002 5,148,763 shares were issued
and outstanding.

Since Dicom's balance sheet is insignificant, a pro-forma consolidated balance
sheet is not presented here.


                                       7
<PAGE>
Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS

Forward-looking Statements

Certain statements in this Quarterly Report on Form 10-QSB, as well as
statements made by Reality Wireless Networks, Inc. ("Reality" or "the Company")
in periodic press releases, oral statements made by the company's officials to
analysts and shareholders in the course of presentations about the company,
constitute "forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995. Such forward-looking statements
involve known and unknown risks, uncertainties, and other factors that may cause
the actual results, performance or achievements of the company to be materially
different from any future results, performance or achievements expressed or
implied by the forward looking statements. Such factors include, among other
things, (1) general economic and business conditions; (2) interest rate changes;
(3) the relative stability of the debt and equity markets; (4) competition; (5)
demographic changes; (6) government regulations; (7) required accounting
changes; and (8) other factors over which Reality has little or no control.

GENERAL OVERVIEW

Reality Wireless Networks, Inc. ("RWNT") was incorporated in the state of Nevada
on March 19, 1999. The Company did not begin its current business model until
March 5, 2002 when the Company entered into an asset purchase agreement with
Reality Networks, a Delaware corporation. The Company is a service provider of
fixed, wireless, high-speed, broadband Internet access to principally
residential homes and small businesses. The Company provides this service as an
alternative to digital subscriber line ("DSL") or cable Internet access service.
The Institute of Electrical and Electronics Engineers ("IEEE") "802.11a" and
"802.11b" radio frequencies, on which no license is required for a broadcaster,
such as the Company, to broadcast, is the medium by which the Company provides
its service. The Company provides its service primarily in geographical areas of
northern California where DSL and cable services are not available and intends
to expand its service to geographical areas outside of northern California.

RESULTS OF OPERATIONS

Retail sales for the three and nine months ended June 30, 2002 were $47,816 and
$135,317, respectively. The Company was open in three markets at the end of the
quarter. Two markets were in Northern California and one in Southern California.

The Company's cost of sales for the three and nine months ended June 30, 2002
was $84,431 and $288,063, respectively. The majority of this cost is
attributable to the customer premise equipment ("CPE"). The CPE is a one-time
cost for each customer and is slightly subsidized by the customer. Management
expects the CPE cost to drop during the remainder of the fiscal year. Management
is reviewing and testing new products to look for efficiencies in installation,
reduction to signal loss, and lower cost units.

Engineering and development costs for the three and nine months ended June 30,
2002 were $36,665 and $99,355, respectively. These costs were primarily salary
costs for CTO and IT technician. The Company expects to sustain this staff level
for the remainder of the fiscal year as the number of customers increase.

Sales and marketing costs for the three and nine months ended June 30, 2002 were
$60,469 and $182,803, respectively. $18,000 was spent in Q2 on marketing
research to determine future markets in both northern and southern California.
Advertising expenditures in Q4 have been haulted until first round of funding
has been raised.

General and administrative expenses for the three and nine months ended June 30,
2002 were $342,661 and $834,643, respectively. $150,000 of the year to date
costs was one-time legal expenses associated with the merger with Reality
Networks, other contemplated mergers, fund raising and business strategies and

                                       8
<PAGE>
another $62,500 on investor relations (see Item II). While these costs are not
part of continuing operations going forward, the Company cannot predict that
other business opportunities will not arise and therefore, the Company may incur
similar legal fees in future periods. An additional $24,000 were one-time costs
spent on consultants to prepare financial modeling, creation of website and
setting up investor relationship protocol.

Net loss for the three and six months ended March 31, 2002 was $474,009 and
$793,137, respectively. $175,000 in expenses was salary costs, management
expects current staffing infrastructure to be sufficient to cover opening
additional markets with minimal increase to headcount for each new market.

Liquidity and Capital Resources

At June 30, 2002 the Company had negative working capital of $1,523,043.
$455,000 $112K acquired in connection with reverse merger with Dicom. in
accounts payable was left from the prior business plan of Dicom Imaging Systems,
Inc. The Company has offered $.05 on the dollar to settle these legacy issues
and move forward with executing current business plan.

For the nine months ended June 30, 2002 cash used in operations was $483,440.
This was created mainly by the large accrued but not yet paid expenses, and
offset slightly by the assumption of $455,000 in accounts payable of the old
Company and it's business plan, which has not yet been paid.

For the nine months ended June 30, 2002 cash used in investing activities was
$15,349 due to the purchase of fixed assets. Management expects an increase in
this cash outlay in future periods as spending on laptops and systems upgrades
needed for network efficiencies have been suspended until funding has been
secured.

Net cash provided by financing activities was $499,128 for the nine months ended
June 30, 2002. The Company has been funding business operations through bridge
financing. Management is actively pursuing significant funding to allow for
execution of business plan. The majority of bridge loans will convert to equity
at time of funding.

Factors That May Affect Future Results

Competition: The broadband internet access industry is highly competitive and
requires constant investment in research and development expenditures in order
to keep pace with technology and competitors' products. The success of the
Company depends upon its ability to go into markets and establish a base level
of customers that will cover costs of opening and maintaining a market. If the
Company is unable to compete effectively or acquire additional financing to fund
future research and development and deployment expenditures, it would have a
materially adverse effect on the company's business operations and the Company
would not be unable to continue marketing and developing products

Dependence Upon External Financing: The Company has been building its business
through revenues generated from operations supplemented by the sale of its
common stock. The ability of the Company to continue its growth and expand its
business is dependent upon the ability of the Company to raise additional
financing either through the issuance of additional stock or the incurrence of
debt.

                                       9
<PAGE>
                           PART II - OTHER INFORMATION

ITEM 1.   LEGAL PROCEEDINGS.

None.

ITEM 2.   CHANGES IN SECURITIES AND USE OF PROCEEDS.

On April 4, 2002, the Company issued 48,000 shares of common stock of the
Company to Donald Schwall, Jr., pursuant to that certain Engagement Agreement
dated as of September 15, 2001 by and between the Company and Mr. Schwall (the
"Schwall Engagement Agreement"). The Company issued the 48,000 shares (i) in
consideration for $24,000 due and owing Mr. Schwall under the Schwall Engagement
Agreement and (ii) in reliance on the exemption from registration afforded by
Section 4(2) of the Securities Act of 1933, as amended (the "Securities Act").
Additionally, on April 4, 2002, the Company issued 63,000 shares of common stock
to Mr. Schwall, pursuant to a Consulting Services Agreement dated February 3,
2002 by and between the Company and Equity Thunder Investment Corporation, a
Nevada corporation ("Equity Thunder"). The Company issued the 63,000 shares (i)
in consideration for $24,000 due and owing Equity Thunder under Equity Thunder
Consulting Services Agreement and (ii) in reliance on the exemption from
registration afforded by Section 4(2) of the Securities Act. Mr. Schwall is
entitled to "piggy-back" registration rights on all registrations of the Company
(other than registrations made pursuant to a Form S-4, Form S-8 or any other
successor form of limited purpose) for the issuance of both the 48,000 shares
and the 63,000 shares.

On April 11, 2002 the Company issued 50,000 shares of common stock of the
Company pursuant to that certain Consulting Services Agreement dated March 28,
2002 by and between the Company and Blair Capital, Inc., a Nevada corporation
("Blair Capital"). The Company issued the 50,000 shares to Blair Capital in
reliance on the exemption from registration afforded by Section 4(2) of the
Securities Act. Blair Capital is entitled to "piggy-back" registration rights on
all registrations of the Company (other than registrations made pursuant to a
Form S-4, Form S-8 or any other successor form of limited purpose) for the
issuance of the 50,000 shares.

On May 9, 2002, pursuant to a Non-Qualified Stock Option Agreement dated May 9,
2002, the Company issued to Breckenridge McKinley an option (the "Option"), for
a term of 10 years, to purchase 250,000 shares of common stock, an exercise
price of $0.01 per share, which Option was exercised on May 10, 2002. The
Company issued the Option (i) in consideration for consulting services provided
pursuant to a consulting agreement dated May 9, 2002, by and between the Company
and Mr. McKinley (ii) in reliance on the exemption from registration afforded by
Section 4(2) of the Securities Act. The 250,000 shares of common stock
underlying the Option were registered pursuant to a Form S-8, filed by the
Company with the Securities and Exchange Commission on May 10, 2002 (the
"Reality S-8").

ITEM 3.   DEFAULTS UPON SENIOR SECURITIES.

The Company has failed to make payments on a loan of $190,000 to the Company
plus interest payments due March 31, 2002 pursuant to that certain Convertible
Promissory Note (the "Cabletron Note") dated July 1, 2001, made by Reality
Networks, a Delaware corporation ("Reality Delaware"), to Cabletron Systems,
Inc., a Delaware corporation ("Cabletron"). The Company assumed the obligations
of the Cabletron Note pursuant to that certain Asset Purchase Agreement dated
March 5, 2002, by and between the Company and Reality Delaware.

The Company has filed to make payments on a loan of $15,000 of principal plus
interest payments due March 15, 2002, with respect to a promissory note payable
to John C. Rosso.

                                       10
<PAGE>
The Company does not currently have the ability to pay any past due debts. Such
non-payment of past due debts may result in a default upon on some or all of the
obligations to Cabletron and Mr. Rosso described above. The Company is currently
negotiating with Cabletron and Mr. Rosso to restructure the debts it owes to
each of them, respectively, although there can be no assurance that Cabletron or
Mr. Rosso will agree with terms of restructuring proposed by the Company.

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

None.

ITEM 5.  OTHER INFORMATION.

Reverse Stock Split.

As disclosed in the Company's current report on Form 8-K filed on May 3, 2002,
the Board of Directors of the Company, on April 24, 2002, unanimously approved,
effective May 7, 2002, a 1-for-2 reverse stock split of the all of the issued
and outstanding shares of common stock of the Company held by shareholders as of
the close of business of the Company on May 26, 2002, and a simultaneous
amendment to the Company's Articles of Incorporation to decrease the number of
authorized shares of Common Stock of the Company from 50,000,000 to 25,000,000.
The number of shares of preferred common stock authorized to be issued by the
Company remained unaffected. In connection the reverse stock split, the
Company's ticker symbol changed from "RWNI" to "RWNT."

Option Agreement with Company Counsel.

Pursuant to a Non-Qualified Stock Option Agreement dated June 7, 2002 by and
between the Company and The Otto Law Group, PLLC ("TOLG"), the Company issued an
option (the "Option") to TOLG, for a term of 10 years, to purchase 97,800 shares
of common stock at an exercise price of $0.0001 per share, which Option was
exercised by TOLG on June 13, 2002. The Option was issued in consideration for
$48,900 of legal fess due TOLG. The 97,800 shares of common stock underlying the
Option were registered pursuant to the Reality S-8. TOLG, who prepared the
opinion regarding the authorization, issuance and fully-paid and non-assessable
status of the securities covered by the Reality S-8, represents the Company with
respect to certain legal matters. TOLG's relationship with the Company has been
as legal counsel, and there are no arrangements or understandings which would in
any way cause TOLG or any of its members or employees to be deemed an affiliate
of the Company or a person associated with an affiliate of the Company. David M.
Otto, a member of TOLG, holds 97,800 shares of common stock of the Company,
which 97,800 shares were registered under the Reality S-8. TOLG, of which Mr.
Otto holds a 100% beneficial interest, holds 58,283 shares of common stock,
which 58,283 shares are "restricted securities," as such term is defined in Rule
144(a)(3) of the Securities Act.

Appointment of New Chief Executive Officer and President.

On July 30, 2002, Dennis Spina was appointed President and Chief Executive
Officer of the Company. The Company does not hold any form of key-man life
insurance for Mr. Spina. Certain biographical information about Mr. Spina is as
follows.

Mr. Spina, 58, was Chairman and CEO of Erols Internet Service, which was the
nation's primary regional Internet Service Provider based in Springfield,
Virginia. Erols was one of the pioneers of the Internet, being the first to
market and sell the Internet using radio and television. The service was founded
in 1996, when Mr. Spina developed Erols' strategy, as well as engineered the
growth throughout the Northeast corridor. Erols was successfully sold to RCN, a
broadband cable provider, headquartered in Princeton, New Jersey. While at RCN,
Mr. Spina was the Vice Chairman and President of Internet Services. He was also
the President and CEO of Covista, a public company based in Little Falls, NJ.
Covista was a data and long distance switched based operator servicing
businesses and residential customers in the New York metropolitan area. Mr.
                                       11
<PAGE>
Spina started his career with Federal Express in April of 1973 and was Regional
Vice President in the Northeast and oversaw the explosive growth and expansion
in the Northeast. He spent 17 years at Federal Express and was ultimately
responsible for all operations and sales from Maine to Washington, DC, with
14,000 employees and $2 billion in revenue. Mr. Spina received his A.B. in
Liberal Arts from Temple University in 1969 and has completed executive
financial management programs at the Mellon School of Business at Harvard
University.

ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K.

(a)      Exhibits.

All exhibits included in this report are incorporated by reference. See the
Exhibit List below for all such exhibits.

(b)      Reports on Form 8-K.

         (1) On May 3, 2002, the Company filed a Current Report on Form 8-K
disclosing, under Item 5 "Other Information," the appointment of Victor Romero
to the board of directors of the Company and a 1-for-2 reverse stock split of
the common stock of the Company.

         (2) On May 20, 2002, the Company a Current Report on Form 8-K (amending
that certain Form 8-K filed by the Company on March 20, 2002), disclosing, (i)
under Item 2 "Acquisition of Disposition of Assets," certain summarized
information regarding that certain Asset Purchase Agreement (the "Asset Purchase
Agreement") March 5, 2002 by and between the Company Reality Networks, Inc., a
Delaware corporation ("Reality Delaware"), (ii) under Item 5 "Other
Information," the termination of that certain Agreement and Plan of Merger dated
February 27, 2002, by and between the Company and Amenities Network, Inc., a
Washington corporation, and (iii) under Item 7 "Financial Statements, Pro Forma
Financial Information and Exhibits" and the exhibits therein referenced, the
filing of consolidated balance sheets of the Company as of December 31, 2000 and
2001, consolidated statements of operations, comprehensive income, shareholder's
equity, and cash flows of the Company for the three years ended December 31,
2001, together with related notes and the report of independent accountants,
(filed as Exhibit 99.1) and unaudited pro forma combined condensed balance sheet
of the Company as of December 31, 2001, together with related notes (filed as
Exhibit 99.2).

                                   SIGNATURES

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

                                        REALITY WIRELESS NETWORKS, INC


Date:  August 14, 2002                  By:/s/ Rick Ramirez
                                           -------------------------------------
                                           Vice President, Business Development,
                                           Secretary and Treasurer


                                       12
<PAGE>
                                  EXHIBIT INDEX
                                  -------------

EXHIBIT NO. AND DESCRIPTION OF EXHIBIT
--------------------------------------

3.1 (1)           Articles of Incorporation of the Registrant

3.2 (1)           Bylaws of the Registrant

3.3 (11)          Certificate of Amendment to Articles of Incorporation of the
                  Registrant

3.4 (14)          Certificate of Amendment to Articles of Incorporation of the
                  Registrant

4.1 (12)          Reality Wireless Networks, Inc. 2001 Stock Option Plan

4.2 (12)          Non-Qualified Stock Option Agreement dated May 9, 2002, by and
                  between the Company and Breckenridge McKinley

4.3 (13)          Registration Rights Agreement dated March 5, 2002 by and
                  between the Company and the shareholders of Reality Networks,
                  Inc., a Delaware corporation

10.1 (2)          License Agreement dated March 17, 2000 between the Company and
                  CLG Investments Limited

10.2 (3)          Settlement Agreement dated September 26, 2000 between the
                  Company and CLG Investments Limited

10.3 (4)          Marketing Agreement dated October 4, 2000, between the Company
                  and Eastman Kodak Company

10.4 (4)          Software Bundling and Co-Marketing Agreement dated February
                  13, 2001, between the Company and Olympus America Inc.

10.5 (4)          Authorized Dealer Agreement dated April 6, 2001, between the
                  Company and Dental X Change, Inc.

10.6 (5)          Executive Employment Agreement dated November 22, 2000,
                  between the Company and Paul Fernandez

10.7 (5)          Promissory Note dated November 7, 2000 between the Company and
                  Torchmark Holdings Ltd. This Promissory Note replaces the
                  Promissory Note dated August 16, 2000 that was included in
                  Form 10-QSB, file number 000-26369, filed on November 14,
                  2000.

10.8 (5)          Convertible Loan Agreement dated November 7, 2000 between the
                  Company and Torchmark Holdings Ltd.

10.9 (5)          Convertible Loan Agreement dated December 21, 2000 between the
                  Company and Torchmark Holdings Ltd.

10.10 (5)         Convertible Loan Agreement dated February 14, 2001 between the
                  Company and Torchmark Holdings Ltd.

10.11 (6)         Software Purchase Agreement dated July 3, 2001 between the
                  Company and Torchmark Holdings Ltd.

10.12 (6)         Convertible Loan Agreement dated July 3, 2001 between the
                  Company and Torchmark Holdings Ltd.

                                       13
<PAGE>
10.13 (6)         Security Agreement dated July 3, 2001 between the Company and
                  Torchmark Holdings Ltd.

10.14 (7)         Amendment No. 1 to Software Purchase Agreement dated July 30,
                  2001 between the Company and Torchmark Holdings Ltd.

10.15 (8)         Form of Note dated September 4, 2001, made by Torchmark to the
                  Company

10.16 (9)         Letter of Intent dated October 2, 2001 between Reality
                  Networks and the Company

10.17 (10)        Form of Amendment No. 1 to Letter of Intent, dated October 10,
                  2001

10.18 (13)        Asset Purchase Agreement dated March 5, 2002, by and between
                  Reality Wireless Networks, Inc., a Nevada corporation, and
                  Reality Networks, Inc., a Delaware corporation.

99.1  (15)        Certification

(1) Incorporated by reference to the exhibits to the registrant's registration
statement on Form 10-SB, file number 000-26369.

(2) Incorporated by reference to the exhibits to the registrant's registration
statement on Form 10-QSB, file number 000-26369, filed on May 16, 2000.

(3) Incorporated by reference to the exhibits to the registrant's registration
statement on Form 10-QSB, file number 000-26369, filed on November 14, 2000.

(4) Confidential treatment requested.

(5) Incorporated by reference to the exhibits to the registrant's registration
statement on Form 10-KSB, file number 000-26369, filed on May 17, 2001.

(6) Incorporated by reference to the exhibits to the registrant's registration
statement on Form 8K, file number 000-26369, filed on July 24, 2001.

(7) Incorporated by reference to the exhibits to the registrant's registration
statement on Form 10-QSB, file number 000-26369, filed on August 14, 2001.

(8) Incorporated by reference to the exhibits to the registrant's Current Report
on Form 8-K (File No. 000-26369), filed on September 7, 2001.

(9) Incorporated by reference to the exhibits to the registrant's Current Report
on Form 8-K (File No. 000-26369), filed on October 4, 2001.

(10) Incorporated by reference to the exhibits to the registrant's Current
Report on Form 8-K (File No. 000-26369), filed on October 26, 2001.

(11) Incorporated by reference to the exhibits to the registrant's Annual Report
on Form 10K-SB (File No. 000-26369), filed on April 15, 2002.

(12) Incorporated by reference to the exhibits to the registrant's Registration
Statement on Form S-8 (Registration Statement No. 333-88002), filed on April 15,
2002.

(13) Incorporated by reference to the exhibits to the registrant's Current
Report on Form 8-K (File No. 000-26369), filed on March 20, 2002.

(14) Incorporated by reference to the exhibits to the registrant's Current
Report on Form 8-K (File No. 000-26369), filed on May 3, 2002.

(15) Filed herein.
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