FORM 10-QSB/A


                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

(Mark One)
[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934

     For the quarterly period ended March 30, 2003

                                       OR

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

     For the transition period from __________________ to _____________________


                         Commission File Number 0-31949

                               INNOFONE.COM, INC.
                               ------------------
             (Exact name of registrant as specified in its charter)


            Nevada                                                98-0202313
--------------------------------                              ------------------
(State or other jurisdiction of                               (I.R.S. Employer
incorporation or organization)                               Identification No.)

3470 Olney-Laytonsville Rd., Suite 118, Olney, MD                  20832
-------------------------------------------------             ------------------
(Address of principal executive office)                          (Zip Code)

                                 (301) 774-8294
                                 --------------
              (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  filing
requirements for the past 90 days.    Yes  X   No
                                         -----   -----


The number of shares outstanding of each of Issuer's classes of common equity as
of March 30, 2003.

     Common Stock at Par Value $0.001                      6,102,887
     --------------------------------               -----------------------
              Title of Class                             Number of Shares


Transitional Small Business Disclosure Format   yes       no  X
                                                   -----    -----

This document is made up of 14 pages.








                               INNOFONE.COM, INC.

                                      Index
                                      -----

                                                                         Page
                                                                        -----
                                     Part I


Item 1.    Financial Statements

           Condensed Balance Sheet.................................        4

           Condensed Statements of Operations......................        5

           Statements of Shareholders' Deficiency and Comprehensive
           Loss....................................................        6

           Statement of Changes in Financial Position..............        7

           Notes to Condensed Financial Statements.................        8

Item 2.    Management's Discussion and Analysis or Plan of
            Operation..............................................       11


                                     Part II

Items 1-6. Other Information.......................................       13

           Signatures..............................................       14




























                                        2























                      (Stated in United States dollars)

                      I N N O F O N E . C O M ,
                      I N C O R P O R A T E D




                      For the quarter ended March 30, 2003
                      (Unaudited)































                                        3









INNOFONE.COM, INCORPORATED

(Stated in United States dollars)

March 30, 2003 with comparative figures as at June 30, 2002

========================================================================================
                                                     March 30, 2003         June 30,2002
----------------------------------------------------------------------------------------
                                                        (unaudited)            (audited)
Assets
------

                                                                 
Current assets:
     Prepaid expenses and deposits                $             0      $             -
     -----------------------------------------------------------------------------------
                                                                0

Investment in 908651 Alberta Ltd.                         210,000              210,000
----------------------------------------------------------------------------------------
                                                  $       210,000      $       210,000
========================================================================================

Liabilities and Shareholders' Deficiency
-----------------------------------------


Current liabilities:
     Accounts payable and accrued liabilities     $       206,912      $       212,572
     Due to officers and directors                        104,000              104,000
     Convertible debt                                           0              500,000
     Note payable                                               0              150,000
     -----------------------------------------------------------------------------------
                                                          310,912              966,572

Shareholders' deficiency:
     Share capital (note 2):
       Common shares                                    4,870,688            4,841,522
       Preferred shares                                     1,250                1,250
       Additional paid-in capital                       8,658,787            7,719,593
     -----------------------------------------------------------------------------------
                                                       13,530,725           12,562,365
     Deficit                                          (13,631,637)         (13,318,937)
     -----------------------------------------------------------------------------------
                                                         (100,912)            (756,572)
Future operations (note 1(a))
Subsequent event (note 5)
----------------------------------------------------------------------------------------
                                                  $       210,000      $       210,000
========================================================================================



See accompanying notes to financial statements.














                                        4









INNOFONE.COM, INCORPORATED

(Stated in United States dollars)

For the three months ended March 30, 2003 with comparative figures for the three
months ended December 31, 2001 and the year ended June 30, 2002

========================================================================================================
                                                             Three months ended              Year ended
                                                 March 30, 2003        March 30, 2002      June 30,2002
--------------------------------------------------------------------------------------------------------
                                                    (unaudited)           (unaudited)         (audited)

                                                                                
Sales                                             $          -     $              -      $           -

Cost of sales                                                -                    -                  -
--------------------------------------------------------------------------------------------------------

Gross profit                                                 -                    -                  -


Forgiveness of debt                                                               -           (294,908)
Selling, general and administrative expenses           110,000                    -            101,968
Net gain on sale of Digital Micro Distribution
   Canada Incorporated                                       0                    -           (143,000)
--------------------------------------------------------------------------------------------------------
                                                       110,000                    -            335,940


--------------------------------------------------------------------------------------------------------
Net income (loss)                                            0                    -            335,940
========================================================================================================

Basic net loss per share                          $        nil     $            nil      $         nil
========================================================================================================


Weighted average number of common
   shares outstanding                                6,102,887           31,689,000         79,738,604
========================================================================================================




See accompanying notes to financial statements.




















                                        5









INNOFONE.COM, INCORPORATED

Statements of Shareholders' Deficiency and Comprehensive Loss
(Stated in United States dollars)

Three months ended March 30, 2003 with comparative figures for the year ended
June 30, 2002

===================================================================================================================================
                                                                                 Common                   Accumulated
                                                                   Additional     share                         other
                                               Common  Preferred      paid-in  purchase                 comprehensive
                                               shares     shares      capital  warrants        Deficit         income         Total
------------------------------------------------------------------------------------------------------------------------------------

                                                                                                   
Balance June 30, 2001                       4,772,715      1,250    7,098,052         -    (13,654,877)             -    (1,782,860)
------------------------------------------------------------------------------------------------------------------------------------


Convertible notes converted to stock              520                 415,480         -              -              -       416,000
Stock options exercised                           475          -         (427)        -              -              -            48
Issuance of stock for equipment                   146          -        7,154         -              -              -         7,300
Issuance of stock for Digital Micro
  Distribution Canada Inc.                     67,000          -            -         -              -              -        67,000
Convertible notes converted to stock              666                 199,334                                               200,000
Net earnings                                                                                   335,940
------------------------------------------------------------------------------------------------------------------------------------
Balance, June 30, 2002                      4,841,522      1,250    7,719,593         -    (13,318,937)             -      (756,572)


Net loss for the six months ended
 December 31, 2002                                                                            (202,700)
Net loss for the three months ended
 March 30, 2003                                                                               (110,000)                    (117,700)
Stock issued for debt conversations             2,300                 647,700                                               100,000
Stock issued for legal services                   509                   9,491                                                 5,000
Stock issued for salary                         3,000                 102,000
Stock issued for consulting                    18,357                 135,003
Stock issued for investor relator service       5,000                  45,000

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

Balance, March 30, 2003                     4,870,688  $   1,250  $ 8,658,787  $      -  $ (13,631,637)   $         -   $  (533,872)
====================================================================================================================================



See accompanying notes to financial statements.









                                        6









INNOFONE.COM, INCORPORATED

Statement of Changes in Financial Position
(Stated in United States dollars)

For the quarter ended March 30, 2003 with comparative figures for the year
ended June 30, 2002

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

                                                       March 30, 2003        June 30,2002
-----------------------------------------------------------------------------------------
                                                          (unaudited)           (audited)
Cash flows provided by (used in):

                                                                   

Operations:
     Net earnings (loss)                             $      110,000      $      335,940


    Change in non-cash operating working capital
       Prepaid expenses and deposits                              0                 225
       Accounts payable and accrued liabilities                   0             (19,938)


     ------------------------------------------------------------------------------------
                                                            110,000             316,227

Financing:
     Increase(decrease) in bank indebtedness                      -                (546)
     Due to officers and directors                          760,000            (180,470)
     Issuance of capital stock                              (65,000)             690,348
     Convertible debt                                                          (616,000)

     ------------------------------------------------------------------------------------
                                                            110,000            (106,668)


Investments:
     Investment in 908651 Alberta Ltd.                            -            (210,000)
     Capital assets                                               -                 441
     ------------------------------------------------------------------------------------
                                                                  -            (209,559)

Effect of exchange rate changes on cash                           -                   -

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

Increase (decrease) in cash and cash equivalents                nil                 nil

Cash and cash equivalents, beginning of period                  nil                 nil

-----------------------------------------------------------------------------------------
Cash and cash equivalents, end of period             $          nil      $          nil
=========================================================================================


Cash  interest paid for the quarter ended March 30, 2003 and the year ended June
30, 2002 was $0 and $0 respectively.



See accompanying notes to financial statements














                                        7







INNOFONE.COM, INCORPORATED

Notes to Financial Statements
(Stated in United States dollars)
(Unaudited)
For the quarter ended March 30, 2003

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


Innofone.com, Incorporated (the "Company") is incorporated under the laws of the
State of Nevada.  Effective October 15, 2001, the Company acquired Digital Micro
Distribution  Canada Inc.  ("DMD Canada") which operated in Canada as a reseller
of used computer related  products.  DMD Canada,  the Company's legal subsidiary
was sold pursuant to an agreement of purchase and sale dated June 11, 2002.  The
Company is currently working on a strategy to raise capital.

1.   Basis of presentation:
---------------------------

     (a)  Going concern Issue:

          The  Company  currently  has  a  going  concern  issue  as  there  are
          insufficient assets or prospective cash flows to fund its liabilities.
          The effect of this on the  Company  being able to meet its  current or
          future obligations cannot be determined.

     (b)  Bulletin Board Listing:

          In January 2001, the Company  completed a Registration  Statement that
          has  been  filed  with  the  United  States  Securities  and  Exchange
          Commission  in order  for the  Company's  shares  to be  eligible  for
          trading in the United States on the NASD  over-the-  counter  Bulletin
          Board.

     (c)  Acquisition and Disposition of Digital Micro Distribution Canada Inc.:

          On October 15, 2001,  the  directors  of the Company  approved a share
          exchange  takeover  bid whereby,  all of the common  shares of Digital
          Micro  Distribution  Canada  Inc.  ("DMD  Canada")  were  acquired  in
          exchange for  67,000,000  shares of its common  stock.  The  exchanged
          shares would be  "restricted  securities" as defined under Rule 144(A)
          under the  Securities  Act of 1993,  as  amended.  The  result of this
          transaction is that the former  shareholders  of DMD Canada would hold
          67% of the outstanding common shares of the Company.

          Pursuant to an  agreement  dated June 11, 2002 between the Company and
          908651 Alberta Ltd. operating as Qvest Management Group ("Qvest"), the
          Company  disposed  of its  interest  in DMD  Canada  in  exchange  for
          1,750,000 shares of Qvest. This investment represents  approximately a
          13.5%  interest in Qvest.  Qvest has  undertaken  to  amalgamate  with
          another  public  company  by  reverse  takeover  within 6 months  upon
          meeting the criteria for a qualifying  transaction  for a company with
          approval  from the TSX Venture  Exchange.  The value of the  Company's
          investment in Qvest has been recorded at the approximate book value of
          DMD Canada as at the date of the transaction.



                                        8







INNOFONE.COM, INCORPORATED

Notes to Financial Statements
(Stated in United States dollars)
(Unaudited)
For the quarter ended March 30, 2003

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


1.   Basis of Presentation (continued):
---------------------------------------

     (d)  Interim financial statements:

          These  unaudited  financial  statements  should be read in conjunction
          with the Company's  annual  audited  financial  statements  which were
          completed  as of June 30,  2002.  In the  opinion of  management,  the
          unaudited interim financial  statements have been prepared on the same
          basis as the audited financial  statements and include all adjustments
          (consisting  only of normal recurring  adjustments)  necessary for the
          fair  presentation  of the  results of such  periods.  The  results of
          operations for the interim periods are not  necessarily  indicative of
          the results of operations for the full year.


2.   Share Capital:
-------------------

     The number of outstanding common shares of the Company as at March 30, 2003
     is computed as follows:

     ===========================================================================
                                                           Common    Preferred
                                                           Shares       Shares
     ---------------------------------------------------------------------------


     Existing outstanding shares
     as at December 31, 2002                          123,880,331            0

     Reversed to @175 to 1                                707,887
     Shares issued for debt conversation                2,300,000
     Shares issued for salaries                         3,000,000
     Shares issued for legal services                      95,000

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

       Outstanding shares
       as at March 30, 2003                             6,102,887            0


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




                                        9







INNOFONE.COM, INCORPORATED

Notes to Financial Statements (continued)
(Stated in United States dollars)
(unaudited)
For the quarter ended March 30, 2003

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


3.   Stock options:
-------------------

     The following table summarizes the stock option activity:


     ===========================================================================
                                               Number of               Weighted-
                                                                         average
                                                 options          exercise price
     ---------------------------------------------------------------------------


     Outstanding at December 31, 2002            160,000           $       0.04

     Exercised                                   160,000                   0.03
     Expired or forfeited                              0                      0

     ---------------------------------------------------------------------------
     Outstanding
     (held by 1 optionee) at March 30, 2003            0           $       0.03
     ---------------------------------------------------------------------------



4.   Comparative figures:
-------------------------

     The 2002  quarterly  statements  of operation  and cash flows have not been
     presented in these financial statements as the 2002 figures represented the
     consolidated  operations and cash flows of the Company and its  subsidiary.
     As the  subsidiary  was sold as  described  in Note 1(c),  the  comparative
     figures  would  not  be  meaningful  to  the  readers  of  these  financial
     statements.
















                                       10







                      Management's Discussion and Analysis
                      For the Quarter ended March 30, 2003


Forward-Looking Statements
--------------------------

The following discussion of the financial condition and results of operations of
the Company should be read in conjunction with the  Management's  Discussion and
Analysis of Financial  Condition and Results of Operations and the  Consolidated
Financial  Statements  and Notes  thereto for the year ended June 30, 2002 filed
with the SEC on October 15, 2002. This quarterly report includes forward-looking
statements  within the meaning of Section 21E of the Securities  Exchange Act of
1934. Words such as "may," "plans,"  "expects,"  "anticipates,"  "approximates,"
"believes,"  "estimates,"  "intends," "hopes,"  "potential," or "continue",  and
variations of such words and similar expressions,  are intended to identify such
forward-looking statements. The Company intends such forward-looking statements,
all of which are qualified by this  statement,  to be covered by the safe harbor
provisions for  forward-looking  statements  contained in the Private Litigation
Securities  Reform Act of 1995,  and is including this statement for purposes of
complying  with  these safe  harbor  provisions.  The  Company  has based  these
statements on its current  expectations  and  projections  about future  events.
These forward-looking  statements are not guarantees of future performance,  and
are subject to risks and uncertainties that could cause actual results to differ
materially from those projected in these statements.  Forward-looking statements
include, but are not limited to:

Our expectations regarding collectable receivables from Innofone Canada is low.
-------------------------------------------------------------------------------

Readers  are  cautioned  not to place undue  reliance  on these  forward-looking
statements,  which reflect  management's  views only as of the date hereof.  The
Company  is not  obligated  to  publicly  update or revise  any  forward-looking
statements, whether as a result of new information,  future events or otherwise.
In light of these risks,  uncertainties  and  assumptions,  the  forward-looking
events  discussed  in this  Quarterly  Report on Form  10-QSB  might not  occur.
Readers  should  carefully  review the risk factors  described in the previously
filed Form 10-KSB and in any other documents the Company files from time to time
with the Securities and Exchange Commission, including any future Annual Reports
on Form 10-KSB and Quarterly Reports on Form 10-QSB.

Overview
--------

Innofone.com  Inc.  currently  operates out of Maryland with mailing  address of
3470 Olney-Laytonsville Rd., Suite 118, Olney, MD 20832.







                                       11







The Company  currently does not have sufficient  funds with which to sustain its
operations.  The company  plans to issue  restricted  144 stock to try and raise
operating capital for the company.  There is no assurance that this can be done.
There is  little  chance  that the  company  will  receive a  dividend  from the
bankruptcy of its previously owned subsidiary, Innofone Canada.

The Company is currently  reviewing and implementing new disclosure controls and
procedures to ensure that they fully comply with the new Securities Exchange Act
Rules 13a-15 and 15d-15.

     (a)  Plan of Operations
     (b)  Acquisitions
     (c)  Future

The company  plans to look for new  acquisitions  and will not invest or operate
any current or previously owned subsidiaries.

The company has  relocated to Maryland and may change it's offices  again if the
company is successful in finding a new acquisition.

The Company  currently  has a going  concern  issue,  as there are  insufficient
assets or prospective cash flows to fund its  liabilities.  While the Company is
hopeful  that it can  raise  money  through  the  sail of  stock,  there  are no
assurances  that this can be achieved,  it cannot be  determined  if the company
will be able to meet its current or future obligations.

Due to the going  concern  issues and lack of  sufficient  operating  funds,  Mr
Richardson is currently funding operations.

(b)  Results of Operations

As reflected in the company's  statement of operations  the company has recorded
no sales for the year and the  comparative  information  has been deleted due to
the  disposition  of DMD Canada.  The  company  does not  currently  conduct any
operations.

The company has paid off old debt holders with stock  pursuant to the terms of a
2001 agreement.  The current officers and directors are covering all expenses of
the company via short-term  loans and advances which have been and will continue
to be paid off in stock  until  the  company  has the cash  flow to cover  these
expenses.  These services include the preparation of company filings, the search
of acquisition targets and legal expenses.

Liquidity and Capital Resources
-------------------------------

As previously  mentioned,  the company has a going concern  issue,  as there are
insufficient  assets or  prospective  cash  flows to fund its  liabilities.  The
effect of this on the company is grave and the future of the company is in great
peril.




                                       12







PART II- OTHER INFORMATION.
---------------------------


Item 1. Legal Proceedings.
--------------------------

There are currently no legal proceedings against the company at this time.


Item 2. Change in Securities.
-----------------------------

The company  issued an additional  Two Million  Three  Hundred  Thousand as debt
conversion per a 2001 agreement.  3,000,000  shares were issued for salaries and
exspenses.


Item 3. Defaults Upon Senior Securities.
----------------------------------------

There was no material  default in payments of any Senior  Securities  it has all
been paid in full with stock.


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

There were no matters requiring a vote of security holders during this period.


Item 5. Other Information.
--------------------------

The company has paid off old debt pursuant to the terms of 2001  agreement.  The
company continues to pay officers and directors in stock. The company is looking
for a viable acquisition and is in discussions with several candidates.

The Company  authorize the sale of a  controlling  interest in it's newly formed
subsidiary,  Compubec, in order to for Compubec to raise the required investment
capital it needed to  survive,  and as set by the  government  of Quebec and its
agencies.  Resignation of a former officer and director  occurred in the quarter
ending  March 30,  2003  without  dispute.  Mr.  Jamie Lobo is no longer a Board
Member or CFO, Mr. Richardson has filed this vacancy.








                                       13





SIGNATURES
----------


Pursuant to 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 authorized.


                                            INNOFONE.COM, INC.



Date: April 30, 2003                        By: /s/ Frederic Richardson
                                               ---------------------------------
                                               Frederic Richardson, President








































                                       14