(MARK ONE)

Commission File Number 2-71164

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

Securities registered under Section 12(g) of the Exchange Act: None

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 _____

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

State the issuer's revenues for its most recent fiscal year.

Western Media Group Corporation's revenues from continuing operations for the fiscal year ended December 31, 2002 were $148,877.

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was sold, or the average bid and asked price of such common equity, as of a specified date within the past 60 days. (See definition of affiliate in Rule 12b-2 of the Exchange Act.)

Note: If determining whether a person is an affiliate will involve an unreasonable effort and expense, the issuer may calculate the aggregate market value of the common equity held by non-affiliates on the basis of reasonable assumptions, if the assumptions are stated.

Aggregate market value of stock held by non-affiliates was approximately, $1,076,358.42 as of March 31, 2002. There were a total of approximately 11,959,538 shares held by non-affiliates as of such date.

The Company's stock transfer agent is Computershare, 12039 West Alameda Parkway Suite Z-2, Lakewood, Colorado 80228.

State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 24,272,857 shares outstanding as of May 16, 2003.

Documents incorporated by reference: 

None.

Transitional Small Business Disclosure Format (Check one): Yes No X

This Annual Report on Form 10-KSB contains certain "forward-looking" statements (as such term is defined in the Private Securities Litigation Reform Act of 1995) and information relating to Western Media Group Corporation and its subsidiaries (collectively the "Company") that are based on the beliefs of the Company's management, as well as, assumptions made by and information currently available to management. When used in this report, the words "estimate," "project," "believe," "anticipate," "intend," "expect" and similar expressions are intended to identify forward-looking statements. The Company's actual results may vary materially from the forward-looking statements made in this report due to important factors, including, but not limited to: the company's need to obtain additional financing or equity; uncertainties associated with changes in state and federal regulations, including the Health Insurance Portability and Accountability Act of 1996 ("HIPAA"), and certain other factors detailed below under Investment Considerations and Risk Factors.

Ionics had limited operations from 1981 forward. Ionics oil operations consisted of a limited number of fractional working interests in low volume producing wells in Texas. The interests were fully amortized and the Company received little income from these properties prior to their liquidation. Ionics audiophile quality record business was adversely affected by the development of stereo cassette and compact disk recordings. Ionics liquidated its inventory of records and in 1987 liquidated Audio Encores, Inc. Ionics was unable to effectively obtain FDA approval for its medical device, Dia-Med, or to develop the interest of any medical manufacturer to further develop, manufacture and market the device. Ionics liquidated Dia-Med, Inc. in 1987.

In December, 1982, Ionics acquired 98.7% of the outstanding common shares of Sioux City Iron Company ("SCIC"). SCIC was engaged in the business of wholesale distribution of heavy hardware to primarily the agricultural industry. Adverse agricultural economic conditions forced SCIC to seek protection under the Bankruptcy Code in October 1987. In July 1988 pursuant to the order of the Bankruptcy Court all the assets of SCIC were sold and Ionics was released from liability of its long-term debt to the seller of SCIC. SCIC was dissolved in December 1988.

In November 1988, the Company's name was changed to Western Media Group Corporation. The change of name coincided with the Board of Directors' determination to focus the Company's business on the acquisition, owning and operating of radio and television broadcasting and printed media properties.

In April 1989, the Company acquired substantially all the assets of Carmel Broadcast Associates, a New York corporation which operated radio broadcast stations KXDC-AM and FM for $2,650,000. The Company financed the acquisition with proceeds from a loan provided by Thomas K. Scallen, a former officer and director. Operation of the radio stations was unsuccessful, and the Company sold the radio stations in July 1991 for $200,000 in cash a note receivable in the principal amount of $900,000. The $1,100,000 received from the sale of the stations was paid and transferred to Mr. Scallen in complete satisfaction of liabilities owed by the Company to Mr. Scallen in the amount of $5,156,139. In March 2000, the Company paid $10,000 in cash to Mr. Scallen and issued to him 100,000 shares of common stock in complete satisfaction of all outstanding liabilities owed by the Company.

From July 1991 through October, 2000, the Company had no meaningful assets or operations.

On October 31, 2000, the Company issued 9,000,000 shares of its common stock to DDR, Ltd. ("DDR") in connection with certain transactions contemplated under a Consulting Agreement dated October 11, 2000 and Acquisition Agreement dated October 27, 2000 (collectively the "DDR Agreements"). These shares were issued following a recapitalization of the Company in which the Company increased the number of authorized shares to 100,000,000, $0.001 par value per share, consisting of 95,000,000 shares of common stock and 5,000,000 shares of preferred stock without designation as to series, rights, or preferences, and a 1 for 10 reverse split in the issued and outstanding common shares. The recapitalization was approved at a meeting of the stockholders held on October 10, 2000. At that meeting, the stockholders also elected Patrick L. Riggs and Raymond T. Minicucci as directors to serve until the next annual meeting of stockholders and until their successors are duly elected and qualified.

In October, 2000, the board of directors added Konrad Kim as a director in connection with the acquisition of K-Rad Konsulting, LLC described below.

On February 1, 2001, Mr. Minicucci resigned as a director. Mr. Minicucci's resignation was not the result of any disagreement with the Company on any matter relating to the Company's operations, practices or policies. On September 28, 2001, Mr. Riggs resigned as a director and officer of the Company pursuant to a September 28, 2001 settlement agreement. Mr. Riggs' resignation was not the result of any disagreement with the Company on any matter relating to the Company's operations, practices or policies.

On January 1, 2002, Dr. Michael Carvo was appointed as a director in connection with the Company's acquisition of Med-Link, USA, Inc. described below.

The business of the Company is carried out by two wholly owned subsidiaries, Med-Link USA, Inc. and K-Rad Konsulting, LLC as described below. The Company may seek other businesses to acquire in exchange for shares of its common stock.

Med-Link USA was incorporated in 1998. While it shares an office with the Company, substantially all of its operations have been outsourced as explained below. Med-Link provides a full service communication network to physicians and hospitals and can provide its services to labs and other businesses that require a service for communication of emergencies.

Effective January 1, 2002, the Company acquired all of the issued and outstanding stock of Med-Link USA, Inc., a privately held New York corporation ("Med-Link") pursuant to a Share Exchange Agreement dated December 28, 2001 (the "Agreement"). As a result of the share exchange, Med-Link is a wholly owned subsidiary of the Company.

As a result of the share exchange pursuant to the Agreement, the Company issued 2,000,000 shares of its $.001 par value per share common stock and 400 shares of preferred stock to Med-Link's four shareholders. In exchange, Med-Link's four shareholders delivered all of its issued and outstanding stock to the Company. The 400 shares of preferred stock have, in the aggregate, the following characteristics:

1. Payments - a yearly payment in an amount which shall not exceed equal fifty percent (50%) of (a) the net profits, if any, of Med-Link's business for the period of January 1 through December 31 of the applicable year less (b) (i) the sum of the net losses of Med-Link's business for all of the years, if any, that the it had net losses less (ii) the sum of the net profits of the Med-Link's business for all years, if any, that it had net profits. The decision on whether any payment to the holders of the preferred shares will be made for any year shall rest in the sole discretion of the Company's Board of Directors, which determination shall be made by February 1 of each year. The Company is not responsible for making any payments to the preferred stock holders from its own funds. The payment, if any, due to the preferred stock holders is payable by

March 31 of each year commencing March 31, 2003 for the year-ending December 31 of the prior year.

2. Transferability - the preferred shares are not transferable without the express written consent of the Company, unless such transfer is made pursuant to the death of the holder.

3. Voting Rights - none.

4. Liquidation Preference - none.

The purchase price paid for Med-Link's shares was determined by analysis and valuation of Med-Link's financial condition and projected future cash flows and comparing it to (i) the market price and projected market price of the Company's common stock and (ii) the value of the preferred stock based on Med-Link's projected cash flows.

The Agreement provided for the appointment of one of Med-Link's shareholders, Dr. Michael Carvo, to the Company's Board upon closing of the share exchange. Dr. Carvo was appointed to the Company's Board on January 1, 2002.

Prior to the share exchange, there was no material relationship between the Company, or any of its officers, directors or affiliates, and Med-Link, or any of its shareholders, officers, directors or affiliates.

Med-Link's Business

Med-Link's products and services are as follows:

Answering Service

Trained personnel who are medically knowledgeable operate from a specially designed Medcall workstation. Each station is a part of a computer network, which is fully equipped with popup screens, relaying client information quickly. Computerized hunting with the click of the mouse allows for quicker accurate information routing to the client. Information can be sent from each station independently with ease via E-mail, fax, alpha paging, or by phone. Receiving information, processing it, and relaying it quickly from each station makes Med-Link accurate and fast.

Voice Mail

Voice Mail is integrated with our operator stations allowing the user multiple options. A completely automated system has multiple boxes for selections. A greeting may be set up professionally with day and night settings. User options include changing the greetings, call forwarding to live operators or to personal devices. With call forwarding clients can remain in constant contact with patients or others.

Virtual Private Network (VPN)

Med-Link is in the final stages of setting up its VPN for New Island Hospital through the Med-Link VPN website. It will be setup with user friendly icons and will be secure and compliant with Title II, Part C of the Health Insurance Portability and Accountability Act of 1996 ("HIPAA"). The VPN is designed to allow physicians and other members of the medical community to contact other physicians, retrieve information form the hospital, and obtain insurance related information such as claim status. The VPN is also designed to provide information such as overnight admissions, room assignments, operating room schedules and lab results.

Medcall is an internet message center developed for the Med-Link service users. It is designed to allow for real time viewing of the messages received by the Med-link operators. It is also designed to allow the user to check old messages as well as to check morning messages without having to use operator assistance.

Med-Link currently has approximately 30 clients, most of which are doctors, but which also include a roofing company and an animal shelter. On November 25, 2002, Med-Link signed a Telecommunications Service Agreement with New Island Hospital in Bethpage, New York. Pursuant tot hat agreement, Med-Link is in the process of installing a VPN and other equipment at the hospital which will allow its approximately 600 doctors access to it as well as hospital information. Med-Link believes that the installation and testing may be done by July, 2003 and will then begin marketing its products and services to individual doctors affiliated with New Island Hospital.

While Med-Link does not currently have any marketing staff, it will rely on two consultants to the Company to market its products and services. Depending upon the products and services ordered, Med-Link believes that the revenue to it per doctor will be between $300 and $500 per month from New Island Hospital doctors. However, there can be no assurance that a significant number of doctors will order Med-Link's products or services.

Med-Link believes that the market for its products and services consist of medium and larger medical practices that are looking to reduce their communication costs and increase employee efficiency. Med-Link believes that the best way to market to these doctors is by establishing a relationship with hospitals they are affiliated with, as it has done with New Island Hospital.

Currently, to the extent that Med-Link has engaged in any marketing activities, it has focused solely on local independent practitioners who are affiliated with New Island Hospital. If sufficient revenue is available in the future, Med-Link may seek to market its services to other hospitals and the doctors affiliated with them.

Med-Link believes that its competitions consists of the following:

1. Hospitals which have set up their own answering service and VPN

Med-Link is aware of a number of hospitals which have set up their own answering service and VPN and offer their doctors products and services similar to those to be offered by Med-Link.

2. Answering Services

Med-Link is in the early stages of its business development and has very few customers. It does not currently rely on any one of them for its business. Med-Link believes that its future success will be dependent on it developing relationships with hospitals for access to their doctors. Without these relationships, Med-Link's business is unlikely to succeed.

Med-Link does not have any patents, trademarks, licenses, franchises, concessions, royalty agreements or labor contracts in place.

The only significant government regulation affecting Med-Link's business is HIPAA. HIPPA required the Department of U.S. Health and Human Services to establish national standards for electronic health care transactions and national identifiers for providers, health plans, and employers. It also addresses the security and privacy of health data. The goal of the standards adopted is to improve the efficiency and effectiveness of the nation's health care system by encouraging the widespread use of electronic data interchange in health care, while protecting that information with a secure environment. These standards have been promulgated and must be followed by persons and companies which transmit health data.

Med-Link believes that its current products and services are HIPAA compliant and that its future products and services will be HIPAA compliant because it has taken measures to protect the data it handles. However, it has not received any independent conformation of such compliance. In the event that it is found not to be HIPAA complaint, we may be subject to lawsuits and regulatory liabilities and we would be unable to provide services in the medical community.

As of the date of this report, Med-Link does not have any employees. In December, 2002, Med-Link outsourced substantially all of its operations to save costs.

Pursuant to the DDR Agreements, DDR provided consulting services in connection with the Company's acquisition of K-Rad Konsulting, LLC ("KKL") in exchange for Company common stock. In connection with the transaction, the board of directors of the Company appointed Konrad Kim as a director of the Company.

KKL has one employee, Konrad Kim, who is also a Director of the Company, and is a solution provider for Internet infrastructure. KKL offers Internet infrastructure consulting for businesses using what it deems reliable sources of technical help for their computers. KKL's offers three main services are: (1) hourly technical aid; (2) retainer contracts for specific skills or systems; and (3) project consulting.

Currently, KKL is engaged in providing services almost exclusively to Med-Link. However, it may seek to market its services to other in the future.

On January 23, 2002, the Company acquired the computers, servers, monitors, hubs, and other related equipment, from Four J's Enterprises ("4J"). The acquisition was made pursuant to a January 23, 2002 asset purchase agreement.

The purchase price for the Assets was 2,000,000 shares of the Company's $.001 par value per share common stock. The purchase price paid for the Assets was determined by arm's length negotiation between the parties taking into account the value of the Assets and the value of the Company's common stock.

The assets will be capitalized and depreciated over an estimated useful life of 5 years using the straight line method. This will result in depreciation expense of approximately $383,000 per year. The depreciation expense is based on per share price of the assets of $1,917,000, which was determined by the average closing price at the Company's common stock for three days after and three days before January 23, 2002 ($1.065) less a 10% discount due to the restricted nature of the common stock conveyed.

There is no material relationship between 4J and the Company or any of its affiliates, any director or officer of the Company, or any associate of any such director or officer.

The assets had been repossessed by 4J, which is in the business of financing the purchase of computer equipment. The Company is using the Assets for its own operations as well as for the expansion of the operations of Med-Link and KKR.

The Company may seek, investigate, and if warranted, acquire interests in companies other than KKR and Med-Link in exchange for its common stock, and/or cash, to the extent cash is available. While the Company currently intends to search for businesses that have synergies with KKR and Med-Link, the Company may not restrict its search for a business opportunity to any particular industry or geographical area and may, therefore, engage in essentially any business in any industry. The Company has unrestricted discretion in seeking and participating in a business opportunity, subject to the availability of such opportunities, economic conditions and other factors.

The selection of a business opportunity in which to participate is complex and extremely risky and will be made by management in the exercise of its business judgment. There is no assurance that the Company will be able to identify and acquire any business opportunity which will ultimately prove to be beneficial to the Company and its shareholders.

The activities of the Company are subject to several significant risks which arise primarily as a result of the fact that the Company may acquire or participate in a business opportunity based on the decision of management which will, in all probability, act without the consent, vote, or approval of the Company's shareholders.

Business opportunities may be available to the Company from various sources, including its officers and directors, consultants, professional advisers, securities broker-dealers, venture capitalists, members of the financial community, and others who may present unsolicited proposals. The Company will seek a potential business opportunity from all known sources, but will rely principally on personal contacts of its officers, directors and consultants as well as indirect associations between them and other business and professional people.

Although the Company does not anticipate engaging professional firms specializing in business acquisitions or reorganizations, if management deems it in the best interests of the Company, such firms may be retained. The Company may also publish notices or advertisements seeking a potential business opportunity in financial or trade publications.

The Company may acquire a business opportunity or enter into a business in any industry and in any stage of development. The Company may enter into a business or opportunity involving a start-up or new company. The Company may acquire a business opportunity in various stages of its operation.

In analyzing prospective business opportunities, management will consider such matters as synergies with the Company's existing businesses, available Company technical, financial and managerial resources, working capital and other financial requirements, history of operations, if any, prospects for the future, the nature of present and expected competition, the quality and experience of management services which may be available and the depth of the management, the need for further research, development or exploration, the potential for growth and expansion, the potential for profit, the perceived public recognition or acceptance of products, services, trade or service marks, name identification and other relevant factors.

Generally, the Company will analyze all available facts and circumstances and make a determination based upon a composite of available facts, without reliance upon any single factor as controlling.

Specific business opportunities will be reviewed and, on the basis of that review, the legal structure or method of participation deemed by management to be suitable will be selected. Such structures and methods may include, but are not limited to, leases, purchase and sale agreements, licenses, joint ventures, other contractual arrangements, and may involve a reorganization, merger or consolidation transaction. The Company may act directly or indirectly through an interest in a partnership, corporation, or other form of organization.

As part of the Company's investigation of business opportunities, officers and directors may meet personally with management and key personnel of the firm sponsoring the business opportunity, visit and inspect material facilities, obtain independent analysis or verification of certain information provided, check references of management and key personnel, and undertake other reasonable procedures.

The Company will generally request that it be provided with written materials regarding the business opportunity containing such items as a description of product, service and company history, management resumes, financial information, available projections with related assumptions upon which they are based, an explanation of proprietary products and services, evidence of existing patents, trademarks or service marks or rights thereto, present and proposed forms of compensation to management, a description of transactions between the prospective entity and its affiliates, relevant analysis of risks and competitive conditions, a financial plan of operation and estimated capital requirements, and other information deemed relevant. The Company may not be able to obtain audited financial statements prior to the closing of a transaction and therefore, the actual financial state of a business opportunity may be different than represented. However, the Company will endeavor to obtain audited financial statements prior to the closing of any transaction as well as contractual protection against any material changes not reflected in unaudited financial statements.

There is substantial competition in the acquisition of business opportunities by public companies. The primary competition is from other companies organized and funded for similar purposes, small venture capital partnerships and corporations, small business investment companies and wealthy individuals.

The Company currently has 0 employee and 0 full time consultants which it relies upon for its business.

THE COMPANY HAVE A LIMITED OPERATING HISTORY ON WHICH TO EVALUATE OUR CURRENT PROSPECTS

The Company was incorporated in July, 1977. The businesses the Company previously operated were liquidated in the late 1980s and early 1990s. The Company became a corporate shell in 1991 and remained a corporate shell through October 31, 2000. On October 31, the Company acquired KKR. K-Rad began doing business in February, 2000 and, to date, has had limited revenues. On January 1, 2002, the Company acquired Med-Link, which also had had limited revenues to date. Other than the acquisitions of K-Rad and Med-Link, our activities have been very limited.

THE COMPANY MAY HAVE OUTSTANDING LIABILITIES ABOUT WHICH OUR PRESENT MANAGEMENT IS UNAWARE

Until 1991, the Company operated in several business lines through at least five different subsidiaries. The Company's records are not complete with respect to all transactions between 1977 and 1991, and very few corporate records exist for the period 1992 through 1999. The Company understands that during the period 1992 - October, 2000, the company was dormant and did not engage in any business activity. While the Company does not believe any material liabilities exist, it is possible such liabilities do exist. For example, there may be presently unknown obligations by the Company to pay monies, issue stock or perform specific actions under a contract. While the Company does not believe any such liabilities exist, the incomplete record of transactions makes assurance that none exist impossible.

WE ARE SUBJECT TO HIPAA AND THE FAILURE TO COMPLY WITH IT COULD MATERIALLY ADVERSELY AFFECT OUR OPERATIONS

Med-Link is required to comply with HIPAA. While it has taken steps to do so, it has not sought independent verification of such compliance. If Med-Link is found not to be in compliance with HIPAA, it may be subject to lawsuits from its clients, as well as regulatory liability, which would materially adversely affect its operations and business.

WE HAVE LIMITED RESOURCES AND LIMITED REVENUES

We have limited resources. At the present time, our only sources of revenues are KKR and Med-Link, neither of which has generated any significant revenues. In addition, there can be no assurance that we will obtain significant revenues through the acquisition of other companies or that the Company will be able to operate on a profitable basis.

The Company intends to avoid becoming an "Investment Company," under the Investment Company Act of 1940, as amended. Therefore, the Company intends to only invest in a manner, which will not trigger Investment Company status. There can be no assurance that determinations the Company will ultimately make will allow it to avoid Investment Company status.

THE COMPANY'S AUDITED FINANCIAL STATEMENTS FOR THE FISCAL YEAR ENDED DECEMBER 31, 2002 CONTAIN "GOING CONCERN" LANGUAGE

Our independent auditor prepared a report for the Company's financial statements for the year ended December 31, 2002. The report states we might not be able to continue as a going concern. A "going-concern" opinion indicates that the financial statements are prepared assuming the business will continue as a going-concern, but there can be no guarantee that it will continue as a going concern. The Company is addressing the going concern opinion with its business plan to seek profitable acquisition targets and by running the businesses it has already acquired.

THE COMPANY MAY NEED ADDITIONAL FINANCING IN ORDER TO EXECUTE OUR BUSINESS PLAN

The Company has had limited revenues to date. The Company will be entirely dependent on its limited financial resources to seek additional acquisitions and run and grow the businesses of KKR and Med-Link. For this reason, the acquisitions of KKR and Med-Link were paid in common stock. There can be no assurance that other potential acquisition candidates will not require payment in cash. The Company cannot, therefore, ascertain, with any certainty, what will be the precise capital requirements for successful execution of its business plan. If the Company's limited resources prove insufficient to implement our plan, due, for example, to the size of the acquisition, the Company may have to seek additional financing. And even if the Company is successful in completing an acquisition, it may require additional financing for operations or our business growth.

ADDITIONAL FINANCING MAY NOT BE AVAILABLE TO THE COMPANY

There can be no assurance additional financing will be available on acceptable terms. It may not be available at all. Additional financing is likely to be necessary and if unavailable when needed, the Company may have to abandon certain of its plans. Any failure to secure necessary, additional financing would have a material adverse effect on continued development and/or growth of the Company's businesses.

There are no current limitations on the Company's ability to borrow funds to increase the Company's capital to assist KKR or Med-Link or to effect acquisition(s). However, the Company's limited resources and lack of operating history will make it difficult to borrow funds. The amount and nature of the Company's borrowings will depend on, among other things, the Company's capital requirements, perceived ability to meet debt service on borrowings and prevailing financial market and economic conditions. There can be no assurance that debt financing, if sought, would be available on commercially acceptable terms, given the best interests of the Company's business. An inability to borrow funds to acquire companies or to generate funds for the Company's businesses could have a material, adverse effect on the Company's financial condition and future prospects. Even if debt financing is ultimately available, borrowings may subject the Company to risks associated with indebtedness. These risks would include, among other things, interest rate fluctuations and insufficiency of cash flow to pay principal and interest. If these risks were realized, they could lead to a default. Moreover, if a company the Company acquires already has borrowings, we might become liable for them.

THE COMPANY CURRENTLY DEPENDS UPON TWO DIRECTORS AND TWO OFFICERS

Our ability to successfully complete an acquisition depends on the efforts of the Company's two Directors and Officers. One of the Company's Directors also serves as an, Officer. The Company has not obtained "key man" life insurance on any Officers or Directors. If the Company were to lose the services of any Officer or Director, this could have a material, adverse effect on our ability to achieve the Company's business objectives.

One of our Officers, who also serves as a Director, Konrad Kim, is also President of KKR. Therefore, he has conflicts of interest in allocating management time between the Company and KKR. We will rely on Mr. Kim's and our other Officer's expertise. In addition, our other Director, Dr. Michael Carvo, is also President of Med-Link. Therefore, he has conflicts of interest in allocating his time between the Company and Med-Link.

ONE STOCKHOLDER AND OUR AFFILIATES CURRENTLY OWN A MAJORITY OF THE COMPANY'S COMMON STOCK

DDR, Ltd. owns approximately 34% of the Company's outstanding common stock, and, our affiliates, including DDR, beneficially own a total of approximately 72% of our outstanding common stock. They therefore, together, have control over the outcome of all matters submitted to the stockholders for approval. This includes not only election of Directors, but also the decision whether to attempt to effect a merger or acquisition.

THE COMPANY DOES NOT EXPECT TO PAY CASH DIVIDENDS

The Company does not expect to pay dividends on the common stock. Payment of dividends, if any, will depend on the Company's revenues and earnings. It will also depend on capital requirements and the Company's general financial condition. Payment of dividends, if any, will be within the Board of Directors' discretion. The Company presently intends to retain all earnings, if any, for use in its business operations. Accordingly, the Company's Board does not anticipate declaring dividends in the foreseeable future.

LISTING ON OTC BULLETIN BOARD; LIMITED TRADING MARKET

The Company's common stock is quoted on the over-the-counter Bulletin Board. It has only a limited trading market. There can be no assurance that a more active trading market will develop or, if it does develop, that it will be maintained. No prediction can be made as to the effect, if any, that the sale of shares of common stock or the availability of such securities for sale will have on the market price of the Company's common stock.

The trading price of the Company's common stock is presently less than $5.00 per share. Therefore, trading in the Company's common stock is subject to the requirements of Rule 15g-9 promulgated under the Securities Exchange Act of 1934, as amended. Under this rule, broker-dealers who recommend such low-priced securities to persons other than established customers and accredited investors must satisfy special sales practice requirements. These requirement include the broker making an individualized written suitability determination for the purchase. The broker must also receive the purchaser's written consent prior to the transaction. The Company's common stock is also subject to the Securities Enforcement Remedies and Penny Stock Reform Act of 1990, which requires additional disclosure in connection with any trades involving a stock defined as a "penny stock." Penny stocks are, generally, any equity security not traded on an exchange or quoted on NASDAQ that has a market price of less than $5.00 per share, subject to certain exceptions. Trading requires the delivery, prior to any penny stock transaction, of a disclosure schedule explaining the penny stock market and the associated risks. Such requirements could severely limit the market liquidity of the Company's common stock.

Recently, the Company has not been timely in filing its quarterly and annual reports. Pursuant to the eligibility rule for the over the counter Bulletin Board, all quarterly and annual reports must be filed in a timely manner, however, a 30 day grace period is given. In the event a company's reports are not filed within the 30 day grace period, its securities may no longer be quoted on the over-the-counter Bulletin Board. Because the Company continues to experience a lack of operating capital, there can be no assurance that the Company's common stock will continue to be quoted on the over-the-counter Bulletin Board.

THERE EXIST RISKS TO STOCKHOLDERS RELATING TO DILUTION: AUTHORIZATION OF ADDITIONAL SECURITIES AND REDUCTION OF PERCENTAGE SHARE OWNERSHIP FOLLOWING AN ACQUISITION

The Company's certificate of incorporation authorizes the issuance of 95,000,000 shares of Common Stock. The Company may issue a substantial number of shares in connection with or following acquisition transactions.

If the Company issues a substantial number of shares of common stock in connection with, or following, an acquisition, a change in control may occur. This could affect, among other things, the Company's ability to utilize net operating loss carry forwards, if any. The issuance of a substantial number of shares of common stock may adversely affect the prevailing market price, if any, for the common stock. It could also impair the Company's ability to raise additional capital through the sale of equity securities.

The Company uses and intends to continue using consultants and third parties to provide services. Some consultants or third parties have been and will be paid in cash, stock, options or other of our securities. This could result in a substantial, additional dilution to investors.

THE COMPANY IS AUTHORIZED TO ISSUE FIVE MILLION SHARES OF AN "UNDESIGNATED" CLASS OF PREFERRED STOCK

The Company's certificate of incorporation authorizes it to issue of 5,000,000 shares of an undesignated class of stock. With respect to these shares, the Company's Board of Directors may make designations and define various powers, preferences, rights, qualifications, limitations and restrictions, consistent with Minnesota law. The Board of Directors is empowered, without stockholder approval, to issue this stock with rights that could adversely affect the voting power or other rights of the holders of common stock. In addition, the undesignated stock could be utilized, under certain circumstances, as a method of discouraging, delaying or preventing a change in control.

400 shares of this undesignated stock were issued in connection with the acquisition of Med-Link as set forth above. The Company does not presently intend to issue any additional shares of undesignated stock. Nevertheless, there can be no assurance the Company will not do so in the future.

A DEFAULT JUDGMENT IN THE AMOUNT OF $148,900.66

In or about January, 2003, Citibank, N.A., as plaintiff, commenced an action against Med-Link, USA, Inc.. Dr. Michael Carvo, Med-Link's President, and another, in the Supreme Court of the State of New York, County of Suffolk. Plaintiff alleged that it was due a total of $138,814.01, plus interest, relating to two loans extended to Med-Link. On April 22, 2003, a default judgment was entered in favor of plaintiff in the amount of $148,900.66, which has not yet been paid and for which each defendant is jointly and severally liable. Med-Link does not currently have funds available to pay the judgment. If Citibank execute the judgment against Med-Link, its financial condition and operations will be severely adversely affected.

The Company currently utilizes office space located at 69 Mall Drive in Commack, New York for which it does not pay any rent. Until December, 2002, when substantially all of its operations were outsourced, Med-Link leased office space in Melville, New York, on a month to month basis, for $2,674.49 per month.

In or about January, 2003, Citibank, N.A., as plaintiff, commenced an action against Med-Link, USA, Inc.. Dr. Michael Carvo, Med-Link's President, and another, in the Supreme Court of the State of New York, County of Suffolk. Plaintiff alleged that it was due a total of $138,814.01, plus interest, relating to two loans extended to Med-Link. On April 22, 2003, a default judgment was entered in favor of plaintiff in the amount of $148,900.66, which has not yet been paid and for which each defendant is jointly and severally liable.

No matter was submitted during the fourth quarter of the fiscal year ended December 31, 2001 to a vote of the security holders, through solicitation of proxies or otherwise.

The principal market where the Company's common equity is traded is the National Association of Securities Dealers over-the-counter Bulletin Board. The high and low sales prices of the Company's common stock for each quarter within the last two fiscal years are set forth below. On August 15, 2001, the Company's common stock was authorized for quotation on the over-the-counter Bulletin Board after being delisted in 2000. At most times during the last two fiscal years, trades in the Company's common stock were sporadic and therefore, published prices may not represent a liquid and active trading market, which would be indicative of any meaningful market value.

The above quotations reflect inter-dealer prices, without retail mark-up, mark-down or commission and may not represent actual transactions. The source of the above quotations is Yahoo Finance.

As of December 31, 2002 there was one class of common equity held by approximately 994 holders of record in addition to those who hold in street name.

No dividends have been declared by the Company during the last two fiscal years. There are no restrictions, which affect or are likely to affect the Company's ability to pay dividends in the future.

The following table contains information concerning the Company's only existing equity compensation plans, which cover certain officers and consultants. Each of the officers and consultants entered into an agreement with the Company for the provision of services, which obligates the Company to pay option compensation.

(1) The Company entered into a consulting agreement with Munish K. Rametra as of October 1, 2001. Pursuant to the consulting agreement, Mr. Rametra agreed to perform the functions of a corporate general counsel to the Company by providing assistance to WMGC in complying with applicable legal and regulatory requirements imposed by the federal securities laws and state law, assistance with structuring and administration of employee benefit arrangements, assistance in the preparation of, and review of all SEC filings, providing advice to the Company with respect to corporate governance issues, assistance in preparation and analysis of all contracts entered into in the ordinary course of WMGC's business and providing assistance to the Company's outside counsel with respect to litigation or corporate matters as may be reasonably requested.

Pursuant to the consulting agreement, Mr. Rametra is to receive up to 1,440,000 shares of common stock. Seventy-five percent of those shares were issued in November, 2001, and twenty five percent were issuable on the eight month anniversary of the consulting agreement, unless it was terminated prior to that date. At the time the consulting agreement was entered into, the common stock was trading at $.01 per share. Mr. Rametra also received an option to purchase 1,200,000 shares of common stock at $.02 which will vested on the eight month anniversary of the Consulting Agreement.

The term of the consulting agreement with Mr. Rametra was twelve months. In the event that the Company wished to extend the term of the consulting agreement for an additional twelve months, the consulting agreement provides for the option to do so for compensation of (1) $10,000 per month either (i) in cash or (ii) in common stock at a 20% discount to the prevailing market value on the last business day of each month and (2) an option to purchase 1.2 million shares of common stock at fair market value on October 1, 2002. While the Company did not formally extend the agreement, Mr. Rametra continues to provide services to the Company. Mr. Rametra has not exercised any options as of the date of this report.

The Company entered into a consulting agreement with Raymond Vuono as of October 18, 2001. Pursuant to the consulting agreement, Mr. Vuono agreed to provide management consulting services to WMGC. Specifically, the consulting agreement provides that Mr. Vuono has the following principal duties and responsibilities: providing assistance to WGMC with respect to analysis of management performance and hiring and firing of management employees, assistance in the formulation of overall business strategies, assistance in the formulation of marketing and brand strategies, identification of strategic partners, assistance to subsidiaries in extending and reinforcing existing client relationships, and attracting new clients and identification of business inefficiencies and reports to management as to solutions for such inefficiencies.

Pursuant to the consulting agreement, Mr. Vuono is to receive up to 1,380,000 shares of common stock. Seventy-five percent of those shares were issued in November, 2001, and twenty five percent were issuable on the eight month anniversary of the consulting agreement, unless it was terminated prior to that date. At the time the consulting agreement was entered into, the common stock was trading at $.02 per share. Mr. Vuono also received an option to purchase 1,200,000 shares of common stock at $.02 which vested on the eight month anniversary of the consulting agreement, unless it was terminated. The agreement was not terminated by the Company.

The term of the consulting agreement with Mr. Vuono is twelve months. In the event that the Company wished to extend the term of the consulting agreement for an additional twelve months, the consulting agreement provides for the option to do so for compensation of (1) $5,750 per month either (i) in cash or (ii) in common stock at a 20% discount to the prevailing market value on the last business day of each month and (2) an option to purchase 1.2 million shares of common stock at fair market value on October 1, 2002. While the Company did not formally extend the agreement, Mr. Vuono continues to provide services to the Company. Mr. Vuono has exercised 1,147,389 options as of the date of this report.

The Company entered into a consulting agreement with James Rose as of October 1, 2001. Pursuant to the consulting agreement, Mr. Rose agreed to perform the functions of perform the functions of a Vice President of the Company. Specifically, Rose agreed to assist in managing the Company's business and the businesses of its subsidiaries, perform all necessary administrative functions in maintaining the Company, its businesses and records, manage the Company's internal financial reporting, assist the Company's outside auditors in their reviews and audits of the Company's financial statements and provide and other services which may be reasonably necessary to the Company or any Company subsidiary.

Pursuant to the consulting agreement, Mr. Rose is to receive up to 1,200,000 shares of common stock. Seventy-five percent of those shares were issued in November, 2001, and twenty five percent were issuable on the eight month anniversary of the consulting agreement, unless it is terminated prior to that date. At the time the consulting agreement was entered into, the common stock was trading at $.01 per share. Mr. Rose also received an option to purchase 1,000,000 shares of common stock at $.02, which vested on the eight month anniversary of the consulting agreement, unless it was terminated prior to that date. The Company did not terminate the agreement.

The term of the consulting agreement with Mr. Rose is twelve months. In the event that the Company wished to extend the term of the consulting agreement for an additional twelve months, the consulting agreement provides for the option to do so for compensation of (1) $2,000 per month either (i) in cash or (ii) in common stock at a 20% discount to the prevailing market value on the last business day of each month and (2) an option to purchase 1.0 million shares of common stock at fair market value on October 1, 2002. While the Company did not formally extend the agreement, Mr. Rose continues to provide services to the Company.

On October 1, 2001, Mr. Rose received an option to purchase 500,000 shares of the Company's common stock at $.02 in consideration of his services as a Vice President of the Company. The option expires on October 1, 2004. Mr. Rose has not exercised any options as of the date of this report.

On October 1, 2001, the Konrad Kim received an option to purchase 500,000 of the Company's common stock at $.02 in consideration of his services as the Company's President and sole director. The option expires on October 1, 2004. Mr. Kim has not exercised any options as of the date of this report.

In the past three fiscal years, the Company has sold the following securities without registration under the Securities Act of 1933 in reliance on exemptions therefrom:

In February 2000, Patrick L. Riggs, the Company's former President and a former director, purchased 1,200,000 shares of restricted common stock from the Company for $0.03 per share or $36,000. At the time of the transaction, Mr. Riggs was not an officer, director, or stockholder of the Company. The stock was sold to provide funds necessary to bring the Company current in its reporting obligations under the Securities Exchange Act of 1934, and to keep the Company current in its reporting obligations while it sought new business ventures in which to participate. The sale to Mr. Riggs was conducted pursuant to an exemption from registration provided by Section 4(2) of the Securities Act of 1933, as amended (the "Act") in a private transaction.

In March 2000, the Company paid $10,000 in cash to Thomas Scallen, a former Company officer and director, and issued to him 100,000 shares of restricted common stock in complete satisfaction of all outstanding liabilities owed by the Company to him. The sale of common stock to Mr. Scallen was conducted pursuant to Section 4(2) of the Act in a private transaction.

In November, 2001, the Company issued 1,080,000, 1,035,000 and 900,000 shares of restricted common stock to Munish Rametra, Ray Vuono and James Rose, respectively, pursuant to the consulting agreements described above. The sales of common stock to Messrs. Rametra, Vuono and Rose were conducted pursuant to Section 4(2) of the Act in a private transaction on the grounds that each had made their own investigation of the Company and had such knowledge and experience in financial and business matters that they were capable of understanding the risks involved in an investment in the Company's securities.

Pursuant to a December 3, 2001 agreement, the Company issued 50,000 shares of common stock to Steven Kaston for services to be provided as a finder. The sale of common stock to Mr. Kaston was conducted pursuant to Section 4(2) of the Act in a private transaction.

Pursuant to a December 24, 2001 agreement, the Company issued 25,000 shares of common stock to Meredith Cagan for services to be provided in creating a business plan for the Company and assisting in possible future capital raises. The sale of stock to Ms. Cagan was conducted pursuant to Section 4(2) of the Act in a private transaction.

Pursuant to a November 21, 2001 Investment Letter and Subscription Agreement, the Company issued 50,000 shares of its common stock to Lisa Verni for a total purchase price of $9,000. The sale of stock to Ms. Verni was conducted pursuant to Section 4(2) of the Act in a private transaction based on Ms. Verni's investment representations.

Pursuant to a December 5, 2001 Investment Letter and Subscription Agreement, the Company issued 25,000 shares of its common stock to Stuart Pudell for a total purchase price of $5,000. The sale of stock to Mr. Pudell was conducted pursuant to Section 4(2) of the Act in a private transaction based on Mr. Pudell's investment representations.

Pursuant to two December 21, 2001 Confidentiality and Non-Disparagement Agreements, the Company issued a total of 1,100,000 shares of common stock to former shareholders of Whyldweb Productions, Inc. and Earl E. Byrd Electronics Corp. with which the Company had previously entered into a share exchange agreement. The sale of stock to these shareholders was conducted pursuant to Section 4(2) of the Act in a private transaction.

Pursuant to a December 15, 2001 Assignment Agreement among the Company, Med-Link USA, Inc. and Dr. Michael Carvo, the Company issued 120,000 shares of common stock to Dr. Michael Carvo in exchange for the assignment of a debt owed by Med-Line USA, Inc. to Dr. Carvo in the amount of $30,000. The sale of stock to Dr. Carvo was conducted pursuant to Section 4(2) of the Act in a private transaction.

Pursuant to a December 28, 2001 Share Exchange Agreement between the Company and Med-Link USA, Inc., effective January 1, 2002, the Company exchanged 2,000,000 shares of its $.001 par value per share common stock and 400 shares of preferred stock to Med-Link USA, Inc.'s shareholders. In exchange, Med-Link USA, Inc.'s shareholders delivered all of its issued and outstanding stock to the Company. The Share Exchange was accomplished pursuant to Section 4(2) of the Act in a private transaction based on the Med-Link USA, Inc. shareholders investment representations.

Pursuant to a January 23, 2002 agreement, the Company acquired computers, servers, monitors, hubs, and other related equipment from Four J's Enterprises in exchange for 2,000,000 shares of common stock. The sale of stock to 4J's Enterprises was accomplished pursuant to Section 4(2) of the Act in a private transaction.

In October through December, 2002, the Company issued a total of 1,294,272 shares of common stock to Munish Rametra, Ray Vuono and James Rose as compensation pursuant to their consulting agreements.  The issuances were accomplished in reliance upon Section 4(2) of the Act in private transactions.

All of the Company's business is currently conducted through itsK-Rad Konsulting, LLC ("KKL") and Med-Link USA, Inc. ("Med-Link") subsidiaries. KKL is a solution provider for Internet infrastructure. KKL offers Internet infrastructure consulting for businesses using what it deems reliable sources of technical help for their computers. KKL offers three main services: (1) hourly technical aid; (2) retainer contracts for specific skills or systems; and (3) project consulting.

Med-Link provides a full service communication network to physicians, hospitals and labs, including a Virtual Private Network, Voice-mail and Answering Service. The Virtual Private Network is an Internet based application that allows physicians, from any location with a computer and Internet service, to obtain information from other physicians, hospitals and

The Company has started to use KKR and Med-Link to jointly develop Med-Link's products targeted at the medical community. KKR has assisted Med-Link in providing the technical support and services its business requires.

The Company has also restructured Med-Link's operations to reduce costs and enhance efficiencies by moving its offices into the Company's offices. In addition, part of the Med-Link call center functions have been transferred to a call center in India as part of a contract with Total

Infosystems, Inc. Med-Link anticipates the transfer of additional call center functions to India in the future.

The Company plans to market Med-Link's services to medical practices in the New York metropolitan area by utilizing local hospitals as a contact point. In furtherance of this plan, Med-Link has signed, and will begin the process of implementing, a contract to develop a Virtual Private Network for New Island Hospital in Bethpage, New York. The network will be marketed to all the medical staff affiliated with New Island Hospital. This VPN will allow Med-Link to market various services to the medical practices on its network.

The Company plans to utilize strategic and joint venture partners to further develop and expand its operations through joint product offerings. In this way, management believes it can minimize the need for additional capital. The Company is currently seeking to market Med-Link's services, by itself, and with strategic partners, to medical practices, medical labs, hospitals and insurance companies.

As part of its operating plan, the Company plans to enter into one or more strategic relationships to make its networks compliant with Title II, Part C of the Health Insurance Portability and Accountability Act of 1996 ("HIPAA"). HIPPA required the Department of U.S. Health and Human Services to establish national standards for electronic health care transactions and national identifiers for providers, health plans, and employers. It also addresses the security and privacy of health data. The goal of the standards adopted is to improve the efficiency and effectiveness of the nation's health care system by encouraging the widespread use of electronic data interchange in health care, while protecting that information with a secure environment.

The Company has commenced preliminary discussions for a strategic relationship to acquire and/or market HIPPA complaint solutions.

At December 31, 2002, the Company had a working capital deficiency of $415,666 Management believes revenue from operations will be sufficient to sustain the Company's operations for the next twelve months. Even though the Company completed the Med-Link acquisition in January, 2002, and signed a telecommunications agreement with a hospital in November 2002, it cannot predict whether the Company will realize any meaningful growth in the future.

The Company's revenues from continuing operations for the years ended December 31, 2002 and 2001 were $148,877 and $96,823, respectively.

Expenses for the years ended December 31, 2002 and 2001 were $872,283 and $188,833, respectively. This increase in expenses is primarily attributable to the acquisition of Med-Link USA, Inc. Such expenses consisted of general and administrative expenses, legal, depreciation, professional, accounting and auditing costs, rent and telephone expenses.

The Company had a net loss of $733,404 for the year ended December 31, 2002, as compared to a net loss of $1,465,035 for the same period in 2001. Included in the 2001 loss was the cost of an aborted acquisition in the amount of $1,375,000.

The financial statements of the Company appear at the end of this report beginning with the Index to Financial Statements on page F-1.

On October 22, 2001, the Company's independent accountant, Callahan, Johnston & Associates, LLC ("Callahan"), resigned as the Company's independent auditor. The stated reason for the resignation was that the Company moved its offices to New York from Minnesota and would be better served by a certified public accounting firm in New York.

For the fiscal years ended December 31, 2000 and December 31, 1999, Callahan's report on the Company's financial statements contained an opinion that there was doubt as to the Company's ability to continue as a going concern. The Company did not disagree with these opinions and they were not the cause for Callahan's resignation.

During the Company's two most recent fiscal years, there were no disagreements with the Company's accountants on any matter of accounting principles or practices, financial statement disclosure, auditing scope or procedure, which disagreements, if not resolved to the satisfaction of the accountants, would have caused it to make reference to the subject matter of the disagreement in connection with its reports.

On October 22, 2001, the Company retained as its new independent accountant, Farber, Blicht, Eyerman & Herzog, LLP, 255 Executive Drive, Suite 215, Plainview, New York 11803.

Directors, Executive Officers, Promoters and Control Persons

The following table sets forth the name, age, and position of each executive officer and director and the term of office of each director of the Company.

All Directors hold their positions for one year and until their successors are duly elected and qualified. All officers hold their positions at the discretion of the Board of Directors.

Set forth below is certain biographical information regarding each of the Company's executive officers and directors:

Konrad Kim

Mr. Kim received a B.S. in Natural Sciences from the University of Wisconsin in 1992, and has been a Microsoft Certified Professional since 1997. Mr. Kim was employed as a Contract NT Systems Engineer at the internet companies of iClips.com and Gatway.com in 2000 and 1999, respectively. From 1997 to 1999, he was employed at Moody's Investors Services as a Technical Systems Analyst. During 1996 and 1997, he was a Consultant Systems Administrator for Colombia House and Village Voice. From 1995 to 1996, Mr. Kim was a Consulting Systems Administrator for Sony Entertainment.

Dr. Michael Carvo

James Rose, Vice President (24)
Mr. Rose has served as the Company's Vice President since September, 2001, President of Western Media Sports Holdings since November, 2001 and President of Western Media Publishing since February, 2002. Prior to joining the Company, Mr. Rose was a Vice President at Ambassador Capital Group, a company which assisted private companies in going public.

Ray Vuono, Consultant (37)
Mr. Vuono has served as a consultant to the Company since October, 2001. From June, 1990 to the present, Mr. Vuono has served as President of Rayvon Venture Capital, a private venture capital firm which has invested in and/or managed, numerous private companies.

Munish Rametra, Consultant (32)
Mr. Rametra has been a consultant to the Company since October, 2001. From October, 1999 through October, 2001, Mr. Rametra was a business and legal consultant with a private consulting firm owned by him. From October, 1995 through October, 1999, Mr. Rametra was an Associate with the law firm of Sullivan & Cromwell.

There are no family relationships among the Directors or Officers.

During the past five years, no Director, Executive Officer, Promoter or Control Person of the Company:

(1) been general partner or executive officer of a business at the time a bankruptcy petition was filed by, or against it;

(2) been convicted in a criminal proceeding and are not currently subject to a pending criminal proceeding;

(3) been subject to an order, judgment or decree, permanently or temporarily enjoining, barring, suspending or otherwise limiting their involvement in any type of business, securities or banking activities; or

(4) been found by a court of competent jurisdiction (in a civil action), the Securities and Exchange Commission, or the Commodity Futures Trading Commission, to have violated a federal of state securities or commodities law.

Not applicable.

For the fiscal year ended December 31, 2001, the following compensation was paid to the Company's Chief Executive Officer:

(1) The Company entered into a consulting agreement with Munish K. Rametra as of October 1, 2001. Pursuant to the consulting agreement, Mr. Rametra agreed to perform the functions of a corporate general counsel to the Company by providing assistance to WMGC in complying with applicable legal and regulatory requirements imposed by the federal securities laws and state law, assistance with structuring and administration of employee benefit arrangements, assistance in the preparation of, and review of all SEC filings, providing advice to the Company with respect to corporate governance issues, assistance in preparation and analysis of all contracts entered into in the ordinary course of WMGC's business and providing assistance to the Company's outside counsel with respect to litigation or corporate matters as may be reasonably requested.

Pursuant to the consulting agreement, Mr. Rametra is to receive up to 1,440,000 shares of common stock. Seventy-five percent of those shares were issued in November, 2001, and twenty five percent were issuable on the eight month anniversary of the consulting agreement, unless it was terminated prior to that date. At the time the consulting agreement was entered into, the common stock was trading at $.01 per share. Mr. Rametra also received an option to purchase 1,200,000 shares of common stock at $.02 which will vested on the eight month anniversary of the Consulting Agreement.

The term of the consulting agreement with Mr. Rametra was twelve months. In the event that the Company wished to extend the term of the consulting agreement for an additional twelve months, the consulting agreement provides for the option to do so for compensation of (1) $10,000 per month either (i) in cash or (ii) in common stock at a 20% discount to the prevailing market value on the last business day of each month and (2) an option to purchase 1.2 million shares of common stock at fair market value on October 1, 2002. While the Company did not formally extend the agreement, Mr. Rametra continues to provide services to the Company. Mr. Rametra has not exercised any options as of the date of this report.

Mr. Rametra did not receive any cash during the year ended December 31, 2002 and did not receive any stock based compensation. From January through April, 2003, Mr. Rametra received 500,993 shares of common stock as payment at the rate of $10,000 per month at a 20% discount to the prevailing market value.

Mr. Vuono did not receive any cash during the year ended December 31, 2002, but did receive 419,272 shares of common stock as payment at the rate of $5,750 per month at a 20% discount to the prevailing market rate for October through December, 2002. From January through April, 2003, Mr. Vuono received 288,070 shares of common stock as payment at the rate of $5,750 per month at a 20% discount to the prevailing market value.

(2) The Company entered into a consulting agreement with Raymond Vuono as of October 18, 2001. Pursuant to the consulting agreement, Mr. Vuono agreed to provide management consulting services to WMGC. Specifically, the consulting agreement provides that Mr. Vuono has the following principal duties and responsibilities: providing assistance to WGMC with respect to analysis of management performance and hiring and firing of management employees, assistance in the formulation of overall business strategies, assistance in the formulation of marketing and brand strategies, identification of strategic partners, assistance to subsidiaries in extending and reinforcing existing client relationships, and attracting new clients and identification of business inefficiencies and reports to management as to solutions for such inefficiencies.

Pursuant to the consulting agreement, Mr. Vuono is to receive up to 1,380,000 shares of common stock. Seventy-five percent of those shares were issued in November, 2001, and twenty five percent were issuable on the eight month anniversary of the consulting agreement, unless it was terminated prior to that date. At the time the consulting agreement was entered into, the common stock was trading at $.02 per share. Mr. Vuono also received an option to purchase 1,200,000 shares of common stock at $.02 which vested on the eight month anniversary of the consulting agreement, unless it was terminated. The agreement was not terminated by the Company.

The term of the consulting agreement with Mr. Vuono is twelve months. In the event that the Company wished to extend the term of the consulting agreement for an additional twelve months, the consulting agreement provides for the option to do so for compensation of (1) $5,750 per month either (i) in cash or (ii) in common stock at a 20% discount to the prevailing market value on the last business day of each month and (2) an option to purchase 1.2 million shares of common stock at fair market value on October 1, 2002. While the Company did not formally extend the agreement, Mr. Vuono continues to provide services to the Company. Mr. Vuono has exercised 1,200,000 options as of the date of this report.

Mr. Vuono did not receive any cash during the year ended December 31, 2002 and did not receive any stock based compensation. From January through April, 2003, Mr. Vuono received 288,070 shares of common stock as payment at the rate of $5,750 per month at a 20% discount to the prevailing market value.

(3) The Company entered into a consulting agreement with James Rose as of October 1, 2001. Pursuant to the consulting agreement, Mr. Rose agreed to perform the functions of perform the functions of a Vice President of the Company. Specifically, Rose agreed to assist in managing the Company's business and the businesses of its subsidiaries, perform all necessary administrative functions in maintaining the Company, its businesses and records, manage the Company's internal financial reporting, assist the Company's outside auditors in their reviews and audits of the Company's financial statements and provide and other services which may be reasonably necessary to the Company or any Company subsidiary.

Pursuant to the consulting agreement, Mr. Rose is to receive up to 1,200,000 shares of common stock. Seventy-five percent of those shares were issued in November, 2001, and twenty five percent were issuable on the eight month anniversary of the consulting agreement, unless it is terminated prior to that date. At the time the consulting agreement was entered into, the common stock was trading at $.01 per share. Mr. Rose also received an option to purchase 1,000,000 shares of common stock at $.02 which vested on the eight month anniversary of the consulting agreement, unless it was terminated prior to that date. The Company did not terminate the agreement.

The term of the consulting agreement with Mr. Rose is twelve months. In the event that the Company wished to extend the term of the consulting agreement for an additional twelve months, the consulting agreement provides for the option to do so for compensation of (1) $2,000 per month either (i) in cash or (ii) in common stock at a 20% discount to the prevailing market value on the last business day of each month and (2) an option to purchase 1.0 million shares of common stock at fair market value on October 1, 2002. While the Company did not formally extend the agreement, Mr. Rose continues to provide services to the Company.

On October 1, 2001, Mr. Rose received an option to purchase 500,000 shares of the Company's common stock at $.02 in consideration of his services as a Vice President of the Company. The option expires on October 1, 2004. Mr. Rose has not exercised any options as of the date of this report.

Mr. Rose did not receive any cash during the year ended December 31, 2002, but did receive 145,834 shares of common stock as payment at the rate of $2,000 per month at a 20% discount to the prevailing market ! rate for October through December, 2002. From January through April, 2003, Mr. Rose received 100,199 shares of common stock as payment at the rate of $10,000 per month at a 20% discount to the prevailing market value.

Item 11.           Security Ownership of Certain Beneficial Owners and Management

Security Ownership of Certain Beneficial Owners

(1) Includes 1,200,000 shares issuable upon the exercise of options at $.02 per share granted pursuant to Mr. Vuono's consulting agreement.

(2) Includes 2,400,000 shares issuable upon the exercise of options at $.02 per share which are due to Mr. Rametra under his consulting agreement.

(3) Includes 2,500,000 shares issuable upon exercise of options granted to Mr. Rose in October, 2001 and due to him under his consulting agreement.

SECURITY OWNERSHIP OF MANAGEMENT

The following table sets forth the security ownership of the Company's Directors, Executive Officers and Consultants as of March 31, 2003:

*Includes an estimated 1,000,000 shares due to him as a former shareholder of Med-Link from the 2,000,000 total shares paid to Med-Link shareholders. The Med-Link shareholders have not yet determined the final distribution of the shares received form the Company.

In February 2000, Patrick L. Riggs purchased 1,200,000 shares of common stock from the Company for $0.03 per share or $36,000. At the time of the transaction, Mr. Riggs was not an officer, director, or stockholder of the Company, but subsequently became a director and officer. The stock was sold to provide funds necessary to bring the Company current in its reporting obligations under the Securities Exchange Act of 1934, and to keep the Company current in its reporting obligations while it sought a new business venture in which to participate.

Pursuant to an October 11, 2000 consulting agreement and in connection with an October 27, 2000 agreement for the acquisition of KKR, the Company issued 9,000,000 shares of its common stock to DDR, Ltd. ("DDR"). The shares were issued in exchange for $900, the acquisition of KKR and the provision of services set forth in the October 11, 2000 agreement. The shares were issued following a recapitalization of the Company in which the Company

increased the number of authorized shares to 100,000,000, par value $0.001, consisting of 95,000,000 shares of common stock and 5,000,000 shares of preferred stock without designation as to series, rights, or preferences, and a 1 for 10 reverse split in the issued and outstanding common shares. The recapitalization was approved at a meeting of the stockholders held on October 10, 2000.

The owners of DDR, Dennis Helfman, Donald Helfman and Bita Azarieh were not affiliated or associated with the Company or its affiliates prior to DDR's transactions with the Company in October, 2000. On October 18, 2001, the Company entered into a consulting agreement with Ray Vuono, as described above Mr. Vuono is a former officer of, and consultant to, DDR.

Effective January 1, 2002, the Company acquired all of the issued and outstanding stock of Med-Link USA, Inc., a privately held New York corporation ("Med-Link") pursuant to a Share Exchange Agreement dated December 28, 2001 (the "Agreement"). As a result of the share exchange, Med-Link is now a wholly owned subsidiary of the Company and Dr. Michael Carvo, the President and a shareholder of Med-Link, is now a Company director. There was no affiliation or association between Med-Link and the Company prior to the Agreement. The transactions contemplated by the Agreement were intended to be a tax-free exchange pursuant to Section 368 of the Internal Revenue Code of 1986.

As a result of the share exchange pursuant to the Agreement, the Company issued 2,000,000 shares of its $.001 par value per share common stock and 400 shares of preferred stock to Med-Link's shareholders. In exchange, Med-Link's four shareholders, including Dr. Carvo, delivered all of its issued and outstanding stock to the Company. The 400 shares of preferred stock have, in the aggregate, the following characteristics:

1. Payments - a yearly payment in an amount which shall not exceed equal fifty percent (50%) of (a) the net profits, if any, of Med-Link's business for the period of January 1 through December 31 of the applicable year less (b) (i) the sum of the net losses of Med-Link's business for all of the years, if any, that the it had net losses less (ii) the sum of the net profits of the Med-Link's

business for all years, if any, that it had net profits. The decision on whether any payment to the holders of the preferred shares will be made for any year shall rest in the sole discretion of the Company's Board of Directors, which determination shall be made by February 1 of each year. The Company is not responsible for making any payments to the preferred stock holders from its own funds. The payment, if any, due to the preferred stock holders is payable by March 31 of each year commencing March 31, 2003 for the year-ending December 31 of the prior year.

2. Transferability - the preferred shares are not transferable without the express written consent of the Company, unless such transfer is made pursuant to the death of the holder.

3. Voting Rights - none.

4. Liquidation Preference - none.

The purchase price paid for Med-Link's shares was determined by analysis and valuation of Med-Link's financial condition and projected future cash flows and comparing it to (i) the market price and projected market price of the Company's common stock and (ii) the value of the preferred stock based on Med-Link's projected cash flows.

On March 29, 2001, the Company sold certain assets to Konrad Kim, the President of KKR for $25,000, evidenced by a note bearing interest at a rate of 10% per annum. The note matured on March 1, 2002 and was extended until March 1, 2003. Accrued interest on this loan was $1,875 for the year ended December 31, 2001. This note is collateralized by 100,000 restricted shares of the Company's common stock owned by Mr. Kim.

During the year ended December 31, 2001, the Company loaned an additional $37,528 to Mr. Kim. This loan is payable on demand and is non-interest bearing. Imputed interest has been computed on this loan at the rate of 7% per annum.

On December 15, 2001, the Company entered into an assignment agreement with Dr. Michael Carvo, President of Med-Link USA, Inc., whereby the Company received a $30,000 note receivable, which Med-Link USA, Inc. owed to Dr. Carvo, in exchange for 120,000 shares of the Company's common stock. The note bears interest at 8% per annum. The Company acquired all of the issued and outstanding shares of Med-Link USA, Inc. on January 1, 2002, as set forth above.

In October through December, 2002, the Company issued a total of 1,294,272 shares of common stock to Munish Rametra, Ray Vuono and James Rose as compensation for services under their consulting agreements.

No reports on Form 8-K were filed during the last quarter of the period covered by this report.

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

WESTERN MEDIA GROUP CORPORATION

SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO SECTION 15(D) OF THE EXCHANGE ACT BY NON-REPORTING ISSUERS

There were no annual reports to security holders covering the registrant's last fiscal year. There were proxy no statements sent to more than ten of the registrant's security holders with respect to any annual or other meeting of shareholders.

WESTERN MEDIA GROUP CORPORATION

(CONSOLIDATED CONDENSED FINANCIAL STATEMENTS)

INDEX

 
INDEPENDENT AUDITOR'S REPORT

Stockholders and Board of Directors
Western Media Group Corporation
(A Development Stage Company)
Commack, New York

We have audited the accompanying consolidated balance sheet of Western Media Group Corporation as of December 31, 2002, and the related consolidated statements of operations, stockholders' equity (deficit), and cash flows for the years ended December 31, 2002 and 2001. These consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits.

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

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of Western Media Group Corporation and subsidiaries as of December 31, 2002 and the results of their operations and their cash flows for the years ended December 31, 2002 and 2001, in conformity with generally accepted accounting principles.

The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. The Company incurred substantial net losses in 2002 and 2001, a default judgment has been entered by a bank against the Company's subsidiary, Med-Link USA, Inc. and the Company is dependent upon certain stockholders to provide, among other things, working capital. These conditions raise substantial doubt about the Company's ability to continue as a going concern. Management's plan in addressing these matters are described in Note 2 to the consolidated financial statements. The consolidated financial statements do not include any adjustments that might result from the outcome of the uncertainty.



Woodbury, New York
May 19, 2003

WESTERN MEDIA GROUP CORPORATION
(A Development Stage Company)

CONSOLIDATED BALANCE SHEET
DECEMBER 31, 2002

See Notes to Financial Statements.

WESTERN MEDIA GROUP CORPORATION
(A Development Stage Company)

CONSOLIDATED STATEMENTS OF OPERATIONS

   
  
(*) Not covered by Independent Auditor's Report.

See Notes to Financial Statements.

WESTERN MEDIA GROUP CORPORATION
(A Development Stage Company)

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)

  (*) Not covered by Independent Auditor's Report.


See Notes to Financial Statements.

WESTERN MEDIA GROUP CORPORATION
(A Development Stage Company)

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)

(continued)

See Notes to Financial Statements.

WESTERN MEDIA GROUP CORPORATION
(A Development Stage Company)

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)

(continued)

See Notes to Financial Statements.

WESTERN MEDIA GROUP CORPORATION
(A Development Stage Company)

CONSOLIDATED STATEMENTS OF CASH FLOWS

(*) Not covered by Independent Auditor's Report.

See Notes to Financial Statements.

WESTERN MEDIA GROUP CORPORATION
(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2002

Note 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Nature of Business

The Company was incorporated on July 26, 1977, under the laws of the State of Minnesota. On November 17, 1988, the Company changed its name to Western Media Group Corporation (Formerly known as Ionic Controls, Inc.).

On January 1, 2002, the Company acquired Med-Link USA, Inc., a privately held New York corporation ("Med-Link"), pursuant to a Share Exchange Agreement dated December 28, 2001 (the "Agreement").

Pursuant to the agreement, the Company issued 2,000,000 shares of its $.001 par value per share common stock and 400 shares of preferred stock to Med-Link's shareholders for all the issued and outstanding shares of Med-Link.

The acquisition of Med-Link was accounted for under the purchase method of accounting, resulting with the recording of goodwill in the amount of approximately $2,300,000.

Med-Link USA was incorporated in 1998. While it shares an office with the Company, substantially all of its operations have been outsourced. Med-Link provides a full service communication network to physicians and hospitals and can provide its services to labs and other businesses that require a service for communication of emergencies.

On October 31, 2000, the Company issued 9,000,000 shares of its common stock to DDR, Ltd. ("DDR") in connection with certain transactions contemplated under a Consulting Agreement dated October 11, 2000 and Acquisition Agreement dated October 27, 2000 (collectively the "DDR Agreements"). These shares were issued following a recapitalization of the Company in which the Company increased the number of authorized shares to 100,000,000, par value $0.001, consisting of 95,000,000 shares of common stock and 5,000,000 shares of stock undesignated as to series, rights, or preferences, and a one for ten reverse split in the issued and outstanding common shares. The recapitalization was approved at a meeting of the stockholders held on October 10, 2000.

WESTERN MEDIA GROUP CORPORATION
(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2002

Note 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Nature of Business (continued)

Under the DDR Agreements, DDR agreed to provide over a period of one-year consulting services to the Company in connection with private and public financing, securities, broker and investor relations, and mergers and acquisitions, including the acquisition of K-Rad Konsulting, LLC, of Huntington, New York ("KKL") which was a wholly owned subsidiary of DDR. In consideration for such services, the Company agreed to sell to DDR 9,000,000 post-reverse split shares for $900 and the acquisition of KKL. 

Pursuant to the verbal agreement of the parties to modify the terms of the written DDR Agreements, the Company issued 9,000,000 shares of common stock to acquire all of the member interest in KKL from DDR, and DDR agreed to continue to provide the consulting services described in the DDR Agreements in consideration for the benefits derived from the Company's common stock issued to DDR. The acquisition of KKL was accounted for as pooling of interests in the December 31, 2000 financial statements. KKL was formed February 10, 2000 as this acquisition had no effect on the Company's historical financial statements. The purchase price was determined through arm's-length negotiations between the Company and DDR on the basis of the net assets of KKL and the goodwill associated with the business. The owners of DDR were not affiliated or associated with the Company or its affiliates prior to the acquisition. The Company entered into a consulting agreement with one of the former officers and consultants to DDR in October, 2001 (see Note 10c). 

WESTERN MEDIA GROUP CORPORATION
(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2002

Note 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Nature of Business (continued)

As of December 31, 2002, DDR owns approximately 37% of the Company's outstanding common shares.

K-Rad Konsulting, LLC is engaged in the business of providing computer network and software systems, consulting, installation, and maintenance services to businesses. KKL's operating income and expenses for the year ended December 31, 2002 are reflected in the accompanying consolidated statement of operations. 

The Company also has two wholly-owned inactive subsidiaries, Western Media Acquisition Corp. (former Western Media Sports Holdings, Inc.) and Western Media Publishing Corp.

Principles of Consolidation 

The accompanying consolidated financial statements include the accounts of the Company and all of its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation.

Depreciation and Amortization

The Company depreciates its equipment on the straight-line method for financial reporting purposes over a five year period. For tax reporting purposes, the Company uses accelerated methods of depreciation. Expenditures for maintenance, repairs, renewals and betterments are reviewed by management and only those expenditures representing improvements to equipment are capitalized. At the time equipment is retired or otherwise disposed of, the cost and accumulated depreciation accounts and the gain or loss on such disposition is reflected in operations. 

Goodwill

Goodwill has been calculated at the fair market value of the shares of common stock issued (on the purchase date) over the net assets of the company acquired (Note 10a).

WESTERN MEDIA GROUP CORPORATION
(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2002

Note 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Goodwill (continued)

The Company evaluates their long-lived assets, and certain identifiable intangibles in accordance with the provisions of Statement of Financial Accounting Standards No. 121 ("SFAS 121"), "Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed of", for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets or intangibles may not be recoverable. The Company considers factors such as significant changes in the business climate and projected discounted cash flows from the respective asset. Impairment losses are measured as the amount by which the carrying amount of the asset exceeds its fair value. In July, 2001, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 142 ("SFAS 142"), "Goodwill and Other Intangible Assets". SFAS 142 requires goodwill to be tested for impairment at least annually, and written off when impaired, rather than being amortized as previous standards required. As such no amortization of goodwill has been recorded for the year ended December 31, 2002 in the accompanying financial statements. In August 2001, the FASB issued Statement of Financial Accounting Standards No. 144 ("SFAS 144"), "Accounting for the Impairment or Disposal of Long-Lived Assets". This Statement addresses financial accounting and reporting for the impairment or disposal of long-lived assets and supersedes SFAS No. 121, "Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of", and the accounting and reporting provisions of APB No. 30, "Reporting the Results of Operations for a Disposal of a Segment of a Business". The Company adopted SFAS 142 and 144 beginning January 1, 2002. 

Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires the Company's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

WESTERN MEDIA GROUP CORPORATION
(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2002

Note 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Concentration of credit risk

Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of sales, trade accounts receivable and cash. The Company grants credit to domestic companies located throughout the New York tri-state area. The Company performs ongoing credit evaluations of its customers' financial condition and generally requires no collateral from its customers.

At December 31, 2002, the Company deems no allowance for doubtful accounts on its trade accounts receivable is necessary.

Deferred Income taxes

Deferred income taxes are provided based on the provisions of SFAS No. 109, "Accounting for Income Taxes" ("SFAS 109"), to reflect the tax effect of differences in the recognition of revenues and expenses between financial reporting and income tax purposes based on the enacted tax laws in effect at December 31, 2002.

The Company, as of December 31, 2002, had available approximately $3,233,000 of net operating loss carry forwards to reduce future Federal and state income taxes. Since there is no guarantee that the related deferred tax asset will be realized by reduction of taxes payable on taxable income during the carry forward period, a valuation allowance in the amount of $1,293,000 has been computed to offset in its entirety the deferred tax asset attributable to this net operating loss. The amount of valuation allowances are reviewed periodically.

Earnings per common share of common stock

The Company applies Statement of Financial Accounting Standards No. 128, "Earnings Per Share", which requires two presentations of earnings per share - "basic" and "diluted". Basic earnings per share is computed by dividing income available to common stockholders by the weighted-average number of common shares for the period. The computation of diluted earnings per share is similar to basic earnings per share, except that the weighted average number of common shares is increased to include the number of additional common shares that would have been outstanding if the potentially dilutive common shares had been issued. 

WESTERN MEDIA GROUP CORPORATION
(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2002

Note 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Earnings per common share of common stock (continued)

In October, 2000 the Board of Directors of the Company approved a reverse stock split of the Company's common stock on a one-for-ten basis. All per share amounts in the accompanying financial statements have been restated to reflect this reverse stock split. Only basic earnings per share is presented as all common stock equivalents are either anti-dilutive or not material for the period presented. For the years ended December 31, 2002 and 2001, the weighted average number of shares outstanding used in the per share computation was 21,164,423 and 12,148,158, respectively.

Fair value of financial instruments

At December 31, 2002, the carrying amounts of the Company's assets and liabilities approximate fair value.

Comprehensive income

The Company adopted SFAS No. 130, which had no impact on the Company's financial position, results of operations or cash flows for the periods presented. 

Recent Accounting Pronouncements

In May 2002, the FASB issued Statement of Financial Accounting Standard No. 145 ("SFAS 145"), "Rescission of FASB Statements No. 4, 44, and 64, Amendment of FASB Statement No. 13, and Technical Corrections". Among other things, SFAS 145 rescinds Statement of Financial Accounting Standards No. 4 (SFAS 4), "Reporting Gains and Losses from Extinguishment of Debt" and eliminates the requirement that gains and losses from the extinguishment of debt be classified as an extraordinary item, net of related income tax effects, unless the criteria in Accounting Principles Board Opinion No. 30, "Reporting the Results of Operations - Reporting the Effects of Disposal of a Segment of a Business, and Extraordinary, Unusual and Infrequently Occurring Events and Transactions" are met. Adoption of this statement is generally required in fiscal years beginning after May 15, 2002. The Company does not expect the adoption of this statement to have a material impact on its consolidated financial statements.

WESTERN MEDIA GROUP CORPORATION
(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2002

Note 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Recent Accounting Pronouncements (continued)

In June 2002, the FASB issued Statement of Financial Accounting Standard No. 146 (SFAS 146), "Accounting for Costs Associated with Exit or Disposal Activities". SFAS 146 nullifies Emerging Issues Task Force Issue No. 94-3 (EITF 94-3), "Liability Recognition for Certain Employee Termination Benefits and Other Costs to Exit an Activity (Including Certain Costs Incurred in a Restructuring)". SFAS 146 requires that a liability for a cost associated with an exit or disposal activity be recognized when the liability is incurred. Therefore, SFAS 146 eliminates the definition and requirements for recognition of exit costs in EITF 94-3. The provisions of SFAS 146 are effective for exit or disposal activities that are initiated after December 31, 2002. The Company will adopt the provisions of SFAS 146 for all exit activities, if any, initiated after December 31, 2002. The Company does not expect the adoption of this statement to have a material impact on its consolidated financial statements.

In November 2002, the EITF reached a consensus on issue 00-21, "Revenue Arrangements with Multiple Deliverables." EITF 00-21 addresses revenue recognition on arrangements encompassing multiple elements that are delivered at different points in time, defining criteria that must be met for elements to be considered to be a separate unit of accounting. If an element is determined to be a separate unit of accounting, the revenue for the element is recognized at the time of delivery. The Company does not expect that the pronouncement will have a material impact on its financial position or results of operations.

In November 2002, the FASB issued FASB Interpretation No. 45, "Guarantor's Accounting and Disclosure Requirements for Guarantees, Including Indirect Guarantees of Indebtedness of Others" (the "Interpretation"). This Interpretation elaborates on the disclosures to be made by a guarantor in its interim and annual financial statements about its obligations under certain guarantees that it has issued. It also clarifies that a guarantor is required to recognize, at the inception of a guarantee, a liability for the fair value of the obligation undertaken in issuing the guarantee. The Company does not expect that this Interpretation will have a material impact on its financial position or results of operations.

WESTERN MEDIA GROUP CORPORATION
(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2002

Note 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Accounting for stock-based compensation

In December 2002, the FASB issued FAS No. 148, "Accounting for Stock-Based Compensation - Transition and Disclosure - an amendment of FASB Statement No. 123". FAS No. 148 amends FAS No. 123, "Accounting for Stock-Based Compensation", to provide alternative methods of transition for a voluntary change to the fair value based method of accounting for stock-based employee compensation. In addition, FAS No. 148 amends the disclosure requirements of FAS No. 123 to require prominent disclosures in both annual and interim financial statements about the method of accounting for stock-based employee compensation and the effect of the method used on reported results. As provided for in FAS No. 123, the Company has elected to apply Accounting Principles Board ("APB") No. 25 "Accounting for Stock Issued to Employees" and related interpretations in accounting for our stock based compensation plans. APB No. 25 does not require options to be expensed when granted with an exercise price equal to fair market value. The Company intends to continue to apply the provisions of APB No. 25. See Note 13 of the Consolidated Financial Statements.


NOTE 2 - DEVELOPMENT STAGE COMPANY

On July 31, 1991, the Company sold substantially all of its operations and reentered the development stage. From that date to the present, the Company has devoted the majority of its efforts to maintenance of the corporate status, raising capital, and the search for merger candidates. The Company has been fully dependent upon the support of certain stockholder(s) for the maintenance of its corporate status and to provide all working capital support for the Company. These stockholders intend to continue to fund necessary expenses to sustain the Company. If the Company does not become profitable or if the Company's stockholders do not continue to fund necessary expenses of the Company and resolve the default judgment entered by a bank against Med-Link, it could result in the Company being unable to continue as a going concern. The consolidated financial statements do not include any adjustments that might result from the outcome of these uncertainties.

WESTERN MEDIA GROUP CORPORATION
(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2002

NOTE 3  - NOTES RECEIVABLE - RELATED PARTIES

a) On March 29, 2001, the Company sold certain assets to the President of KKL for $25,000, evidenced by a note bearing interest at a rate of 10% per annum. The note matured in 2002 and was extended until March 1, 2004. The note bears interest at the rate of 3% per annum. Accrued interest on this loan was $3,188 as of December 31, 2002. This note is collateralized by 100,000 restricted shares of Western Media Group Corporation common shares owned by the officer.

In addition, this Officer has a loan outstanding due to the Company in the amount of $32,180 as of December 31, 2002. This loan is payable on demand and is non-interest bearing. 

b) As of December 31, 2002, Med-Link has a loan due from one of its officers in the amount of $17,914, which is guaranteed by another officer of Med-Link. This loan is payable on demand and is non-interest bearing.

NOTE 4 - PROPERTY AND EQUIPMENT

As of December 31, 2002, a summary of property and equipment and the estimated useful lives used in the computation of depreciation is as follows:

 Included in fixed assets above is $1,917,000 of computer equipment acquired from Four J's on January 23, 2002 (see Note 10b).

WESTERN MEDIA GROUP CORPORATION
(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2002

NOTE 5 - DEFERRED CHARGES

Deferred charges represented commission and consulting services to be rendered, which was paid for by the issuances of the Company's common shares (see Note 10). Such charges were being shown as a reduction of the Company's shareholders' equity in the accompanying Consolidated Statement of Shareholders' Equity (Deficit).

NOTE 6 - NOTES PAYABLE - BANKS

On April 30, 2001, Med-Link entered into a five year $100,000 loan agreement with a bank. Payments in the amount of $2,064, with interest at the rate of 8.75% per annum were due monthly. The loan balance as of December 31, 2002 was $75,152. In addition, in April 2001, Med-Link entered into a three year business credit loan agreement with a bank permitting the Company to borrow up to $100,000. As of December 31, 2002, the loan balance, inclusive of accrued interest (at 6.75% per annum) and late charges, was $74,012. Both loans are guaranteed by officers of Med-Link. Interest expense for the above two bank loans was approximately $11,300 for the year ended December 31, 2002.

Med-Link is in default under the terms of both loan agreements and a default judgment has been entered in favor of the bank against Med-Link and certain of its officers (see Note 17).


NOTE 7 - LOAN PAYABLE - RELATED PARTIES

Med-Link has a loan payable to one of its officers in the amount of $91,034 as of December 31, 2002. The Company, as of December 31, 2002, also has a loan due to one of its consultants/shareholders in the amount of $1,807. These loans are payable on demand and are non-interest bearing.

WESTERN MEDIA GROUP CORPORATION
(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2002

NOTE 8 - LOAN PAYABLE - OTHER

During the year ended December 31, 2002 a company that is owned by the family of a more than 5% owner of Western Media Group Corporation advanced $45,908 to Western Media Group Corp. and Med-Link. This loan is non-interest bearing and payable on demand.


NOTE 9 - ACCOUNTS PAYABLE AND ACCRUED EXPENSES

As of December 31, 2002, accounts payable and accrued expenses consisted of the following:

NOTE 10 - STOCKHOLDERS' EQUITY

a) On January 1, 2002, the Company issued 2,000,000 shares of its $.001 par value per share common stock and 400 shares of preferred stock for all of the issued and outstanding shares of Med-Link. The shares were valued at the closing stock price of the Company's common shares on the date of acquisition ($1.05). No value has been attributable to the 400 shares of preferred stock issued.

b) On January 23, 2002, The Company acquired software, computers, servers, monitors, hubs, and other related equipment from Four J's Enterprises. The purchase price for the assets was 2,000,000 shares of the Company's common stock. The value of the aforementioned assets received was $1,917,000, which was determined by the average closing stock price of the Company for three days before and three days after the date of the agreement ($1.065) less a ten percent discount for restrictions placed on the shares issued. 

WESTERN MEDIA GROUP CORPORATION
(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2002

NOTE 10 - STOCKHOLDERS' EQUITY (continued)

c) In October 2001, the Company entered into consulting agreements with three individuals. The agreements provide for the issuance of 4,020,000 shares in exchange for consulting fees to be rendered during a twelve month period. The shares issued for the agreed upon value of the services to be rendered, were based upon the available market price of the Company's common shares ranging from $.02 to $.05. Of the total shares issuable, 75% were issued upon the approval of the agreements by the Company's Board of Directors and the balance of the shares were subsequently issued.

Of the total value of the aforementioned shares aggregating $126,600, $97,825 has been allocated, as of December 31, 2001, to deferred charges for services to be rendered, which was expensed in 2002. 

In addition, the aforementioned individuals received options to purchase 3,400,000 common shares at an exercise price of $.02, which shares shall vest eight months after the commencement date of the agreement. The options expire in October, 2004. In 2002, one of the individuals exercised his option to purchase 1,147,389 common shares at $0.02. 

All of the agreements provide for a one year extension at the Company's option. Compensation during the extension period ranges from $2,000 per month to $10,000 per month, payable in cash or in the Company's common shares, and options to purchase an additional 3,400,000 shares at the fair market value on October 1, 2002 ($.065). In connection therewith, 1,294,272 shares were issued for consulting services, which were valued at $53,250. While the Company did not formally extend the agreement, the Consultants continue to provide services to the Company. Subsequent to December 31, 2002, the Company issued 941,873 shares of its common stock for the period January 1, 2003 through April 30, 2003 for consulting services rendered.

(d) The Company, pursuant to an arrangement dated December 28, 2001, issued 860,000 shares of its common stock for services rendered in connection with the Med-Link USA, Inc. acquisition which occurred on January 1, 2002. This arrangement was rescinded on April 12, 2002 and accordingly, is not reflected in the consolidated statements of stockholders' equity. 

WESTERN MEDIA GROUP CORPORATION
(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2002

NOTE 10 - STOCKHOLDERS' EQUITY (continued)

e) In December 2001, the Company issued 50,000 shares for consulting services to be rendered in 2002 and 25,000 shares to an individual for services relating to the development of the Company's business plan. These shares were valued at the closing stock price of the Company's common shares on the dates the agreements were signed ($.10) and ($1.25), respectively. The aggregate value of the shares issued was $36,250, which was charged to operations during the year ended December 31, 2002.

f) In October 2001, the Company granted stock options to two stockholders to purchase 1,000,000 shares (500,000 shares each) of the Company's common stock, at an exercise price of $.02. These stock options expire in October, 2004. 


NOTE 11 - PREFERRED STOCK

The holders of the Company's Preferred stock have the right to receive yearly payments in an amount which will not exceed the Available Dividend Amount, as defined. The decision to make annual payments to the preferred stockholder rests with the sole discretion of the Company's Board of Directors, which determination will be made in February of each year. The declared payment will be paid on March 31 for the prior year then ended. The preferred shares are not transferrable without the consent of the Company, except in the case of death of the stockholder, and carry no voting rights, liquidation preferences and other rights, except for the right to receive distributions disclosed above. 


NOTE 12 - OTHER RELATED PARTY TRANSACTIONS

The Company does not currently lease or rent any property. Office space and services are provided without charge by various directors of the Company in Long Island, New York. Such costs are immaterial to the financial statements, and, accordingly, have not been reflected therein. 

WESTERN MEDIA GROUP CORPORATION
(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2002

NOTE 13 - ACCOUNTING FOR STOCK-BASED COMPENSATION

FAS No. 123, "Accounting for Stock-Based Compensation" defined a fair value method of accounting for stock options and other equity instruments. Under the fair value method, compensation cost is measured at the grant date based on the fair value of the award and is recognized over the service period, which is usually the vesting period. As provided for in FAS No. 123, the Company elected to apply Accounting Principles Board ("APB") Opinion No. 25 and related interpretations in accounting for its stock-based compensation plans. The following is a reconciliation had the Company adopted FAS No. 123.

The fair value of each option granted during 2002 and 2001 is estimated on the date of grant using the Black-Scholes option-pricing model with the following assumptions:

WESTERN MEDIA GROUP CORPORATION
(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2002

NOTE 14 - PROFORMA FINANCIAL INFORMATION

In January 2002, the Company acquired Med-Link and acquired software, computers, servers, monitors, hubs and related equipment from Four J's Enterprises in exchange for shares of the Company's stock.

The following unaudited pro forma financial information for the Company gives effect to the above acquisitions as if they occurred on January 1, 2001. These pro forma results have been prepared for comparative purposes only and in management's opinion, do not purport to be indicative of the results of operations which actually would have resulted had the acquisition occurred on the date indicated, or of future results of operations of the Company. The proforma results follow:

Pro forma statement of operations

WESTERN MEDIA GROUP CORPORATION
(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2002

NOTE 15 - UNAUDITED QUARTERLY FINANCIAL DATA

The following is a summary of unaudited quarterly operating results for the years ended December 31, 2002 and 2001:

Included in the 2001 fourth quarter loss is the cost of an aborted acquisition in the amount of $1,375,000

NOTE 16 - COMMITMENTS AND CONTINGENCIES

Med-Link was obligated under an operating lease which expired in February 28, 2001. Med-Link moved its operations to the same location as Western Media Group Corporation in December, 2002. Rent expense for the year ended December 31, 2002 was approximately $25,000.

Med-Link has a telecommunications agreement which expires in March, 2004. The telephone expense for this agreement amounted to approximately $4,800 for the year ended December 31, 2002.

In January, 2002, Western Media Sports Holdings, Inc., (an inactive subsidiary) signed a Letter of Intent to acquire 50.01 percent of Klein's Acquisition Corp. in exchange for 2,000,000 shares of Western Media Group Corp. and other consideration. Western Media subsequently rescinded this offer.

WESTERN MEDIA GROUP CORPORATION
(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2002

NOTE 16 - COMMITMENTS AND CONTINGENCIES (continued)

In November 2002, Med-Link entered into an answering service agreement with a company which will provide contact and/or call center and attendant support services for Med-Link as set forth in the agreement. 

In December, 2002, Med-Link entered into a letter of understanding with Netwolves Technologies to jointly market Netwolves HIPA Infrastructure Solutions combined with Med-Link's health care management applications.

On November 27, 2002, Med-Link entered into a telecommunications agreement with a hospital. Under the terms of the agreement, Med-Link will provide, among other things, the installation and implementation of a virtual private network ("VPN") for the hospital.

The Company has not filed their 2001 income tax returns.


NOTE 17 - LEGAL PROCEEDINGS

In or about January, 2003, Citibank, N.A., as plaintiff, commenced an action against Med-Link, USA, Inc., Dr. Michael Carvo, Med-Link's President, and another, in the Supreme Court of the State of New York, County of Suffolk. Plaintiff alleged that it was due a total of $138,814.01, plus interest, relating to two loans extended to Med-Link. On April 22, 2003, a default judgment was entered in favor of plaintiff in the amount of $148,900.66, which has not yet been paid and for which each defendant is jointly and severally liable.


NOTE 18 - SUBSEQUENT EVENTS

In May 2003, Med-Link entered into a letter of understanding with Vested Health Care, a company which holds a licensing agreement with Avreo Inc., which will grant the Med-Link VPN the opportunity to offer its client's software that allows for the reading of MRI and CAT scans digitally.

Item 2.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Plan of Operation

The Company has started to use KKL and Med-Link to jointly develop Med-Link's products targeted at the medical community. KKL has assisted Med-Link in providing the technical support and services its business requires.

The Company has also restructured Med-Link's operations to reduce costs and enhance efficiencies by moving its offices into the Company's offices. In addition, part of the Med-Link call center functions have been transferred to a call center in India as part of a contract with Total Infosystems, Inc. Med-Link anticipates the transfer of additional call center functions to India in the future.

The Company plans to market Med-Link's services to medical practices in the New York metropolitan area by utilizing local hospitals as a contact point. In furtherance of this plan, Med-Link has signed, and will begin the process of implementing, a contract to develop a Virtual Private Network for New Island Hospital in Bethpage, New York. The network will be marketed to all the medical staff affiliated with New Island Hospital. This VPN will allow Med-Link to market various services to the medical practices on its network.

The Company plans to utilize strategic and joint venture partners to further develop and expand its operations through joint product offerings. In this way, management believes it can minimize the need for additional capital. The Company is currently seeking to market Med-Link's services, by itself, and with strategic partners, to medical practices, medical labs, hospitals and insurance companies.

As part of its operating plan, the Company plans to enter into one or more strategic relationships to make its networks compliant with Title II, Part C of the Health Insurance Portability and Accountability Act of 1996 ("HIPAA"). HIPPA required the Department of U.S. Health and Human Services to establish national standards for electronic health care transactions and national identifiers for providers, health plans, and employers. It also addresses the security and privacy of health data. The goal of the standards adopted is to improve the efficiency and effectiveness of the nation's health care system by encouraging the widespread use of electronic data interchange in health care, while protecting that information with a secure environment.

The Company has commenced preliminary discussions for a strategic relationship to acquire and/or market HIPPA complaint solutions. 

Item 2.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS

(continued)


Liquidity and Capital Resources

At December 31, 2002, the Company had a working capital deficiency of $415,666. Management believes revenue from operations will be sufficient to sustain the Company's operations for the next twelve months. Even though the Company completed the Med-Link acquisition in January, 2002, and signed a telecommunications agreement with a hospital in November 2002, it cannot predict whether the Company will realize any meaningful growth in the future.

Years Ended December, 2002 and 2001

The Company's revenues from continuing operations for the years ended December 31, 2002 and 2001 were $148,877 and $96,823, respectively.

Expenses for the years ended December 31, 2002 and 2001 were $872,283 and $188,833, respectively. This increase in expenses is primarily attributable to the acquisition of Med-Link USA, Inc. Such expenses consisted of general and administrative expenses, legal, depreciation, professional, accounting and auditing costs, rent and telephone expenses.

The Company had a net loss of $733,404 for the year ended December 31, 2002, as compared to a net loss of $1,465,035 for the same period in 2001. Included in the 2001 loss was the cost of an aborted acquisition in the amount of $1,375,000.

Pursuant to 18 U.S.C. Section 1350,
as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, Konrad Kim, certify that:

1. I have reviewed this annual report on Form 10-KSB of Western Media Group Corporation;

2. Based on my knowledge, this annual report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this annual report;

3. Based on my knowledge, the financial statements, and other financial information included in this annual report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this annual report;

4. The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this annual report is being prepared;

b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this annual report (the "Evaluation Date"); and

c) presented in this annual report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):

a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and

6. The registrant's other certifying officers and I have indicated in this annual report whether there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

Date: May 21, 2003
/s/ Konrad Kim
Konrad Kim, President

CERTIFICATION

Pursuant to 18 U.S.C. Section 1350,
as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, James Rose, certify that:

1. I have reviewed this annual report on Form 10-KSB of Western Media Group Corporation;

2. Based on my knowledge, this annual report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this annual report;

3. Based on my knowledge, the financial statements, and other financial information included in this annual report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this annual report;

4. The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this annual report is being prepared;

b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this annual report (the "Evaluation Date"); and

c) presented in this annual report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):

a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and

6. The registrant's other certifying officers and I have indicated in this annual report whether there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

Date: May 21, 2003
/s/ James Rose
James Rose, Vice President and Principal Financial Officer