THIS FORM 10-QSB IS THE SUBJECT OF A FORM 12b-25

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

FORM 10-QSB

(Mark One)

[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended  June 30, 2002

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

For the transition period from [ ] to [ ]

Commission file number  000-26347

SE Global Equities Corp.
(Exact name of small business issuer as specified in its charter)

Minnesota
(State or other jurisdiction of incorporation or organisation) 41-0985135
(I.R.S. Employer Identification No.)

Suite 1200, 777 West Broadway,
Vancouver, British Columbia, Canada V5Z 4J7
(Address of principal executive offices)

(604) 871-9909
(Issuer's telephone number)

(Former name, former address and former fiscal year, if changed since last report)

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the registrant filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court.     Yes [ ]     No  [ ]

APPLICABLE ONLY TO CORPORATE ISSUERS

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

14,782,01814,647,018 common shares outstanding as of August 1, 2002

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

Part I- FINANCIAL INFORMATION

Item 1. Financial Statements.

The Company's financial statements are stated in United States Dollars (US$) and are prepared in accordance with United States generally accepted accounting principles.

DISCLOSURE

To: The Shareholders of
SE Global Equities Corp.

It is the opinion of management that the interim financial statements for the quarter ended June 30, 2002 include all adjustments necessary in order to ensure that the financial statements are not misleading.

Vancouver, British Columbia
Date: August 1, 2002

/s/ Toby Chu
Toby Chu, President
SE Global Equities Corp.

SE GLOBAL EQUITIES CORP.

(a development stage company)

INTERIM CONSOLIDATED Financial Statements

JUNE 30, 2002

(Unaudited)

CONSOLIDATED BALANCE SHEETS

INTERIM CONSOLIDATED Statements of Operations

INTERIM CONSOLIDATED Statements of Cash Flows

Notes to INTERIM CONSOLIDATED Financial Statements

F-1

SE GLOBAL EQUITIES CORP.

(a development stage company)

CONSOLIDATED BALANCE SHEETS

	June 30, 2002	December 31, 2001
	(Unaudited)
ASSETS
CURRENT
Cash and short-term investments	$ 140,066	$ 161,349
Accounts receivable	80,428	102,914
	220,494	264,263
FIXED ASSETS (Note 4)	17,173	31,892
DUE FROM RELATED PARTIES	26,687	51,689
RESTRICTED CASH (Note 5)	138,288	195,846
CLEARING BROKER DEPOSIT	36,980	36,980
	$ 439,622	$ 580,670
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT
Accounts payable	$ 244,433	$ 162,552
Current portion of lease obligation	96,838	104,199
	341,271	266,751
LEASE OBLIGATION (Note 5)	-	43,333
DUE TO RELATED COMPANY (Note 7)	704,360	683,710
	1,045,631	993,794
STOCKHOLDERS' EQUITY (DEFICIENCY)
Capital stock (Note 6)
Authorized:
45,000,000 common shares with $0.01par value
Issued and outstanding: 14,735,962 (2001 - 14,464,962) shares	147,359	144,649
Additional paid-in capital	4,284,287	4,442,777
Common share subscriptions	-	67,500
Deficit accumulated during development stage	(5,037,655)	(5,068,050)
	(606,009)	(413,124)
	$ 439,622	$ 580,670

NATURE OF OPERATIONS (Note 1)

The accompanying notes are an integral part of these interim consolidated financial statements

F-2

SE GLOBAL EQUITIES CORP.

(a development stage company)

INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

	Three Months ended		Six Months ended		October 13, 1999 (inception)
	June 30, 2002	June 30, 2001	June 30, 2002	June 30, 2001	to June 30, 2002
					(Note 1)
REVENUES
Brokerage commissions	$ 522,844	$ -	$ 1,024,207	$ -	$ 1,684,420
Direct costs	261,955	-	506,519	-	820,965
	260,889	-	517,688	-	863,455
EXPENSES
Depreciation	7,359	34,856	14,719	69,711	254,446
Consulting	-	65,567	-	157,151	1,414,228
General and administrative	382,519	242,758	474,747	663,400	3,354,039
Website development costs	-	46,880	-	128,644	897,398
	389,878	390,061	489,466	1,018,906	5,920,111
INCOME (LOSS) BEFORE THE FOLLOWING:	(128,989)	(390,061)	28,222	(1,018,906)	(5,056,656)
OTHER (EXPENSE) INCOME
Interest income	5,327	11,116	9,037	30,223	115,514
Interest on leases	(3,090)	(6,926)	(6,864)	(13,820)	(42,969)
Loss on disposal of assets	-	-	-	-	(53,544)
NET INCOME (LOSS) FOR THE PERIOD	$ (126,752)	$ (385,871)	$ 30,395	$ (1,002,503)	$ (5,037,655)
BASIC NET INCOME (LOSS) PER SHARE	$ (0.01)	$ (0.03)	$ 0.00	$ (0.07)
WEIGHTED AVERAGE COMMON
SHARES OUTSTANDING	14,735,962	14,371,029	14,645,795	13,923,840

The accompanying notes are an integral part of these interim consolidated financial statements

F-3

SE GLOBAL EQUITIES CORP.

(a development stage company)

INTERIM CONSOLIDATED Statements of cash flows

(Unaudited)

	Six Months ended		October 13, 1999 (inception) to
	June 30, 2002	June 30, 2001	June 30, 2001
			(Note 1)
Cash flows from operating activities
Net income (loss) for the period	$ 30,395	$ (1,002,503)	$ (5,037,655)
Adjustments to reconcile net income (loss) to net cash used in operating activities
- depreciation	14,719	69,711	254,446
- loss on disposal of assets	-	-	53,544
- accrued interest	-	8,901	12,188
- non-cash general and administrative expenses	-	-	29,739
- stock-based compensation expense (recovery)	(300,800)	-	455,800
- accounts receivable	22,486	-	(10,696)
- prepaid expenses	-	(1,369)	32,726
- accounts payable	81,881	17,000	277,732
CASH USED IN OPERATING ACTIVITIES	(151,319)	(908,260)	(3,932,176)
Cash flows from investing activities
- acquisition of fixed assets	-	-	(103,086)
- net cash acquired on acquisition of GAI (Note 3)	-	-	32,135
- cash acquired on reverse merger (Note 3)	-	100	100
CASH FLOWS FROM (USED IN) investing activities	-	100	(70,851)
Cash flows from financing activities
- restricted cash	57,558	66,247	(150,476)
- lease obligation repayments	(50,694)	(45,508)	(196,856)
- advances from related parties	45,652	270,056	1,881,718
- proceeds from issue of common shares	77,520	-	123,121
- share subscriptions received	-	-	2,485,586
Cash flows from financing activities	130,036	290,795	4,143,093
Increase (DECREASE) in cash	(21,283)	(617,365)	140,066
and cash equivalents
Cash and cash equivalents, BEGINNING of period	161,349	1,447,545	-
Cash and cash equivalents, End of period	$ 140,066	$ 830,180	$ 140,066
Significant non-cash activities:

Refer to Notes 3 and 6.

The accompanying notes are an integral part of these interim consolidated financial statements

F-4

NOTE 1 - NATURE OF OPERATIONS AND BASIS OF PRESENTATION

Effective February 21, 2001, Future Technologies, Inc. ("FTUT" or "the Company") issued 12,873,944 shares of restricted common stock to the shareholders of SE Global Equities, Inc. ("SEG Cayman"), a Cayman Islands corporation, in exchange for all of the issued and outstanding shares of SEG Cayman. In connection with this transaction, the Company changed its name to SE Global Equities Corp. ("SEG Equities") effective April 20, 2001. Prior to this transaction, SEG Cayman was a majority owned subsidiary of Capital Alliance Group Inc. ("CAG"), a publicly traded British Columbia corporation listed on the TSX Venture Exchange.

The acquisition has been accounted for as a reverse merger with SEG Cayman being treated as the accounting parent and SEG Equities, the legal parent, being treated as the accounting subsidiary. Accordingly, the consolidated results of operations of the Company include those of SEG Cayman for all periods shown and those of the Company since the date of the reverse merger. The results of SEG Cayman include those of its wholly-owned subsidiary, SE Global Equities Company Limited ("SEGHK") a company incorporated October 13, 1999 under the laws of Hong Kong as a wholly-owned subsidiary of CAG and subsequently acquired from CAG by SEG Cayman effective January 29, 2001. This transaction did not result in a change in control of SEGHK and therefore the consolidated results of SEG Cayman are deemed to be a continuation of those of SEGHK. SEG Cayman is a development stage company with an effective date of inception of October 13, 1999.

The Company is developing its business to become a global provider of a financial and direct-access trading platform for international investors. The Company is building an international network of brokerage firms through marketing alliances to provide investors the ability to trade on stock exchanges outside their home country. To assist in this undertaking, effective August 1, 2001, the Company acquired Global-American Investments, Inc. ("GAI"), a United States registered broker-dealer operating in California.

The consolidated financial statements have been prepared on the basis of a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The Company has incurred substantial losses since inception and further losses are anticipated before the Company reaches a commercial stage raising substantial doubt as to the Company's ability to continue as a going concern. The Company's continued operations are dependent on the successful implementation of its business plan, its ability to obtain additional financing as needed, and ultimately to attain profitable operations.

Unaudited Interim Financial Statements

The accompanying unaudited interim consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-QSB of Regulation S-B. They may not include all information and footnotes required by generally accepted accounting principles for complete financial statements. However, except as disclosed herein, there have been no material changes in the information disclosed in the notes to the financial statements for the year ended December 31, 2001 included in the Company's Annual Report on Form 10-KSB filed with the Securities and Exchange Commission. The unaudited interim consolidated financial statements should be read in conjunction with those financial statements included in the Form 10-KSB. In the opinion of management, all adjustments considered necessary for a fair presentation, consisting solely of normal recurring adjustments, have been made. Operating results for the six months ended June 30, 2002 are not necessarily indicative of the results that may be expected for the year ending December 31, 2002.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of presentation

The accompanying consolidated financial statements are presented in United States dollars and are prepared in accordance with accounting principles generally accepted in the United States.

F-5

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont'd)

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and it's wholly owned subsidiaries, which include SE Global Capital, Inc. (originally incorporated as SE Global Direct, Inc.), a company incorporated on May 11, 2001 in the State of California, SEG Cayman and SEGHK as described in Note 1, and GAI as described in Note 3. The Company also has two subsidiaries, SE Global Communications (Hong Kong) Limited and SE Global Investment Company Limited, which are inactive and have no assets, liabilities or operations. All significant intercompany balances and transactions have been eliminated on consolidation.

Use of estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses for the periods that the financial statements are prepared. Actual amounts could differ from these estimates.

Cash and cash equivalents

Cash and cash equivalents consists of cash on deposit and highly liquid short-term interest bearing securities with maturities at the date of purchase of three months or less.

Fixed assets

Fixed assets are recorded at cost. Depreciation is computed at the following rates over the estimated useful lives of the assets:

Computer equipment	36 months straight-line
Office equipment	36 months straight-line

Website Development Costs

The Company accounts for website development costs in accordance with EITF 00-02 whereby preliminary website development costs are expensed as incurred. Upon achieving technical and financial viability and ensuring adequate resources to complete development, the Company capitalizes all direct costs relating to the website development. Ongoing costs for maintenance and enhancement are expensed as incurred. Capitalized costs will be amortized on a straight-line basis over five years commencing upon substantial completion and commercialization of the website. To date the Company has not capitalized any website development costs.

Net Income (Loss) per Common Share

Basic net income (loss) per shares include no dilution and is computed by dividing income (loss) available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted net income (loss) per share reflects the potential dilution of securities that could share in the earnings (loss) of the Company. The accompanying presentation is only of basic net income (loss) per share as the potentially dilutive factors are anti-dilutive to basic net income (loss) per share.

Comprehensive income

Comprehensive income is defined as the change in equity from transactions, events and circumstances, other than those resulting from investments by owners and distributions to owners. Comprehensive income to date consists only of the unrealized gains and losses resulting from translation of the foreign currency financial statements of certain of the Company's subsidiaries. As at June 30, 2002 all such gains and losses have been realized.

F-6

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont'd)

Foreign currency transactions

To date, the Company's primary source of funding has been subscription proceeds received in United States ("US") dollars. Expenditures to date have been in US, Canadian and Hong Kong dollars and future revenues are expected to be in US dollars. Accordingly the Company's functional currency is US dollars and as such, the financial statements are presented in US dollars. In accordance with Statement of Financial Accounting Standards No. 52, "Foreign Currency Translation", foreign denominated monetary assets and liabilities are translated to their US dollar equivalents using foreign exchange rates that prevailed at the balance sheet date. Revenue and expenses are translated at average rates of exchange during the year. Related translation adjustments are reported as a separate component of stockholders' equity, whereas gains or losses resulting from foreign currency transactions are included in results of operations.

Income taxes

The Company follows the liability method of accounting for income taxes. Under this method, future tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax balances. Future tax assets and liabilities are measured using enacted or substantially enacted tax rates expected to apply to the taxable income in the years in which those differences are expected to be recovered or settled. The effect on future tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the date of enactment or substantive enactment. A valuation allowance is provided for deferred tax assets if it is more likely than not that the Company will not realize the future benefit, or if the future deductibility is uncertain.

Stock-based compensation

The Company accounts for stock-based employee compensation arrangements in accordance with the provisions of Accounting Principles Board Opinion No. 25, "Accounting for Stock Issued to Employees", ("APB No. 25") and complies with the disclosure provisions of Statement of Financial Accounting Standard No. 123 "Accounting for Stock-Based Compensation" ("SFAS No. 123"). Under APB No. 25, compensation expense is recognized based on the difference, if any, on the date of grant between the estimated fair value of the Company's stock and the amount an employee must pay to acquire the stock. Compensation expense is recognized immediately for past services and pro-rata for future services over the option-vesting period.

The Company accounts for equity instruments issued in exchange for the receipt of goods or services from other than employees in accordance with SFAS No. 123 and the conclusions reached by the Emerging Issues Task Force in Issue No. 96-18, "Accounting for Equity Instruments That Are Issued to Other Than Employees for Acquiring or in Conjunction with Selling Goods or Services" ("EITF 96-18"). Costs are measured at the estimated fair market value of the consideration received or the estimated fair value of the equity instruments issued, whichever is more reliably measurable. The value of equity instruments issued for consideration other than employee services is determined on the earlier of a performance commitment or completion of performance by the provider of goods or services as defined by EITF 96-18.

The Company has also adopted the provisions of the Financial Accounting Standards Board Interpretation No.44, Accounting for Certain Transactions Involving Stock Compensation - An Interpretation of APB Opinion No. 25 ("FIN 44"), which provides guidance as to certain applications of APB 25. FIN 44 is generally effective July 1, 2000 with the exception of certain events occurring after December 15, 1998.

Impairment of long-lived assets

The Company reviews the carrying amount of capital assets and other assets for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. The determination of any impairment would include a comparison of estimated future operating cash flows anticipated during the remaining life with the net carrying value of the asset. No impairment losses have been recorded through June 30, 2002.

F-7

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont'd)

Recent accounting pronouncements

In July 2001, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 141 ("SFAS 141"), "Business Combinations", which eliminates the pooling method of accounting for business combinations initiated after June 30, 2001. In addition, SFAS 141 addresses the accounting for intangible assets and goodwill acquired in a business combination. This portion of SFAS 141 is effective for business combinations completed after June 30, 2001. The Company does not expect SFAS 141 will have a material impact on the Company's financial position or results of operations.

In July 2001, the FASB issued Statement of Financial Accounting Standards No. 142 ("SFAS 142"), "Goodwill and Intangible Assets", which revises the accounting for purchased goodwill and intangible assets. Under SFAS 142, goodwill and intangible assets with indefinite lives will no longer be amortized and will be tested for impairment annually. SFAS 142 is effective for fiscal years beginning after December 15, 2001, with earlier adoption permitted. The Company does not expect SFAS 142 will have a material impact on the Company's financial position or results of operations.

NOTE 3 - ACQUISITIONS

Future Technologies, Inc.

Effective February 21, 2001, SEG Equities (formerly FTUT) acquired 100% of the issued and outstanding shares of SEG Cayman in exchange for 12,873,944 shares of restricted common stock of SEG Equities. As a result of this transaction as at February 21, 2001, the former shareholders of SEG Cayman owned 89.6% of the 14,371,029 total issued and outstanding shares of SEG Equities, of which CAG owned 84.0%.

This acquisition has been accounted for as a recapitalization using accounting principles applicable to reverse acquisitions with SEG Cayman being treated as the accounting parent (acquirer) and SEG Equities being treated as the accounting subsidiary (acquiree). The value assigned to the capital stock of consolidated SEG Equities on acquisition of SEG Cayman is equal to the book value of the capital stock of SEG Cayman plus the book value of the net assets of SEG Equities as at the date of the acquisition.

The book value of SEG Equities' capital stock subsequent to the acquisition is calculated and allocated as follows:

SEG Cayman capital stock	$ 3,764,226
SEG Equities net assets	100
	$ 3,764,326
Capital stock	$ 143,710
Additional paid-in capital	3,620,616
	$ 3,764,326

These consolidated financial statements include the results of operations of SEG Cayman since October 13, 1999 (inception) and the results of operations of SEG Equities (formerly FTUT) since the date of the reverse merger on February 21, 2001. FTUT had no material assets, liabilities or operations for the period from October 1, 2000 to February 21, 2001.

For the period from October 13, 1999 (inception) to February 21, 2001 the weighted average number of common shares outstanding is deemed to be 12,873,944 being the number of shares issued by SEG Equities in connection with the acquisition of SEG Cayman.

F-8

NOTE 3 - ACQUISITIONS (cont'd)

Global-American Investments, Inc.

By agreement dated May 25, 2001 and effective August 1, 2001, the Company acquired 100% of the issued and outstanding shares of Global-American Investments, Inc. ("GAI"), an Arizona corporation, which is a registered broker-dealer based in California, for consideration of $38,500. GAI is a member firm of the National Association of Securities Dealers ("NASD") and the Securities Investors Protection Corporation. The business combination has been accounted for using the purchase method of accounting. The purchase price has been allocated as follows:

Assets and liabilities acquired at fair value:
Cash in bank	$ 70,635
Clearing deposits	36,980
Accounts receivable	69,732
Prepaid expenses	23,886
Accounts payable	(20,639)
Intercompany advances	(142,094)
Purchase price	$ 38,500

NOTE 4 - FIXED ASSETS

	June 30, 2002		December 31, 2001
Computer equipment		$ 65,398		$ 65,398
Office equipment		22,919		22,919
		88,317		88,317
Less: accumulated depreciation		(71,144)		(56,425)
		$ 17,173		$ 31,892

As at June 30, 2002, computer equipment includes $65,398 of equipment held under capital lease. Accumulated depreciation of leased equipment at June 30, 2002 is $52,682.

NOTE 5 - CAPITAL LEASE OBLIGATION

SEGHK entered into a Master Lease Agreement with GE Capital (Hong Kong) Limited dated June 30, 2000. Under the terms of the agreement, GE Capital agreed to finance the acquisition of computer equipment and software for $293,694. As security for the lease agreement GE Capital required that the Company deposit $300,000 with GE Capital, which renews every three months and earns interest at approximately 5% per annum. These funds will remain on deposit until the expiration of the lease, June 1, 2003. Commencing in 2001, the balance of funds on deposit has been drawn down to make the monthly lease payments leaving $138,288 on deposit at June 30, 2002. As of June 30, 2002, future minimum annual lease payments relating to assets held under capital leases, together with their present value are as follows:

Total minimum lease payments	102,010
Amount representing interest	(5,172)
Present value of minimum lease payments	$ 96,838

F-9

NOTE 6 - CAPITAL STOCK

During the period ended June 30, 2002, changes in share capital were as follows:

	Number	Amount	Additional Paid-in Capital	Common Share Subscriptions	Total
Balance December 31, 2001	14,464,962	$ 144,649	$ 4,442,777	$ 67,500	$ 4,654,926
Issued on exercise of options at $0.57 per share	136,000	1,360	76,160	-	77,520
Issued for cash at $0.50 per share	135,000	1,350	66,150	(67,500)	-
Stock based compensation recovery	-	-	(300,800)		(300,800)
Balance, June 30, 2002	14,735,962	$ 147,359	$ 4,284,287	$ -	$ 4,431,646

Stock-based compensation

February 2001 Stock Option Plan

Effective February 22, 2001, the Company adopted a Non-Qualifying Stock Option Plan (the "Plan") allowing for the awarding of options to acquire shares of the Company's common stock. These options were available to be awarded to employees, officers and directors of the Company. The maximum number of shares issuable under this plan was not to exceed 20% of the issued and outstanding shares of the Company's common stock. The Board of Directors determined the exercise price and term of the options at such time as the options were awarded. Options awarded under this plan vest to the holder as follows: 30% six months following the award date, 40% twelve months following the award date and 30% eighteen months following the award date.

Effective February 22, 2001, the Company awarded a total of 1,275,000 options under the Plan to certain employees, officers and directors of the Company and certain of its subsidiaries. These options were exercisable for a period of 5 years from the award date at an exercise price of $2.00 per share and were subject to the vesting conditions as described above. During the year 335,000 of these options were cancelled, leaving 940,000 options outstanding. Effective October 10, 2001 the Company cancelled all options outstanding under this plan, cancelled this plan and adopted a new stock option plan (see below).

The Company accounts for stock-based employee compensation arrangements in accordance with the provisions of APB No. 25 and complies with the disclosure provisions of SFAS No. 123. In accordance with SFAS No. 123 the Company applies the fair value method using the Black-Scholes option-pricing model in accounting for options granted to consultants.

No compensation expense has been recorded upon vesting of the options granted under the Plan in accordance with the provisions of APB No. 25 as the exercise price of the options awarded approximated the market price of the Company's common shares as at the date of the award. Also, no additional compensation expense will be disclosed upon vesting of the options in accordance with the provisions of SFAS 123. In applying the Black-Scholes option-pricing model, no additional compensation expense resulted as the Company determined an expected volatility of 0%. This was determined on the basis that the options were granted concurrent with the completion of the reverse merger and as such no relevant historic market volatility had yet been established in the trading of shares of the Company's common stock.

F-10

NOTE 6 - CAPITAL STOCK (cont'd)

October 2001 Stock Option Plan

Effective October 10, 2001, the Company adopted The 2001 Stock Option Plan (the "2001 Plan") allowing for the awarding of options to acquire shares of the Company's common stock. The 2001 Plan allows for Non-qualified Stock Options to be awarded to employees, officers, directors and consultants of the Company and for Incentive Stock Options to be awarded to employees of the Company. The maximum number of options issuable under the 2001Plan cannot exceed 2,500,000 of which a maximum of 700,000 can be Incentive options. The incentive options must be granted at a minimum of market value of the Company's common stock and for a term not to exceed 5 years. Unless otherwise determined, the incentive options will vest to the holder as follows: 30% six months following the award date, 40% twelve months following the award date and 30% eighteen months following the award date. The non-qualified options vest immediately, must be granted at a minimum of 85% of the market value of the Company's common stock and for a term not to exceed 10 years.

Effective October 10, 2001 the Company awarded a total of 2,150,000 non-qualified options at a price of $0.57 under the 2001 Plan to certain employees, officers, directors and consultants of the Company and certain of its subsidiaries. Of these options, 940,000 are deemed to be a modification of options granted under the original Plan and as such are subject to variable accounting in accordance with the provisions of FIN 44.

Of these options, 1,530,000 were granted to employees, officers and directors at less than market value of the Company's common stock with a total intrinsic value, being the excess of the quoted market price of the common stock over the exercise price at the date the options are granted, of $153,000 which was recorded in 2001. In addition, 940,000 of these options are subject to variable accounting in accordance with FIN 44 resulting in additional compensation expense as at December 31, 2001 of $206,800. Effective June 30, 2002, a compensation recovery of $300,800 has been recorded to reflect a decline in the market value of the Company's common stock as it relates to the options requiring variable accounting. The remaining 620,000 options were granted to consultants and have been accounted for as required by SFAS No. 123 by applying the fair value method using the Black-Scholes option pricing model assuming a dividend yield of 0%, a risk-free interest rate of 5%, expected option life of five years and an expected volatility of 174%, resulting in additional compensation expense of $396,800 which was recorded in 2001.

The following table summarizes the Company's stock option activity:

	Number of Options	Weighted Average Exercise Price	Weighted Average Remaining Contractual Life
Granted, February 22, 2001	1,275,000	$ 2.00	5.00 years
Cancelled	(335,000)	2.00
	940,000	2.00	4.39 years
Cancelled	(940,000)	2.00
Granted, October 10, 2001	2,150,000	0.57
Exercised	(80,000)	0.57
Balance, December 31, 2001	2,070,000	0.57	4.78 years
Exercised	(136,000)	0.57
Balance, June 30, 2002	1,934,000	$ 0.57	4.28 years

F-11

NOTE 7 - RELATED PARTY TRANSACTIONS

As at June 30, 2002, $43,000 in management fees, accrued in prior periods, remains unpaid to a director.

During the period the Company received advances of $20,650 from CAG, the controlling shareholder of the Company. As at June 30, 2002 $704,360 is due to CAG and is presently non-interest bearing and has no specific terms of repayment.

NOTE 8 - INCOME TAXES

The Company and its subsidiaries have combined tax losses of approximately $4,460,000, which may be available to reduce future year's taxable income, that result in deferred tax assets. Management believes that the realization of the benefits from these deferred tax assets appears uncertain due to the Company's limited operating history and continuing losses. Accordingly a full deferred tax asset valuation allowance has been provided and no deferred tax asset benefit has been recorded. No tax provision has been recorded in the current period, as there is a permanent difference between the Company's accounting and taxable income resulting in a taxable loss for the period.

NOTE 9 - FINANCIAL INSTRUMENTS

Interest rate risk exposure

The Company has limited exposure to any fluctuation in interest rates.

Foreign exchange risk

The Company is subject to foreign exchange risk for transactions denominated in foreign currencies. Foreign currency risk arises from the fluctuation of foreign exchange rates and the degree of volatility of these rates relative to the United States dollar. The Company does not actively manage this risk.

Concentration of credit risk

Financial instruments, which potentially subject the Company to concentrations of credit risk, consist primarily of cash and cash equivalents and trade accounts receivable. The Company limits its exposure to credit loss by placing its cash and cash equivalents on deposit with high credit quality financial institutions. Receivables arising from sales to customers are generally not significant individually and are not collateralised; as a result, management continually monitors the financial condition of its customers to reduce the risk of loss.

Fair values of financial instruments

The Company's financial instruments include cash and cash equivalents, accounts receivable, accounts payable and capital lease obligations. The fair values of these financial instruments approximate their carrying values. The fair value of the Company's capital leases are estimated based on market value of financial instruments with similar terms. Management believes that the fair value of the debt approximates its carrying value.

F-12

Item 2. Management's Discussion and Analysis

FORWARD-LOOKING STATEMENTS

This quarterly report contains forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. These statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as "may", "will", "should", "expects", "plans", "anticipates", "believes", "estimates", "predicts", "potential" or "continue" or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, including the risks in the section entitled "Risk Factors", that may cause our or our industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.

Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results. The following discussion should be read in conjunction with our financial statements and the related notes that appear elsewhere in this quarterly report.

As used in this quarterly report, the terms "we", "us", "our", and "SE Global" mean SE Global Equities Corp. and our subsidiaries, unless otherwise indicated. All dollar amounts refer to US dollars unless otherwise indicated.

GENERAL

We were formed in Minnesota on June 20, 1972 under the name "Land Corporation of America, Inc." We changed our name to "Future Homes, Inc." on November 30, 1977, and then to "Future Technologies, Inc." on February 8, 1999. We have carried on business under our present name, "SE Global Equities Corp." since April 20, 2001.

On February 21, 2001, we acquired of all the issued and outstanding shares of SE Global Equities, Inc. ("SE Global (Private)"), a Cayman Islands corporation, by a share exchange reorganization pursuant to which we issued 12,873,944 shares of our common stock to the stockholders of SE Global (Private). Immediately after the share exchange, the stockholders of SE Global (Private) controlled approximately 89.6% of our issued and outstanding common stock; Capital Alliance Group, Inc., received 12,073,578 shares of the 12,873,944 shares issued pursuant to the reorganization, which represented 84% of the issued and outstanding shares of our common stock immediately following the transaction. This represented a change of control of our company. Accordingly, the reorganization was treated like a reverse merger for accounting purposes, and we adopted the fiscal year of the "accounting parent", SE Global (Private), of December 31. In addition, our financial statements are presented as a continuation of SE Global (Private).

As a result of the share exchange reorganization involving SE Global (Private), we now carry on business primarily through our wholly-owned subsidiaries SE Global (Private), SE Global Capital, Inc. (formerly SE Global Direct, Inc.) and Global-American Investments, Inc. Capital Alliance Group, Inc. continues to hold approximately 82% of the issued and outstanding shares of our common stock.

SE Global is a provider of direct access trading software and financial resources for international investors. We have offices in Diamond Bar, California, Vancouver, British Columbia, Montreal, Quebec, and Hong Kong. Our subsidiary, Global-American Investments, Inc., maintains a separate office in Dana Point, California. We are in the process of providing our customers with access to our global alliance network of 30 brokerage firms, 24 hours a day, covering 29 stock exchanges spanning five continents.

Substantially all of our revenues have consisted of brokerage commissions generated by Global American Investments, Inc. since its acquisition effective August 1, 2001.

We also provide direct access trading software, SE Global Trade^TM and SEG Lite^TM, and market data through a formal licensing and worldwide distribution agreement with Direct Access Financial Corporation ("Direct Access"). We pay a licensing fee to license the direct access trading software. The original term of the license was for one year commencing on March 9, 2001, subject to our right to renew the agreement for two successive one-year terms. We have exercised our option to renew the agreement for the current one-year term.

Users of the SE Global Trade and SEG Lite software open trading accounts directly with our subsidiary, Global-American Investments Inc., which is a U.S. registered broker-dealer, or through any one of SE Global's alliance brokers. Those users of the software who choose to open accounts with Global-American Investments, Inc. or any of our alliance brokers are provided with direct access to the relevant broker. Unlike traditional web-based online brokers, direct access trading software enables the users to bypass middlemen and route trades directly to electronic communication networks (ECNs) and exchanges. SE Global Trade and SEG Lite route orders through channels that directly match buyers and sellers - unlike some web-based trading platforms which utilize local broker dealers who may sell orders to third parties, thereby potentially compromising both purchase price and speed of execution. Benefits of our direct access trading software include: swift trade execution and trade confirmation, and increased currency of available pricing information as a result of improved trade execution.

In late September 2001, we launched a sophisticated data provider labeled Global Data Terminal^TM ("GDT"). GDT is a low cost and efficient tool that enables investors to monitor securities on the Nasdaq, NYSE, AMEX, OPRA and CME exchanges in addition to ECNs in real time on their desktops.

The target market for GDT includes a broad range of individual investors, high net worth clients, proprietary traders, financial advisors, securities dealers and asset mangers located in North America and abroad. In particular, we believe we have positioned GDT to meet the market information needs of overseas clients who require a data platform with sophisticated charting and tracking features, which is moderately priced. GDT provides an extensive range of live Level II quotes from multiple U.S. stock and derivative exchanges, comprehensive fundamental and technical analysis tools, portfolio management, price alerts and time and sales data. GDT subscribers may access SE Global Trade, without its trading capabilities, for a fixed monthly fee. Those GDT subscribers wishing to upgrade to the full direct access trading capabilities of SE Global Trade may do so by paying additional activation fees.

SE Global is not a securities dealer in its own right and has not sought such registration. Our customers are required to open trading accounts with the appropriate alliance brokers, who screen applicants for new trading accounts, and who provide trade execution and support services, in compliance with local regulatory requirements. All orders for U.S. securities placed through our SE Global Trade or SEG Lite branded software are processed through Global-American Investments, Inc.

Trades effected through Global-American Investments, Inc. are cleared by Computer Clearing Services, Inc. All U.S. registered broker dealers are required to become members of the Securities Investor Protection Corporation. This membership provides for $500,000 in coverage per customer (with a $100,000 cash limit).

Not all securities, products or services described are available in all countries, and nothing herein is an offer or solicitation of securities products and services in any jurisdiction where their offer or sale is not qualified or exempt from registration.

SELECTED FINANCIAL DATA

We did not begin offering online direct access trading services until February 2001. In addition, prior to our acquisition of Global-American Investments, Inc. effective August 1, 2001, we had no significant source of revenue. Accordingly, a comparison of our financial results for the quarter ended June 30, 2002 to our financial results for the quarter ended June 30, 2001 would not be meaningful. Set forth below is selected financial data as of June 30, 2002 (unaudited) and December 31, 2001, for the three-month period ended June 30, 2002 (unaudited) and for the three-month period ended March 31, 2002 (unaudited). The financial information as of December 31, 2001 is derived from the audited consolidated financial statements that appeared in our annual report on Form 10-KSB. The information set forth below should be read in conjunction with our financial statements.

		Three month	Three month
		period ended	period ended
		June 30, 2002	March 31, 2002
		(unaudited)	(unaudited)
REVENUES
	Brokerage Commissions	522,844fwingdings;	501,363
	Direct Costs	261,955fwingdings;	244,564
EXPENSES
	Depreciation	7,359fwingdings;	7,360
	Consulting			-
	General and Administrative	382,519fwingdings;		393,028
	Website Development Costs			-
LOSS BEFORE THE FOLLOWING		(128,989)fwingdings;		(143,589)
OTHER (EXPENSES) INCOME
	Interest Income	5,327fwingdings;		3,710
	Interest on Leases	(3,090)fwingdings;		(3,774)
	Stock Based Compensation Expense Recovery	-fwingdings;		300,800
NET INCOME (LOSS) FOR THE PERIOD		(126,752)fwingdings;		157,147
BASIC INCOME (LOSS) PER SHARE		(0.01)fwingdings;		0.01

	As at June 30, 2002	As at March 31, 2002	As at December 31, 2001
Working Capital (Deficit)	(120,777)fwingdings;	(128,294)	(2,488)
Total Assets	439,622fwingdings;	459,379	580,670
Total Capital Deficit	(606,009)fwingdings;	(479,257)	(413,124)
Deficit Accumulated in the Development Stage	(5,037,655)fwingdings;	(4,910,903)	(5,068,050)

We are still in our infancy as a viable commercial entity, and consequently our focus has been on the identification of market needs, the development of products and services to meet these needs, and the branding of our company and our products.

RESULTS OF OPERATIONS - QUARTER ENDED JUNE 30, 2002

As indicated above, a comparison of our financial results for the quarter ended June 30, 2002 to our financial results for the quarter ended June 30, 2001 would not be meaningful. Accordingly, the following discussion will focus primarily on our results of operations for the quarter ended June 30, 2002 as compared to the quarter ended March 31, 2002.

Net Income (Loss) for the Period

We incurred a net income loss of $126,752fwingdings; during the three-month period ended June 30, 2002 as compared to a net income of $157,147 during the three-month period ended March 31, 2002. The income (loss) is a result of the factors discussed below.

Revenues

We began offering online direct access trading services in February 2001. Prior to our acquisition of Global-American Investments, Inc., had no significant source of revenue. Revenue for the quarter ended June 30, 2002 was $522,844fwingdings; as compared to $501,363 for the quarter ended March 31, 2002, both of which were comprised of commission income generated by Global-American Investments, Inc. Direct costs of $261,955fwingdings; during this period represented trade clearing charges and quotation costs as compared to direct costs of $244,564 for the three-month period ended March 31, 2002. To date, we have not realized any significant revenues from SE Global Trade, SEG Lite and GDT, and do not expect to earn any significant revenues from these products in the foreseeable future.

Prior to our acquisition of Global-American Investments, Inc. effective August 1, 2001, Global-American Investments, Inc.'s revenue grew at an average rate of 5% per month from May 2001 to July 2001. Following our acquisition of Global-American Investments, Inc., we embarked on a marketing campaign targeted at active direct stock traders. We have experienced increased revenue at an average rate of 8% per month since then. Although it is unclear whether this level of revenue growth is sustainable, we believe that increased trading volume will allow us to negotiate lower trade clearing charges, thereby lowering our operational expenses. In addition, our costs for clearing transactions effected through the use of our SE Global Trade software has declined since the launching of the software in April 2001. We anticipate that Global-American Investments, Inc.'s generated cash flow from operations will contribute to our overall cash operating needs, but that we will continue to experience net losses for the foreseeable future.

Our ability to achieve profitability in the future will depend upon our ability to expand our brand awareness and customer base, increase our global market presence and enhance and maintain our proprietary technology. In order to achieve these goals, we will need to increase spending on marketing, technology, product development and other operating costs. These circumstances raise substantial doubt about our ability to continue as a going concern as described in an explanatory paragraph to our independent auditor's opinion on the December 31, 2001 and 2000 consolidated financial statements (see "Risk Factors - We have a limited operating history which makes predicting our future operating results difficult and uncertain" for additional details).

General and Administrative Expenses

General and administrative, prior to giving effect to stock-based compensation expense recovery as described below, expenses during the three-month period ended June 30, 2002 totalled $382,519fwingdings; as compared to $393,028 for the three-month period ended March 31, 2002.

General and administrative costs consisted primarily of our general corporate expenses, such as salaries and benefits, rent, professional fees, insurance and marketing. As we have continued to focus on branding of our company and our products (see "Marketing and Advertising" below for additional details), our biggest categories of general and administrative expenses were: (a) salaries and benefits of $117,243fwingdings; as compared to $130,128 for the quarter ended March 31, 2002; and (b) marketing expenses of $136,281fwingdings; as compared to $127,585 for the quarter ended March 31, 2002.

Management is focusing on streamlining operations and trimming costs. We expect that general and administrative expenses will not increase appreciably on a quarter-by-quarter basis over the next twelve months, unless we identify and complete one or more strategic acquisitions of complementing businesses during that period. Any business that we identify as a potential candidate for a strategic acquisition will require significant due diligence investigation, which could potentially give rise to significant legal and accounting fees (including transaction documentation costs and regulatory filings) and other general and administrative expenses, even if management ultimately determines that it is not in the best interests of our company to proceed with the transaction.

fwingdings;[Stock-Based Compensation Expense Recovery

For the three month period ended June 30, 2002, we did not realize any non-cash stock-based compensation expense recovery. In contrast, we realized a non-cash stock compensation expense recovery of$fwingdings; $300,800 for the three-month period ended March 31, 2002. This non-cash stock-based compensation expense recovery is a result of SE Global's stock options that are subject to Variable Accounting which reflects the decreased market value of SE Global's share price.]

Marketing and Advertising

As indicated above, marketing and advertising expenses during the three-month period ended June 30, 2002 totalled $136,281 as compared to $127,585 for the three month period ended March 31, 2002.

The international active stock-trader segment is the key market segment that we have been focusing upon. In particular, our company's marketing strategy is and continues to be to market SE Global Trade, SEG Lite and GDT through the following channels:

- a global network of brokerage firms with whom we have strategic marketing alliances,

- joint venture and business-to-business alliances with websites and financial services providers,

- international agent representatives, and

- direct marketing to users through the Internet, print and multimedia.

All orders for U.S. securities placed through our SE Global Trade or SEG Lite branded software are processed through Global-American Investments, Inc. Accordingly, we expect that our success in marketing SE Global Trade and SEG Lite, which cannot be assured, will have a positive impact on our revenues from Global-American Investments, Inc.'s brokerage activities.

We are currently concentrating our marketing resources on our relationships with brokerage firms within our international network. Through our company's business development team, marketing efforts will be dedicated to generating agreements with these brokerage firms who will be encouraged to direct clients to SE Global Trade, SEG Lite and GDT. As this network grows, we anticipate that the brokerage firms will continue to be responsible for the majority of direct marketing costs.

Additionally, we will continue to pursue and develop targeted marketing efforts through Internet marketing, targeted advertising, sponsorships, co-branding, trade shows, corporate videos, public relations and the development of collateral marketing materials. Together, these marketing elements are intended to attract software users, build market awareness, educate the investing public and develop brand name recognition.

While marketing and user acquisitions costs are minimized through leveraging the brand recognition and reputation of our global network of brokerage firms, we will incur marketing costs through business development and direct marketing efforts. The cost of these marketing efforts over the 12 months ending June 30, 2003 is anticipated to be $510,000fwingdings;.

RESEARCH AND DEVELOPMENT

Over the past two fiscal years, we have spent approximately $897,398 on research and development activities, comprised primarily of website development costs. Since our websites are now operational, we did not incur any additional research and development costs during the quarter ended June 30, 2002. We do not anticipate incurring any significant expenditures on research and development for the 12 months ending June 30, 2003.

EMPLOYEES

We currently have 145 employees. and two independent consultants. Of the 145 employees, one is the Chief Executive Officer, one is the Chief Financial Officer, twothree are in business development and marketing, one is in market research, one is in investor relations, three are in corporate administration, three are in operations, one is in compliance, and one is in technical support. Of the two independent consultants, one is in technical support and marketing, and one is in corporate administration and marketing. We may add employees and independent consultants if we are successful in completing one or more strategic acquisitions of complementing businesses over the next 12 months.

LIQUIDITY AND CAPITAL RESOURCES

As at June 30, 2002, we had $315,334fwingdings; of cash on hand (comprised of $140,066fwingdings; in unrestricted cash, a $36,980fwingdings; clearing deposit and $138,288fwingdings; in restricted cash). As at March 31, 2002 we had cash on hand of $339,129 (comprised of $135,082 in unrestricted cash, a $36,980 clearing deposit and $167,067 in restricted cash). The unrestricted cash is available for general working capital purposes while the clearing deposit is held by the trade clearing house, and the restricted cash constitutes a deposit held by a leasing company for leased equipment.

We currently expend before, depreciation and amortization, approximately $128,000131,000 per month to operate our business. Areas of significant expenditure include marketing and advertising, salaries and benefits, consulting fees, and news and data feeds.

During the 12 month period ending June 30, 2003, we plan to meet additional cash requirements through the sale of our equity securities, proceeds received from the exercise of outstanding options, continued financing from our majority shareholder, Capital Alliance Group Inc., and, if available on satisfactory terms, debt financing. fwingdings;[any private placements?]

We plan to use any additional funds that we might be successful in raising for marketing and advertising of SE Global Trade, SEG Lite and GDT, as well as for strategic acquisition of existing businesses that complement our market niche, and general working capital purposes.

We plan to raise debt and/or equity capital on a private placement basis to finance the operating and capital requirements of our company, assuming that we are able to do so on acceptable terms. If we are able to raise $fwingdings;2 million during the 12 month period ending June 30, 2003 - which cannot be assured, having regard to factors outside our control such as market conditions - we anticipate that this will provide sufficient funds for corporate overhead, more strategic acquisitions to build our company internationally, and the expansion of our business development and marketing programs. If we are unsuccessful in raising the full $fwingdings;2 million in financing, we intend to seek debt and/or equity financing in smaller amounts on an as-needed basis.

If we are unsuccessful in raising any of the planned debt or equity financing, our ability to seek and consummate strategic acquisitions to build our company internationally, and to expand of our business development and marketing programs will be adversely effected. However, we expect that we will have sufficient funds to meet our corporate overhead and ongoing operational expenses during the next 12 months assuming that revenues in our wholly-owned subsidiary, Global-American Investments Inc., continue to grow at the rate of 5% to 8% per month with the addition of new accounts, and assuming that we successfully control our ongoing costs. These assumptions are subject to a number of risks and uncertainties which are discussed under "Risk Factors" below, such as continued market acceptance of our products and services, our ability to manage growth, our reliance on our alliance brokers and other third parties, the risks and uncertainties associated with our industry, and the overall success of our company and its subsidiaries in general.

PURCHASE OR SALE OF EQUIPMENT

We do not anticipate any significant purchase or sale of equipment for the 12 months. However, we may acquire computer and other miscellaneous equipment in connection with one or more strategic acquisitions of complementing businesses, if any, that we are successful in completing over the next 12 months.

Factors That May Affect the Company's Future Results

An investment in our common stock involves a number of very significant risks. You should carefully consider the following risks and uncertainties in addition to other information in this annual report in evaluating SE Global and its business before purchasing shares of common stock. Our business, operating results and financial condition could be seriously harmed due to any of the following risks. The trading price of the shares of our common stock could decline due to any of these risks, and you could lose all or part of your investment.

RISK FACTORS

Much of the information included in this quarterly report includes or is based upon estimates, projections or other "forward looking statements". Such forward looking statements include any projections or estimates made by us and our management in connection with our business operations. While these forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgement regarding the direction of our business, actual results will almost always vary, sometimes materially, from any estimates, predictions, projections, assumptions or other future performance suggested herein.

Such estimates, projections or other "forward looking statements" involve various risks and uncertainties as outlined below. We caution the reader that important factors in some cases have affected and, in the future, could materially affect actual results and cause actual results to differ materially from the results expressed in any such estimates, projections or other "forward looking statements".

Risks Related to Our Business

We have a limited operating history which makes predicting our future operating results difficult and uncertain.

We began offering online direct access trading services in February 2001. As a result, we have a limited operating history upon which you can evaluate us and our prospects. Our limited operating history makes predicting our future operating results difficult. We have incurred an operating and net loss in each fiscal period since our founding and may continue to incur losses if our operating expenses increase more quickly than our revenues. Our ability to achieve profitability in the future will depend upon our ability to expand our brand awareness and customer base, increase our global market presence and enhance and maintain our proprietary technology. To achieve these goals, we will need to increase spending on marketing, technology, product development and other operating costs. To the extent that revenues do not increase as a result of this increased spending, we may not be able to achieve profitability in the future. If we do achieve profitability, we may not be able to sustain it. These circumstances raise substantial doubt about our ability to continue as a going concern as described in an explanatory paragraph to our independent auditor's opinion on the December 31, 2001 and 2000 consolidated financial statements, which form part of our annual report filed on Form 10-KSB on April 1, 2002. To the extent that such expenses are not followed in a timely manner by increased revenues, our business, results of operations, financial conditions and prospects would be materially adversely affected.

We have had negative cash flows from operations and may not be able to secure additional financing if we need it in the future.

To date, we have had negative cash flows from operations and have depended on sales of our securities to meet our cash requirements. We may need to raise additional funds to:

- support our planned rapid growth,

- develop new or enhanced services and technologies,

- increase our marketing efforts,

- acquire complementary businesses or technologies,

- respond to regulatory requirements, and

- respond to competitive pressures or unanticipated requirements.

We may not be able to obtain additional financing on acceptable terms when we need it. If we require, but are unable to obtain, additional financing in the future, we may be unable to implement our business and growth strategies, respond to changing business or economic conditions, withstand adverse operating results, consummate desired acquisitions or compete effectively.

We may not be able to develop and increase public recognition of our SE Global, SE Global Trade and Global Data Terminal brands.

We believe that establishing and maintaining favorable consumer perception of our branded direct access trading software and our new data provider, Global Data Terminal, are critical to attracting and expanding our Internet customer base and alliances with financial institutions in key international markets. The importance of developing our brand will increase due to the growing number of Internet and financial services available to consumers. To build our brand, we must succeed in our marketing efforts, provide high-quality services and products, increase the number of visitors to our websites and continue to receive high ratings from leading financial and technology publications. If we do not accomplish each of these goals, our reputation could be harmed, and we may not be able to attract and retain customers and international partners.

We rely on our alliance brokers and on clearing firms which are outside of our control to process and clear orders.

All orders for U.S. securities placed through our SE Global Trade or SEG Lite branded software are processed through our subsidiary, Global-American Investments, Inc., a U.S. registered broker-dealer. Trades effected through Global-American Investments, Inc. are cleared by Computer Clearing Services, Inc.

We rely entirely on Global-American Investments, Inc., on our alliance brokers, and on clearing firms such as Computer Clearing Services, Inc., to process and clear orders placed through our SE Global Trade or SEG Lite branded software in an accurate and timely manner. Any failure by any of these parties to do so could damage our reputation and adversely affect our business.

We may not be able to manage our growth effectively or budget adequately for costs associated with our growth.

Our growth has placed, and is expected to continue to place, a significant strain on our managerial, operational and financial resources and systems. To manage our growth successfully we must continue to expand and improve our operational, information management and financial systems and controls on a timely basis. Our current senior management has limited experience managing a rapidly growing enterprise and may not be able to effectively manage our growth. We may not budget adequately for the costs associated with our continued growth, which could adversely affect our ability to offer and expand our online financial services.

We may not be able to hire and retain additional qualified personnel to support our growth.

To continue our growth, we will need to recruit additional high-level management personnel, including persons with marketing, financial and information technology experience. In addition, we must hire, train and retain a significant number of other skilled personnel, including persons with experience in the Internet, computer and brokerage industries. Because of the recent substantial growth in these industries, we have encountered intense competition for these personnel. Our success also depends on our ability to attract and retain additional qualified senior and middle managers and customer service representatives. We may not be able to find or keep additional suitable senior and middle managers, licensed brokers, clearing personnel, customer service representatives or technical personnel in the future.

Our operations may be disrupted by technological problems.

Our systems could be overwhelmed by heavy trading or could fail. We receive and process the overwhelming majority of our trade orders through the Internet. Heavy trading volumes could cause significant backlogs and delays in order execution or could cause our systems to fail. We may not be able to expand and upgrade our technology, transaction processing systems and network hardware and software to accommodate increased trading by our customers on a timely basis. Also, our systems, and those of the third parties on which we depend, may not operate properly in the event of:

- a hardware or software error, failure or crash,

- a power or telecommunications failure,

- human error, or

- a fire, flood or other natural disaster.

Our systems may be more likely to suffer problems while we implement upgrades to our network hardware and software. For example, other online brokerage firms have experienced systems interruptions due to undetected errors in upgraded software introduced to their networks. Additionally, our computer systems and those of the third parties on which we depend may be vulnerable to damage or interruption due to sabotage, computer viruses or other criminal activities or security breaches. For example, there have been recent incidents in which individuals have caused several hours of service interruption on major electronic commerce websites by flooding networks with a steady stream of data.

The computer servers which house the direct access trading software which we license are housed at UUNET's Super Point of Presence data center located in Richardson, Texas. Although the facility is one of six in the United States that have enough backup power supply to last three full days in the event of a national disaster, any systems slowdowns or failures that disrupt our operations at this facility would impair our ability to execute our customers' orders. In addition, we depend upon computer systems operated by third parties to consummate and settle customer trades and to maintain customer accounts. If the systems of these third parties slow down significantly or fail even for a short time, our customers would suffer delays in trading. Any delays could be of particular concern for customers when there is significant stock price volatility. These delays could damage our reputation, result in the filing of formal complaints with, and the initiation of inquiries or proceedings by, industry regulatory organisations, cause customers to close their accounts with us and cause customers to incur substantial losses. We could be subject to claims or litigation with respect to these losses. For example, some of our competitors have been served with customer lawsuits after outages prevented customers from trading. Our property and business interruption insurance may not adequately compensate us for all losses we may incur.

We may lose customers if we encounter problems with Internet connections.

We depend on content providers to provide us with data feeds on a timely basis. Our websites could experience interruptions in service due to a failure or delay in the transmission or receipt of this information. These interruptions could prevent our customers from accessing updated market information that they need to make quick investment decisions. In addition, our customers depend on Internet service providers, online service providers and other website operators for access to our websites. Some of them have experienced significant outages in the past and could experience outages, delays and other difficulties due to system failures unrelated to our systems. These types of events could cause customers to perceive our websites as not functioning properly and therefore cause them to use traditional brokerage firms or other online brokerage firms to trade securities.

Our current services may become obsolete and unmarketable if we are not able to respond adequately to rapidly changing technology and customer demands.

Our industry is characterized by rapid changes in technology and customer demands. As a result, our current services may quickly become obsolete and unmarketable. Our future success will depend on our ability to adapt to technological advances, anticipate customer demands, develop new services and enhance our current services on a timely and cost-effective basis. Further, our services must remain competitive with those of other companies with substantially greater resources. We may experience technical or other difficulties that could delay or prevent the development, introduction or marketing of new services or enhanced versions of existing services. In addition, we may not be able to adapt new or enhanced services to emerging industry standards, and our new services may not be favorably received.

We may not be successful in pursuing new business opportunities, and we may not be able to compete successfully in any new business areas.

Until our acquisition of Global-American Investments, Inc., a registered broker-dealer, our business activities were limited almost entirely to providing direct access trading software and related market information. Our growth may depend in part on our strategy of providing other online financial services including banking, consumer credit, home mortgage brokerage services, insurance and merchandise payment, as well as the online distribution of securities in public offerings led by established investment banking firms. We may need to enter into acquisitions, joint ventures or other alliances to offer these additional financial services. We may not be able to identify suitable acquisition or partnership opportunities or enter into and maintain these arrangements on favorable economic terms. Further, we have no experience in providing these additional online financial services. If we enter new areas outside of our current business, we may be subject to additional regulatory and other requirements. We may not be successful in pursuing new business opportunities, and we may not be able to compete successfully in any new business areas.

Our growth could be impaired if we are not able to develop and maintain the relationships we need to implement our international strategy.

Our growth will depend, in large part, on the success of our international strategy. We have limited experience in providing our online direct access trading services internationally, and we will depend on financial institutions and brokerages in international markets to help us build our international operations. We depend upon each of our international alliance brokers to provide marketing expertise and a base of existing customers. If we are unable to develop and maintain these relationships or develop additional relationships in other countries, our ability to penetrate, and compete successfully in, foreign markets would be materially adversely affected. To implement fully our international strategy, we will need to expand our current relationships with international alliance brokers. These alliance brokers may not agree to expand these relationships.

We may be subject to liability if we fail to comply with applicable foreign regulatory requirements; there is uncertainty regarding these requirements.

We currently provide our services to customers in many countries around the world and intend to expand overseas activities significantly in the coming year. We must comply with the regulatory controls of each specific country in which we conduct business, including the countries where we have international alliances. We have not investigated whether our activities violate the local laws and regulations of many of the countries whose residents buy and sell securities through our direct access trading software and, therefore, the risks associated with our activities in these countries are unclear. The growth of conducting international business over the Internet has raised various legal issues regarding, among other things, the circumstances in which other countries have the right to regulate Internet services that are available to their citizens from service providers located elsewhere. Because the online brokerage industry is new, the international regulatory environment is evolving and, in some cases, unclear. If we fail to comply with foreign laws or regulatory requirements, we may be subject to civil and criminal liabilities. We could be subject to increased legal and administration burdens, regulatory requirements and expenses when we expand to allow trading by customers in international markets outside their home jurisdictions. Regulations may limit our ability to allow trading by U.S. customers in international markets.

Our growth could be impaired if we do not successfully handle other risks associated with international business.

There are risks inherent in doing business in international markets, particularly in the heavily regulated brokerage industry, including:

- less-developed technological infrastructures, resulting in lower customer acceptance of, or access to, electronic channels,

- less-developed automation in exchanges, depositories and clearing houses and systems,

- fluctuations in currency exchange rates,

- difficulties in staffing and managing foreign operations,

- changes in regulatory requirements, tariffs and other trade barriers,

- potentially adverse tax consequences, and

- inadequate protection for intellectual property rights.

One or more of these factors may make it difficult for us to implement fully our business strategies, may materially adversely affect our current or future international operations and may cause the volume of transactions by international customers to be less than we anticipate.

If we are unable to provide our customers with critical market information because we fail to maintain our relationships with third-party providers of this content, our reputation could be harmed and we could lose customers.

We rely on third-party content providers to provide us with all of the financial information, market news, charts, stock quotes, research reports and other fundamental data that we offer to our customers. If we are unable to maintain these existing relationships, we will need to find other content providers that can provide similar information on commercially reasonable terms and whose information can be integrated into our websites. During this potentially time-consuming process, our customers could be unable to access critical market information on our websites. If we are unable to provide our customers with fundamental market and financial data for any extended amount of time, our reputation could be harmed and we could lose customers.

We could be subject to legal claims and our business could be harmed if there are breaches of our security or misappropriation of our customers' personal information.

Our computer systems may be vulnerable to physical or electronic computer break-ins, viruses and similar disruptive problems. A person who is able to circumvent our security measures could misappropriate proprietary information or cause interruptions in our operations. If a person is able to penetrate our network security or misappropriate our customers' personal financial or trading account information, we could be liable for unauthorized trades, impersonation or similar fraud claims. We could also be subject to claims for other misuses of personal information, such as for unauthorized marketing purposes. Any security breach or misappropriation of customer information could damage our reputation and materially adversely affect our business, financial condition and operating results. General concerns with respect to the security of Internet transactions and the privacy of users could also inhibit the use of the Internet as a means of conducting commercial transactions, such as securities trades.

We could lose our competitive advantages if we are not able to protect the proprietary technology and intellectual property rights that we license against infringement, and any related litigation could be time consuming and costly.

Our success and ability to compete depend to a significant degree on the proprietary software and other technology reflected in the proprietary software which we license. If any of our competitors copies or otherwise gains access to the proprietary technology or develops similar software independently, we would not be able to compete as effectively. We also consider our service marks, particularly our family of "SE Global" marks and related design marks, invaluable to our ability to continue to develop and maintain the goodwill and recognition associated with our brand. The measures we, and Direct Access, take to protect the proprietary technology and other intellectual property rights, which presently are based upon a combination of confidentiality agreements and copyright, trade secret and trademark laws, may not be adequate to prevent their unauthorized use. Further, the laws of foreign countries may provide inadequate protection of such intellectual property rights. We may need to bring legal claims to enforce or protect such intellectual property rights. Any litigation, whether successful or unsuccessful, could result in substantial costs and diversions of resources. In addition, notwithstanding the rights we have secured in our intellectual property, other persons may bring claims against us that we have infringed on their intellectual property rights, including claims based upon the content we license from third parties or claims that our intellectual property right interests are not valid. Any claims against us, with or without merit, could be time consuming and costly to defend or litigate, divert our attention and resources, result in the loss of goodwill associated with our service marks or require us to make changes to our websites or other of our technologies.

Our growth may be impaired and our current business may suffer if we do not successfully address risks associated with future acquisitions.

Our growth may depend in part upon our ability to successfully acquire other companies or technologies. We may encounter problems associated with acquisitions including:

- difficulties in integrating acquired operations, technologies, services and personnel with our existing operations and personnel;

- difficulties in meeting operating expectations for acquired businesses, services and technologies;

- failure to obtain required regulatory approvals;

- disruption of our ongoing business;

- errors or missed opportunities resulting from inexperience in new business areas;

- diversion of management's attention from other business concerns;

- adverse impact on earnings of amortization or write-offs of acquired goodwill and other intangible assets;

- issuances of equity securities, which may be dilutive to existing stockholders, to pay for acquisitions; and

- potential loss of key employees and/or customers of acquired companies.

If we fail to comply with any applicable regulatory requirements, our business activities could be limited or prohibited.

SE Global is not a securities dealer in its own right and has not sought such registration as a broker-dealer. All trade execution and support services are provided by our subsidiary, Global-American Investments, Inc., a U.S. registered broker-dealer, and our alliance brokers in compliance with local regulatory requirements. Our business operations may be subject to the stringent rules of the United States Securities and Exchange Commission (the "SEC"), NASD Regulation, Inc. ("NASDR") and various other regulatory agencies. If we fail to comply with any such regulatory requirements, any one of these regulatory agencies may take administrative or legal action to limit or prohibit us from doing business and other regulatory bodies could suspend or expel us or impose limitations on our business activities. As a result, we could ultimately be required to cease or discontinue expansion of business activities or to liquidate our business.

We may be subject to legal claims in connection with the content we distribute.

We face potential indirect liability for claims of defamation, negligence, copyright, patent or trademark infringement, violation of the securities laws and other claims based upon the third-party content that we distribute online. For example, by distributing negative investment research information, we may find ourselves subject to defamation claims regardless of the merits of these claims. Computer failures may also result in wide distribution of incorrect data. In these and other instances, we may be required to engage in protracted and expensive litigation, which would divert our management's attention and require us to expend significant financial resources. Our general liability insurance may not necessarily cover any of these claims or may not be adequate to protect us against all liability that may be imposed. Any claims or resulting litigation could have a material adverse affect on our business, financial condition and results of operations.

Employee or customer misconduct could harm us and is difficult to detect and deter.

There have been a number of highly publicized cases involving fraud or other misconduct by employees in the financial services industry in recent years, and we run the risk that employee misconduct could occur. Our employees could take unacceptable risks or hide from us unauthorized or unsuccessful activities. This misconduct could cause unknown and unmanaged risks or losses. Our employees could also make improper use of confidential information, which could result in regulatory sanctions and harm to our reputation. In addition, we are exposed to potential losses resulting from fraud and other misconduct by our customers, including fraudulent Internet trading, which could involve fraudulent access to legitimate customer accounts or the use of a false identity to open an account, or the use of forged or counterfeit checks for payment. The precautions we take to prevent and detect employee and customer misconduct may not effectively deter these activities. If we do not prevent or detect these activities, we may incur losses that we are not able to recover.

The loss of members of our senior management or systems development teams could adversely affect our business.

We believe that our ability to implement successfully our business strategy and to operate profitably depends on the continued employment of our senior management team, led by Toby Chu, our President and CEO.

We do not maintain key man life insurance for any of our directors, officers or other key personnel. If we lose the services of one or more members of our management or systems development teams, our business, financial condition and results of operations may be materially adversely affected.

Indemnification of Directors, Officers and Others

Our By-laws provide that directors, officers, committee members and other persons shall have the rights to indemnification provided by Section 302A.521 of the Minnesota Statutes, which may discourage suits by our shareholders against such persons. Section 302A.521 of the Minnesota Statutes requires a corporation to indemnify any person who was or is a party, or who is threatened to be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative, arbitral or investigative, by reason of the fact that such person:

- is or was a director, officer, employee or agent of the corporation,

- is or was a member of a committee of the board of directors of the corporation, or

- while a director, officer or employee of the corporation, is or was serving at the request of the corporation as a director, officer, partner, trustee, employee or agent of another organisation (including, without limitation, another corporation, partnership, joint venture, trust or other enterprise) or an employee benefit plan.

Any such person is entitled to be indemnified against expenses, including attorney's fees, and against judgments, penalties, fines and amounts paid in settlement actually and reasonably incurred by him or her in connection with the action, suit or proceeding, if he or she acted, or failed to act, in good faith and in a manner he or she reasonably believed to be in or not opposed to the best interests of the corporation and, with respect to any criminal action or proceeding, had no reasonable cause to believe his or her conduct was unlawful. All indemnification must be reported to the shareholders in writing no later than the next annual meeting. In some instances a court must approve such indemnification.

Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to any of our directors, officers and controlling persons under Minnesota law or otherwise, we have been advised the opinion of the Securities and Exchange Commission is that such indemnification is against public policy as expressed in the Securities Act of 1933 and is, therefore, unenforceable. In the event a claim for indemnification against such liabilities (other than payment by us for expenses incurred or paid by one of our directors, officers or controlling persons in successful defense of any action, suit, or proceeding) is asserted by a director, officer or controlling person in connection with any securities that may be registered under the Securities Act of 1933, we will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction, the question of whether such indemnification by it is against public policy as expressed in the Securities Act of 1933 and will be governed by the final adjudication of such issue.

Anti-Takeover Provisions

We do not currently have a shareholder rights plan or any anti-takeover provisions in our By-laws. Without any anti-takeover provisions, there is no deterrent for a take-over of our company, which may result in a change in our management and directors.

Risks Related to Our Industry

If the use of the Internet does not continue to grow or its growth cannot be supported by its infrastructure, the growth in usage of our online services could be impaired.

Our market is new and rapidly evolving. Our business will be adversely affected if Internet usage does not continue to grow. Use of the Internet may be inhibited by a number of factors, including:

- inadequate network infrastructure,

- security concerns,

- inconsistent quality of services, and

- lack of cost-effective, high-speed service.

If Internet usage continues to grow, the Internet infrastructure may be unable to support the demands placed on it by this growth. The Internet's performance and reliability may decline. In addition, websites have experienced interruptions as a result of outages and other delays occurring throughout the Internet infrastructure. If these outages or delays frequently occur in the future, Internet usage, as well as usage of our websites and online brokerage services, could grow more slowly or decline.

If the use of online brokerage services is not readily accepted, the growth in usage of our online services would be impaired.

Our online direct access trading related services involve a new approach to securities trading. Individuals who have relied upon traditional means of commerce in the past may not accept, or may be slow in accepting, this new and very different method of conducting business. For example, investors who trade with more traditional brokerage firms, or even discount brokers, may be reluctant to trade securities over the Internet. Concerns and adverse publicity about security and privacy on the Internet or systems failures by us or other online brokerage firms could also hinder the growth of online brokerage trading.

Our alliance brokers may facilitate day trading, which are subject to significant risks and increased regulatory scrutiny.

Our subsidiary, Global-American Investments, Inc., and our alliance brokers may facilitate transactions for customers engaged in day trading. Day trading involves rapidly buying and selling stock in the hope that stocks will continue to climb or fall in value allowing a day trader to lock in quick profits. Because day trading is extremely risky, the SEC and NASDR have heightened their review of day trading broker-dealers. Further, because many day traders are not sophisticated, the number of complaints or lawsuits against brokers may increase due to day traders blaming the broker for their loss. As a result, failure by a broker-dealer to comply with regulatory requirements or the initiation of litigation against a broker-dealer may have an adverse effect on our business revenues.

Intense competition in the online brokerage industry could impair our ability to grow and achieve profitability.

We may not be able to compete effectively with current or future competitors. The market for online brokerage services over the Internet is new, rapidly evolving and intensely competitive. We expect this competition to further intensify in the future. In the United States, we face direct competition from a growing number of independent online brokerage firms, as well as traditional discount brokerage firms providing online and/or touch-tone telephone services. We are also encountering competition from established full commission brokerage firms, mutual fund sponsors and other financial organisations, some of which are actively expanding their online capabilities. In addition, we may face increased competition from commercial banks and other financial institutions, insurance companies and providers of online financial and information services, as these companies expand their product lines. We also face increasing competition in international markets, both from international competitors and U.S.-based brokerage firms that have established or acquired international operations or entered into partnerships with international brokerage firms. Many of our existing and potential competitors may:

- have longer operating histories and significantly greater financial, technical and marketing resources than we do,

- offer a wider range of services and financial products than we do, and

- have greater name recognition, larger customer bases and greater management depth and experience than we do.

This may place us at a disadvantage in responding to our competitors' pricing strategies, technological advances, marketing campaigns, global expansion, alliances and other initiatives. Some of our competitors conduct more extensive promotional activities and offer lower prices to customers than we do, which could allow them to gain greater market share or prevent us from increasing our market share. In the future, we may need to decrease our prices if our competitors continue to lower their prices. Our competitors may be able to respond more quickly to new or changing opportunities, technologies and customer requirements. This is particularly true because of the substantial resources being devoted by our principal competitors to marketing and technology development efforts. Further, to the extent our competitors are able to attract and retain customers based on the convenience of one-stop shopping or because of international operations or arrangements, our business and ability to grow could be materially adversely affected. To be successful, we must establish and strengthen our brand awareness and effectively differentiate our online services from those of our competitors. We may therefore have to substantially increase marketing or technology expenditures in order to compete effectively.

The high volatility of the securities industry could adversely affect our revenues.

Since our acquisition of Global-American Investments, Inc., a U.S. registered broker-dealer, effective August 1, 2001, we have recognized revenues in the form of commissions. We expect such commissions to continue to account for a substantial majority of our revenues in the near future. Therefore, we are directly affected by the same factors which affect the rest of the securities industry. These factors include economic and political conditions, broad trends in business and finance and changes in securities trading volumes and price levels. Each of these factors is beyond our control. The U.S. and international securities markets have fluctuated significantly in the past several years. A downturn in the U.S. securities markets would, and a downturn in international securities markets could, adversely affect our operating results. Recently, the market for technology and Internet-related stocks has been especially volatile. We believe an unusually large or extended downturn in this market could have a significant adverse effect on us because many of our customers invest in these types of stocks. In previous stock market declines, many firms in the securities industry suffered financial losses, and the level of individual investor trading activity temporarily decreased. In the future, any decrease in trading activity may not be temporary. In addition, customers using our software could suffer substantial losses in a market downturn and the customers may not trade to the same extent they traded before the downturn or at all. Declines in trading volume adversely affect our results of operations because our revenues are directly related to the number of trades that are processed. For these reasons, severe market fluctuations could have a material adverse effect on our business, financial condition and results of operations. Some of our competitors with greater financial resources and more diversified business lines might withstand a downturn in the securities industry better than we would.

We operate in a highly regulated industry and compliance failures could adversely affect our business.

Our business could be harmed if we fail to comply with U.S. securities and online brokerage industry regulations. As a participant in the U.S. securities industry, we are subject to extensive federal and state regulation and the regulation of various self-regulatory organisations. The rules, laws and regulations are strictly enforced by:

- state and federal criminal authorities,

- the SEC,

- NASDR,

- other self-regulatory organisations, including the various securities exchanges, and

- state securities commissions or agencies.

These laws, rules and regulations focus on the protection of customers and the securities markets, rather than protection of creditors and stockholders of broker-dealers. Because the online brokerage industry is a new and rapidly evolving industry, its regulatory environment may be particularly subject to changes. Further, the SEC and NASDR are focusing significant attention on online trading as a result of the opportunity for abuse of federal securities laws and broker-dealer laws and the ease with which individual investors can quickly lose large sums of money. In recent years, various regulatory and enforcement agencies have been reviewing service and other issues, including systems capacity, customer access, best execution practices and advertising claims, as they relate to the online brokerage industry, including us. These reviews may result in enforcement actions or new regulations. If we fail to comply with the securities laws, rules or regulations, we could be suspended, censured or fined, receive a cease and desist order or have limitations imposed on our business activities. If we suffer any of these consequences, our business, financial condition and operating results could be materially adversely affected. In a worst-case situation, we could ultimately be required to liquidate our business. In addition, if we engage in underwriting activities in the future, we will be subject to various federal and state securities laws, rules and regulations regarding the process by which we sell and distribute securities to the public. If we fail to comply with these laws, rules and regulations, we could be subject to enforcement actions and civil claims which could be costly to defend and could damage our reputation. Our operations and profitability could also be directly affected by additional legislation, changes in rules promulgated by the SEC, NASDR, the Board of Governors of the Federal Reserve System, state regulators, the various securities exchanges and other self-regulatory organisations, or changes in the interpretation or enforcement of existing laws and rules.

Our business could be harmed if new laws and government regulations relating to the Internet are adopted. Laws and regulations may be adopted in the future that address issues such as privacy, pricing, tax treatment, consumer protection standards and the characteristics and quality of online products and services. For example, the Telecommunications Act of 1996 sought to prohibit transmitting certain types of information and content over the Internet. Several telecommunications companies have petitioned the Federal Communications Commission to regulate Internet service providers in a manner similar to long distance telephone carriers and to impose access fees on these companies. The Federal Communications Commission has decided that a web user's telephone calls to gain access to the Internet are interstate communications and, thus, subject to regulation by the federal government. Increased regulation of the Internet could increase the cost of transmitting or using data over the Internet. A number of proposals have been made at the federal, state and local levels and by foreign governments that could impose taxes on online commerce. In October, 1998, the Internet Tax Freedom Act imposed a three-year moratorium on state, local and federal taxation of Internet access, taxing electronic commerce in multiple states and discriminating against electronic commerce. Although the moratorium initially expired on October 21, 2001, the subsequent enactment of the Internet Tax Non-Discrimination Act on November 28, 2001 resurrected the moratorium through to November 1, 2003. If the moratorium ends, state and local governments could impose these types of taxes or discriminate against electronic commerce. In addition, existing state and local laws that tax Internet-related matters were expressly excluded from this moratorium. These regulations and other attempts at regulating commerce over the Internet, could impair the viability of online commerce and the growth of our business.

Several states have proposed legislation that would limit the uses of personal information gathered using the Internet. The Federal Trade Commission and state and local authorities have been investigating Internet companies regarding their use of personal information. The European Union has enacted its own privacy regulations, which may result in limits on the collection and use of personal information gathered over the Internet that are more stringent than current Internet privacy standards in the United States. If these regulations were applied to us, we could be prevented from collecting data from users in European Union member countries and we could be subject to liability for use of information in contravention of the regulations. Other countries have adopted or may adopt similar legislation. Our privacy programs may not conform with laws or regulations of the United States or other countries that are adopted. In addition, changes to existing laws or the passage of new laws intended to address these issues could, among other things:

- create uncertainty in the marketplace that could reduce demand for our services,

- limit our ability to collect and use data from our users, or

- increase the cost of doing business as a result of litigation costs or increased service delivery costs.

Moreover, it may take years to determine the extent to which existing laws relating to issues such as property ownership, libel and personal privacy are applicable to the Internet. Any new laws or regulations relating to the Internet or new interpretations of existing laws or regulations or violations of these laws or regulations could materially adversely affect our business, financial condition or operating results.

If we are unable to protect our Internet domain name, our efforts to increase public recognition of our brand may be impaired.

We currently hold the Internet domain names "seglobal.com", "seglobaltrade.com" and various other related names. The acquisition and maintenance of domain names generally is regulated by governmental agencies and their designees. The regulation of domain names in the United States and in foreign countries is subject to change. As a result, we may be unable to acquire or maintain relevant domain names in all countries in which we intend to conduct business. This could impair our efforts to build brand recognition and to increase traffic to our websites. Furthermore, the relationship between regulations governing domain names and laws protecting trademarks and similar proprietary rights is unclear. Therefore, we may be unable to prevent third parties from acquiring domain names that are similar to, infringe upon or otherwise decrease the value of our trademarks and other proprietary rights.

Risks Related to Our Common Stock

Capital Alliance Group Inc. can control matters requiring stockholder approval because they own a large percentage of our common stock and may vote this common stock in a way with which you do not agree.

Capital Alliance Group Inc., our parent, owns approximately 82% of our outstanding common stock. As a result, Capital Alliance has the ability to exercise a controlling influence over our business and corporate actions requiring stockholder approval, including the election of our directors, a sale of substantially all our assets, a merger with another entity or an amendment to our certificate of incorporation. This concentration of ownership could delay, defer or prevent a change of control and could adversely affect the price that investors might be willing to pay in the future for shares of our common stock. Also, in the event of a sale of our business, Capital Alliance could elect to receive any control premium to the exclusion of other stockholders. Capital Alliance will also have the ability to nominate and elect our directors and executive officers even if our other stockholders believe other management would be better for us.

If the market price of our common stock fluctuates widely, you may not be able to sell your shares at or above the price at which you purchase them and, therefore, you may suffer a loss on your investment.

We believe the following factors are among those that could cause the market price of our common stock to continue to fluctuate widely and could cause our common stock to trade at a price below the price at which you purchase your shares:

- actual or anticipated variations in our quarterly operating results,

- announcements of new services, products, acquisitions or strategic relationships by us or our competitors,

- announcements of system slowdowns or failures by us or our competitors,

- new regulations or interpretations of regulations applicable to our online activities,

- trends or conditions in the Internet industry,

- changes in accounting treatments or principles,

- changes in earnings estimates by securities analysts and in analyst recommendations,

- changes in market valuations of other Internet companies, and

- general political, economic and market conditions.

The market price for our common stock may also be affected by our ability to meet or exceed expectations of analysts or investors. Any failure to meet these expectations, even if minor, could materially adversely affect the market price of our common stock. In addition, the market prices of equity securities of technology and Internet companies often fluctuate significantly for reasons unrelated to the operating performance of these companies. Our common stock may not trade at the same levels as other technology and Internet stocks. The trading prices of many technology and Internet companies have been highly volatile within the last two years. In the past, following periods of volatility in the market price of a company's securities, securities class action litigation has often been instituted against that company. If any securities litigation is initiated against us, we could incur substantial costs and our management's attention and resources could be diverted from our business.

Our stock price may decline if a large number of shares are sold or there is a perception that these sales may occur.

As of August 1fwingdings;, 2002, there were 14,782,01814,647,018 shares of our common stock outstanding, of which approximately 82% are held by Capital Alliance. Capital Alliance may sell its shares in the public markets from time to time, subject to limitations imposed by federal securities laws. The market price of our common stock could decline as a result of sales of a large number of shares of our common stock by Capital Alliance or other stockholders in the market, or the perception that these sales could occur. These factors also could make it more difficult for us to raise funds through future offerings of our equity securities.

"Penny Stock" Rules May Restrict the Market for the Company's Shares

Our common shares are subject to rules promulgated by the SEC relating to "penny stocks," which apply to companies whose shares are not traded on a national stock exchange or on the Nasdaq system, trade at less than $5.00 per share, or who do not meet certain other financial requirements specified by the SEC. These rules require brokers who sell "penny stocks" to persons other than established customers and "accredited investors" to complete certain documentation, make suitability inquiries of investors, and provide investors with certain information concerning the risks of trading in the such penny stocks. These rules may discourage or restrict the ability of brokers to sell our common shares and may affect the secondary market for our common shares. These rules could also hamper our ability to raise funds in the primary market for our common shares.

Part II - OTHER INFORMATION

Item 1. Legal Proceedings.

We know of no material, active or pending legal proceedings against us, nor are we involved as a plaintiff in any material proceedings or pending litigation. There are no proceedings in which any of our directors, officers or affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest.

Item 2. Changes in Securities.

Recent Sales of Unregistered Securities.

None.

Item 3. Defaults Upon Senior Securities.

None.

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

None.

Item 5. Other Information.

None.

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

Reports of Form 8-K

None.

Consolidated Financial Statements Filed as a Part of the Quarterly Report

Our consolidated financial statements include:

Balance Sheets

Statements of Changes in Stockholders' Equity

Statement of Operations

Statements of Cash Flows

Notes to the Financial Statements

Exhibits Required by Item 601 of Regulation S-B

(3) Articles of Incorporation and By-laws

3.1 Articles of Incorporation as Amended (incorporated by reference from our Form 10-SB Registration Statement, filed June 14, 1999)

3.2 Bylaws (incorporated by reference from our Form 10-SB Registration Statement, filed June 14, 1999)

3.3 Certificate of Amendment to Articles of Incorporation, dated April 11, 2000 (incorporated by reference from our annual report on Form 10-KSB for the year ended December 31, 2001, filed April 1, 2002)

(10) Material Contracts

None.

(21) Subsidiaries

21.1 SE Global Equities Inc.

21.2 SE Global Equities Company Limited

21.3 SE Global Communications (Hong Kong) Limited

21.4 SE Global Investment Company Limited

21.5 SE Global Capital, Inc. (formerly SE Global Direct, Inc.)

21.6 Global-American Investments, Inc.

SIGNATURES

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

SE GLOBAL EQUITIES CORP.

By: /s/ Toby Chu
Toby Chu, President and CEO/Director
Date: August 19, 2002

By: /s/ Tim Leong
Tim Leong, Chief Financial Officer
Date: August 19, 2002