Edgar Filing: BARRISTER GLOBAL SERVICES NETWORK INC

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Barrister Global Services Network Inc. 10-Q/A

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.

FORM 10-Q/A

Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934

For Quarter Ended September 30, 2002

Commission File Number 0-14063

BARRISTER GLOBAL SERVICES NETWORK, INC.

(Exact name of Registrant as specified in its charter)


Delaware (State or other jurisdiction of incorporation of organization)		16-1176561 (I.R.S. Employer Identification No.)


290 Ellicott Street, Buffalo, New York (Address of principal executive offices)		14203 (Zip Code)

Registrant’s telephone number, including area code (716) 845-5010

Not Applicable

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

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

Yes X No


Class		Outstanding at January 31, 2003

Common $.24 Par Value		11,901,326 Shares

Explanatory Note

This amendment to the registrant’s report on Form 10-Q for the three and six month periods ended September 30, 2002 is being filed to include a restatement of the Company’s Financial Statements for the three and six months ended September 30, 2002. See note 5 to the Unaudited Condensed Financial Statements for a summary of the significant effects of the restatement.

TABLE OF CONTENTS


PART I. FINANCIAL INFORMATION BARRISTER GLOBAL SERVICES NETWORK, INC. CONDENSED BALANCE SHEETS
CONDENSED STATEMENTS OF OPERATIONS
CONDENSED STATEMENT OF STOCKHOLDERS’ EQUITY
CONDENSED STATEMENTS OF CASH FLOWS
NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS
	Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
	Item 4. Evaluation of Disclosure Controls and Procedures
PART II. OTHER INFORMATION
	Item 4. Submission of Matters to a Vote of Security Holders
	Item 6. Exhibits and Reports on Form 8-K
CERTIFICATIONS
EX-99.2 Certification

BARRISTER GLOBAL SERVICES NETWORK, INC.

INDEX


			Page
			Number

PART I.	Financial Information









	Item 1.	Financial Statements









	Condensed Balance Sheets at September 30, 2002 (as restated) and March 31, 2002		3









	Condensed Statements of Operations - Three and Six Months Ended September 30, 2002 (as restated) and September 30, 2001		4









	Condensed Statement of Stockholders’ Equity - Six Months Ended September 30, 2002 (as restated)		5









	Condensed Statements of Cash Flows - Six Months Ended September 30, 2002 (as restated) and September 30, 2001		6









	Notes to Unaudited Condensed Financial Statements		7









	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	9









	Item 4.	Evaluation of Disclosure Controls and Procedures	11









PART II.	Other Information









	Item 4.	Submission of matters to a vote of Security Holders	12









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









SIGNATURES			13









CERTIFICATIONS			14

PART I. FINANCIAL INFORMATION
BARRISTER GLOBAL SERVICES NETWORK, INC.
CONDENSED BALANCE SHEETS
(In thousands) (unaudited)


					September 30			March 31

					2002			2002

ASSETS					(As restated, see
					Note 5)

Current assets:
	Cash and equivalents				$	832		$	1,222
	Short-term investments					981			1,040
	Accounts receivable					1,838			1,289
	Service parts inventory					728			933
	Prepaid expenses					57			23
	Deferred and refundable income taxes					410			487

				Total current assets		4,846			4,994

Equipment and leasehold improvements, at cost						2,050			1,835
	Less accumulated depreciation					1,530			1,448

			Net equipment and leasehold improvements			520			387

Marketable securities						681			1,730
Goodwill						1,505			—
Intangible assets						204			—
Other assets						58			25

					$	7,814		$	7,136
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
	Current installments of long-term debt				$	104		$	307
		($60 and $266 to a related party, respectively)
	Amount due for acquisition					750			—
	Accounts payable					616			761
	Accrued compensation and benefits					828			677
	Customer advances and unearned revenue					838			661
	Other accrued expenses					70			152

				Total current liabilities		3,206			2,558

Deferred compensation						221			267
Long-term debt, excluding current installments						4			27
Stockholders’ equity:
	Preferred stock					—			—
	Common stock, $.24 par value, 11,901,326 and 11,844,963 shares outstanding at September and March respectively					2,867			2,867
	Additional paid-in capital					23,025			23,028
	Accumulated deficit					(21,415	)		(21,550	)
	Accumulated other comprehensive loss					(36	)		—
	Note received for treasury shares issued					(31	)		—
	Treasury stock at cost					(27	)		(61	)

				Total stockholders’ equity		4,383			4,284

					$	7,814		$	7,136

See accompanying notes to condensed financial statements

BARRISTER GLOBAL SERVICES NETWORK, INC.

CONDENSED STATEMENTS OF OPERATIONS
(unaudited)
(In thousands, except per share data)


			Three months ended						Six months ended

			Sept 30			Sept 30			Sept 30			Sept 30
			2002			2001			2002			2001

									(As restated,
									see Note 5)
Revenues			$	3,893		$	3,084		$	7,006		$	6,127
Costs and expenses:
	Cost of services			2,830			2,299			5,283			4,571
	Selling, general and administrative expenses			1,051			933			1,984			1,822

Operating earnings (loss)				12			(148	)		(261	)		(266	)

Other expense (income):
	Interest expense to related party			1			10			5			22
	Other interest income			(19	)		(53	)		(50	)		(115	)
	Common stock received from demutualization			—			—			(428	)		—

		Total other income		(18	)		(43	)		(473	)		(93	)

Earnings (loss) before income taxes				30			(105	)		212			(173	)
Income tax expense (benefit)				10			(40	)		77			(65	)

Net earnings (loss)			$	20		$	(65	)	$	135		$	(108	)

Basic and diluted earnings (loss) per common share			$	—		$	(.01	)	$	.01		$	(.01	)

Weighted average number of common shares outstanding:
		Basic		11,901			11,945			11,884			11,945

		Diluted		11,901			11,945			11,887			11,945

See accompanying notes to condensed financial statements.

BARRISTER GLOBAL SERVICES NETWORK, INC.

CONDENSED STATEMENT OF STOCKHOLDERS’ EQUITY
(unaudited)
(In thousands, except share data)


			Additional						Accumulated other			Treasury
	Common		paid-in			Accumulated			comprehensive			stock and
	stock		capital			deficit			loss			related note			Total

Balance at March 31, 2002	$	2,867	$	23,028		$	(21,550	)	$	—		$	(61	)	$	4,284
Sale of 56,363 treasury shares		—		(3	)		—			—			34			31
Note receivable for treasury shares issued		—		—			—			—			(31	)		(31	)
Unrealized loss on securities net of tax (as restated, see Note 5)		—		—			—			(36	)		—			(36	)
Net earnings (as restated, see Note 5)		—		—			135			—			—			135

Balance at September 30, 2002 (As restated, see Note 5)	$	2,867	$	23,025		$	(21,415	)	$	(36	)	$	(58	)	$	4,383

See accompanying notes to condensed financial statements.

BARRISTER GLOBAL SERVICES NETWORK, INC.

CONDENSED STATEMENTS OF CASH FLOWS
(unaudited)
(In thousands)


					Six months ended

					Sept 30			Sept 30
					2002			2001

					(As restated,
					see Note 5)

Cash flows from operating activities:
	Net earnings (loss)				$	135		$	(108	)
	Adjustments to reconcile net earnings (loss) to net cash used by operating activities:
			Depreciation			82			83
			Amortization			15			—
			Common stock received from demutualization			(428	)		—
			Changes in current assets and liabilities:
				Accounts receivable		(149	)		358
				Inventories		205			30
				Deferred and refundable income taxes		77			—
				Prepaid expenses		(30	)		(62	)
				Accounts payable		(273	)		(85	)
				Accrued compensation and benefits		(508	)		(28	)
				Customer advances and unearned revenues		147			(270	)
				Other liabilities		(121	)		(109	)

		Net cash used by operating activities				(848	)		(191	)

Cash flows from investing activities:
	Additions to equipment and leasehold improvements					(74	)		(78	)
	Maturity of investments					2,428			3,349
	Purchase of investments and marketable securities					(928	)		(2,748	)
	Acquisition of business, net of cash received					(713	)		—
	Other assets					(29	)		(2	)

		Net cash provided by investing activities				684			521

Cash flows from financing activities:
	Repayment of debt					(226	)		(211	)

		Net cash used in financing activities				(226	)		(211	)

Net (decrease) increase in cash and equivalents						(390	)		119
Cash and equivalents at beginning of period						1,222			1,104

Cash and equivalents at end of period					$	832		$	1,223

Supplemental disclosure of cash flow information:
	Interest paid				$	8		$	28
	Non-cash investing and financing activities:
		Amount due for acquisition			$	750		$	—
		Sale of treasury shares in exchange for note receivable			$	31		$	—

See accompanying notes to condensed financial statements.

BARRISTER GLOBAL SERVICES NETWORK, INC.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

1. Barrister Global Services Network, Inc. (the “Company”) provides equipment maintenance for multi-vendor equipment including personal computers and related equipment generally attached to local area networks. This comprehensive maintenance and warranty service is done on a contractual and time and materials basis. These services are provided through a network of service locations throughout the United States.

The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information required by GAAP for complete financial statement presentation. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) necessary for a fair presentation of financial position, results of operations and cash flows have been included. Operating results for the period ended September 30, 2002 are not necessarily indicative of the results to be expected for other interim periods or the full year. These financial statements should be read in conjunction with the financial statements and accompanying notes contained in the Company’s Form 10-K for the fiscal year ended March 31, 2002.

2. Cash and equivalents consist of cash and liquid debt instruments with maturity of three months or less from the date of purchase. Cash and equivalents are stated at cost plus accrued interest, which approximates market value. Short-term investments contain both held-to-maturity securities of $511,000, based on the Company’s ability and intent to hold the securities until maturity and available-for-sale securities of $470,000. The held-to-maturity securities are recorded at amortized cost adjusted for the accretion of discounts or cost plus accrued interest. Available-for-sale securities are carried at fair value, based on quoted market prices. The net unrealized gains or losses, if any, on the available for sale securities are reported as a separate component of stockholders’ equity, net of tax. Short-term investments include corporate debt instruments. At September 30, 2002, short-term investments also included shares of Principal Financial Group, Inc. (“Principal”) common stock received in the demutualization of Principal. Held-to-maturity securities consist of mortgage-backed securities which are expected to mature in less than two years.

3. On July 15, 2002, the Company acquired all of the outstanding stock of Advantage Innovation, Inc. (“Advantage”) for $1,200,000 in cash and future consideration of two contingent payments. The contingent payments are due on the first and second anniversaries of the closing, in an amount based upon the amount of earnings before interest, taxes, depreciation and amortization achieved by Advantage in each of the two years. Based on the results of Advantage as of September 30, 2002, $750,000 of the first contingent payment has been earned and therefore this amount has been recorded on the balance sheet as additional goodwill and as a current liability. This amount has been disclosed as a non cash investing activity in the statement of cash flows. Advantage was a privately held technical and computer services firm located in New Orleans, Louisiana that performed services nationwide generally in the consumer market. The acquisition has been accounted for as a purchase and, accordingly, the operating results of Advantage have been included in the Company’s financial statements since the date of acquisition. The assets acquired and liabilities assumed were recorded at estimated fair values as determined by the Company’s management based on preliminary information available. The Company also had an independent valuation performed for the intangible assets associated with the acquisition. These assets were valued at $219,000 and are included in other assets on the balance sheet. The excess of the aggregate purchase price over the fair value of the net assets acquired is accounted for as goodwill. The pro forma results for the six month periods ending September 30, 2002 and September 30, 2001, had the acquisition

occurred at the beginning of the period, are as follows: Revenues of $8,042,000 and $7,619,000 respectively; net earnings of $ 199,000 and net loss of $(82,000) respectively; and net earnings (loss) per common share, basic and diluted of $.02 and $ (.01) respectively. The pro forma amounts do not purport to be indicative of the actual results that would have occurred had the transaction been consummated on April 1, 2001 or of the future results of operations which will be obtained as a result of the consummation of the transaction.

4. The Company adopted Statement of Financial Accounting Standards (“SFAS”) No. 141, “Business Combinations”, SFAS No. 142, “Goodwill and Other Intangible Assets” and SFAS No. 144, “Accounting for the Impairment or Disposal of Long-Lived Assets” on April 1, 2002. SFAS No. 141 requires that the purchase method be used for all business combinations initiated after June 30, 2001. SFAS No. 142 changes the accounting for goodwill and intangible assets with indefinite lives from an amortization method to an impairment approach. SFAS No. 144 establishes a single accounting model for long-lived assets to be disposed of by sale and it expands the presentation of discontinued operations to include more disposal transactions. The adoption of SFAS No. 141 and No. 144 did not have any effect on the financial statements. Goodwill and other intangible assets subject to SFAS No. 142 were approximately $1,709,000 as of September 30, 2002 attributed to the purchase of Advantage on July 15, 2002. No goodwill existed prior to the acquisition of Advantage.

5. Subsequent to the issuance of the financial statements for the three months ended June 30, 2002, management determined that it should have recorded 14,159 shares of Principal common stock that had been issued to the Company in connection with the demutualization of Principal in its financial statements as of June 17, 2002, the date it received notice of its ownership of the shares. As a result, the Company has restated the financial statements as of and for the six months ended September 30, 2002 to include the fair market value of the shares within short-term investments and to recognize the receipt of the shares in other income.

The principal effects of the restatement are summarized in the following table:


	As originally
For the six months ended September 30, 2002	reported			As restated

Common stock received from demutualization	$	—		$	(428	)




Income tax (benefit) expense		(75	)		77




Net (loss) earnings		(141	)		135




Basic and diluted (loss) earnings per share		(.01	)		.01




At September 30, 2002




Short-term investments		589			981




Deferred and refundable income taxes		562			410




Total assets		7,605			7,814




Accumulated deficit		(21,691	)		(21,415	)




Accumulated other comprehensive loss		—			(36	)




Stockholders’ equity		4,174			4,383

6. Total comprehensive income (loss) recorded by the Company for the three and six month periods ended September 30, 2002 includes unrealized gains or losses on available-for-sale securities as shown below. For the three and six month periods ended September 30 , 2001 total comprehensive loss was the same as the net loss.


	Three months			Six months
	ended			ended

Net earnings	$	20		$	135
Unrealized loss, net of tax		(43	)		(36	)

Total comprehensive (loss) income	$	(23	)	$	99

7. The weighted average common shares used in the computation of basic and diluted earnings per share were as follows:


			Three months ended				Six months ended

			Sept 30		Sept 30		Sept 30		Sept 30
			2002		2001		2002		2001

Basic:
	Weighted average number of shares outstanding			11,901		11,945		11,884		11,945
Diluted:
	Dilutive effect of stock options			—		—		3		—

		Total weighted average dilutive shares outstanding		11,901		11,945		11,887		11,945

8. A summary of the components of intangible assets as of September 30, 2002 is as follows:


	Life		Gross Carrying		Accumulated		Net Carrying
Description	(years)		Amount		Amortization		Amount

Customer list		3	$	65	$	4	$	61
Employment agreements		2		47		5		42
Non-compete agreement		4		107		6		101

Total			$	219	$	15	$	204

Amortization expense for the period ended September 30, 2002 was $15,000. The estimated amortization expense for fiscal 2003 is $51,000. The estimated amortization expense is $72,000, $56,000, $33,000 and $7,000 for fiscal years 2004, 2005, 2006 and 2007, respectively.

Item 2.

Management’s Discussion and Analysis of Financial Condition
and Results of Operations

As discussed in Note 5 to the “Notes to Unaudited Condensed Financial Statements” included in ITEM 1, the accompanying 2002 financial statements for the three and six months ended September 30, 2002 have been restated. The following “Management’s Discussion and Analysis” reflects this restatement.

Results of Operations

For the quarter ended September 30, 2002, revenues increased 26.2% from the same quarter in 2001. For the six-month period ended September 30, 2002, revenues increased 14.3% compared with the first six months of the prior year. These increases resulted from growth in services provided on a time and materials basis, which increased by 108.7% for the comparable second quarters to a total of $1,578,000 and by 58.6% for the comparable six- month periods to a total of $2,381,000. The principal reason for these increases was revenues generated from the business acquired on July 15, 2002 from Advantage Innovation, Inc. (“Advantage”). Advantage performs technical and computer services nationwide on a time and materials basis primarily for a fixed price per call. Revenues from hardware maintenance contracts remained at approximately $2.3 million for the comparative second quarters and at $4.6 million for the comparative six-month periods.

The cost of services decreased as a percentage of revenues from 74.5% in the second quarter of the prior year to 72.7% in the second quarter of the current year. This improvement resulted from a lower cost of services associated with the business acquired from Advantage. For the comparative six-month periods, these expenses increased from 74.6% of revenues to 75.4% of revenues. The principal reason for this increase was higher call volumes provided on a large contract, which started in September of 2001. This resulted in higher expenses being incurred for outsourced services and parts-related costs to service this contract.

The Company has been notified by one of its long-time business partners that their contract was not being renewed as of September 30, 2002. This contract generated approximately $574,000 in revenues in the second quarter of the current year, which represented 14.7% of revenues in that quarter. As noted, the cost of services associated with this contract were significant, based on high call volumes. The Company has taken action to eliminate these costs and, as a result, expects to reduce the impact of the loss of this contract to its operating margins. The Company believes that its current reserve for inventory obsolescence is sufficient to cover any inventory adjustments associated with the non renewal of this contract. The Company is currently working with this partner on a large opportunity that would replace this lost revenue. If successful, this new potential contract is expected to commence in the Company’s fourth quarter.

Selling, general and administrative expenses as a percentage of revenues were reduced from 30.3% to 27.0% for the comparable second quarters and from 29.7% to 28.3% for the comparable six-month periods. These improvements resulted from leveraging certain fixed expenses over a larger revenue base and the reduction of various expenses incurred by Advantage prior to the acquisition that were no longer required after the acquisition.

The decrease in interest income for the comparable second quarters and six-month periods resulted from a drop in interest rates, which impacted earnings from the Company’s investments and from a reduction in the amount invested, primarily from the initial payment of $1,200,000 to acquire the stock of Advantage. Total other income for the six-month period of the

current year resulted primarily from the receipt of 14,159 shares of Principal common stock in the first quarter in connection with the demutualization of Principal.

Income taxes recorded in each of the comparable quarters and six-month periods approximated the statutory tax rate. No additional tax benefits were established in the statements of operations for the comparable periods, since the Company has fully reserved for the tax effect of net deductible temporary differences and loss carryforwards. These benefits will be recorded in future periods as they are realized or as their realization becomes predictable.

Financial Condition

Cash and equivalents, short-term investments and marketable securities totaled $2,494,000 at September 30, 2002 and $3,992,000 at March 31, 2002. The net decrease of $1,498,000 was primarily a result of cash used for the initial payment to acquire the stock of Advantage, which net of cash received amounted to $713,000, net cash used by operating activities of $848,000, debt repayments of $226,000 and additions to equipment and leasehold improvements of $74,000. The decrease was partially offset by the receipt of common shares of Principal Financial Group, Inc. valued at $392,000 at September 30, 2002. The net cash used by operating activities was principally a result of reductions in accounts payable and accrued compensation and benefits. Certain of these reductions were based on the use of a portion of the cash acquired from Advantage to pay a portion of the accrued compensation recorded on their books at the date of acquisition

On June 18, 2002, the Company signed an operating lease agreement to move its headquarters’ offices and operations center into a new facility. This move is expected to occur toward the beginning of the fourth quarter. The Company expects to obtain financing for any significant capital expenditures in relation to the new facility.

In addition to the initial cash payment made to Advantage, the principal cash requirements expected for fiscal 2003 are debt repayments of $307,000 and additions to equipment and leasehold improvements. The Company’s cash and investments will be sufficient to cover working capital, capital expenditure requirements and debt repayments in fiscal 2003.

New Accounting Pronouncements

The Company adopted Statement of Financial Accounting Standards (“SFAS”) No. 141, “Business Combinations”, SFAS No. 142, “Goodwill and Other Intangible Assets” and SFAS No. 144, “Accounting for the Impairment or Disposal of Long-Lived Assets” on April 1, 2002. SFAS No. 141 requires that the purchase method be used for all business combinations initiated after June 30, 2001. SFAS No. 142 changes the accounting for goodwill and intangible assets with indefinite lives from an amortization method to an impairment approach. SFAS No. 144 establishes a single accounting model for long-lived assets to be disposed of by sale and it expands the presentation of discontinued operations to include more disposal transactions. The adoption of SFAS No. 141 and No. 144 did not have an effect on the financial statements. Goodwill and other intangible assets subject to SFAS No. 142 were approximately $1,709,000 as of September 30, 2002 attributed to the purchase of Advantage on July 15, 2002. No goodwill existed prior to the acquisition of Advantage.

Forward-Looking Statement

When used in this report, the words “expects”, “believes” and “intends” and similar expressions are intended to identify forward-looking statements. Such statements are subject to certain risks and uncertainties which could cause actual results to differ materially from those

projected. Readers are cautioned not to place undue reliance on these forward-looking statements which speak only as of the date hereof. The Company undertakes no obligation to republish revised forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrences of unanticipated events. Readers are also urged to carefully review and consider the various disclosures made by the Company which attempt to advise interested parties of the factors which affect the Company’s business in the Company’s periodic reports on Form 10K and 10Q filed with the Securities and Exchange Commission.

Item 4.

Item 4. Evaluation of Disclosure Controls and Procedures

	(a)		Evaluation of disclosure controls and procedures. Our chief executive officer and our chief financial officer, after evaluating the effectiveness of the Company’s “disclosure controls and procedures” (as defined in the Securities Exchange Act of 1934 Rules 13a-14 and 15d-14 as of a date (the “Evaluation Date”) within 90 days before the filing date of this quarterly report, have concluded that as of the Evaluation Date, our disclosure controls and procedures were adequate and designed to ensure that material information required to be disclosed in reports that are filed or submitted under the Securities Exchange Act is recorded, processed, summarized and reported within the time periods specified by the SEC’s rules and forms.

	(b)		Changes in internal controls. There were no significant changes in our internal controls or to our knowledge, in other factors that could significantly affect our disclosure controls and procedures subsequent to the Evaluation Date.

PART II. OTHER INFORMATION

Item 4.

Submission of Matters to a Vote of Security Holders

	(a)		The Company’s Annual Meeting of Shareholders was held on September 9, 2002.

	(b)		At the Annual Meeting, the stockholders approved the following proposals, as recommended by management.


		Votes		Votes		Votes
		for		against		abstained
				or withheld		or unvoted
1	Election of the following nominees
	for director:
	Joseph A. Alutto		9,489,526		24,829		—
	Franklyn S Barry		9,489,526		24,829		—
	Richard P. Beyer		9,489,526		24,829		—
	William O. Bray		9,489,501		24,854		—
	Warren W. Emblidge		9,489,526		24,829		—
	Richard E. McPherson		9,489,501		24,854		—
	James D. Morgan		9,489,501		24,854		—
	Henry P. Semmelhack		9,489,501		24,854		—


2	Ratification of the appointment
	of Deloitte & Touche LLP as the
	Company's independent auditors
	for the current fiscal year	9,481,713	7,186	25,456

Item 6. Exhibits and Reports on Form 8-K

	(a)		Exhibits: Exhibit 99.1 — Certification dated November 13, 2002 of President and Chief Executive Officer and Senior Vice President, Finance (Principal Financial Officer) to 18 U. S. C. section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley act of 2002. Included as exhibit 99 to Report on Form 10-Q filed on November 13, 2002.

			Exhibit 99.2 — Certification dated February 14, 2003 of President and Chief Executive Officer and Senior Vice President, Finance (Principal Financial Officer) to 18 U. S. C. section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley act of 2002.

	(b)		Reports on Form 8-K:

			Reports were filed on July 22, 2002 and August 13, 2002 regarding the acquisition of the stock of Advantage Innovation, Inc.

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

BARRISTER GLOBAL SERVICES NETWORK, INC.

CERTIFICATIONS

I, William O. Bray, certify that:

1.		I have reviewed this quarterly report on Form 10Q/A of Barrister Global Services Network, Inc.;

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

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

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

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

	b.		evaluated the effectiveness of the registrant’s disclosure controls and procedures as of a date within 90 days prior to the filing date of this report (the “Evaluation Date”); and

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

The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant’s auditor and the audit committee of registrant’s board of directors (or persons performing the equivalent function):

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

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

The registrant’s other certifying officers and I have indicated in this report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.


Date:		February 14, 2003		By:		/s/ William O. Bray William O. Bray President and Chief Executive Officer

CERTIFICATIONS

I, Richard P. Beyer, certify that:

1.		I have reviewed this quarterly report on Form 10Q/A of Barrister Global Services Network, Inc.;

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

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

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

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

	b.		evaluated the effectiveness of the registrant’s disclosure controls and procedures as of a date within 90 days prior to the filing date of this report (the “Evaluation Date”); and

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

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

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


Date:		February 14, 2003		By:		/s/ Richard P. Beyer Richard P. Beyer Senior Vice President, Finance (Principal Financial Officer)

February 14, 2003

/s/ William O. Bray

William O. Bray
President and
Chief Executive Officer

February 14, 2003

/s/ Richard P. Beyer

Richard P. Beyer
Senior Vice President, Finance
(Principal Financial Officer)