SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549

                                   FORM 10-QSB/A

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

                FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2002

                       COMMISSION FILE NUMBER 0 - 23672

                          YIFAN COMMUNICATIONS, INC.
                (Name of small business issuer in its charter)

              DELAWARE                                 06-1607651
   (state or other jurisdiction of                  (I.R.S. Employer
   incorporation of organization)                  identification No.)

    41-60 Main Street, Suite 210
     Flushing, Queens, New York                           11355
(address of principal executive office)                (Zip Code)

Issuer's Telephone Number (727) 443-3434

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

Securities registered under Section 12(g) of the Exchange Act:    Common
Stock, $0.008 par value

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

     Yes [X]  No [_]

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

     On October 25, 2002, the issuer had a total of 13,726,951 shares of common
stock, $0.008 par value, issued and outstanding.

     Transitional Small Business Disclosure Format (Check One):

     Yes [_]  No [X]



                                TABLE OF CONTENTS

Part I   Financial Information

Item 1   Financial Information


The Company has amended the following:


Notes to Consolidated Financial Statements

     In June 2001, the Financial Accounting Standards Board issued Statements of
Financial Accounting Standards No. 141, Business Combinations, and No. 142,
Goodwill and Other Intangible Assets, effective for fiscal years beginning after
December 15, 2001. Under the new rules, goodwill and intangible assets deemed to
have indefinite lives will no longer be amortized but will be subject to annual
impairment tests in accordance with the Statements. Other intangible assets will
continue to be amortized over their useful lives. Due to an accounting
oversight, the rules were not applied at the original filing. They have been
applied as of this amendment to the second quarter of 2002. Application of the
non-amortization provisions of the Statement did not have a material effect on
our financial position or operations.

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                                   SIGNATURES

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

October 25, 2002
                                          Yifan Communications, Inc.

                                        By: /s/ Yifan He
                                            ----------------------------
                                            Yifan He, Principal Executive
                                            Officer,
                                            Principal Financial Officer,
                                            Principal Accounting Officer and
                                            Director

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