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: September 30, 2002
                                              ---------------------

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

                        For the transition period from to
                        Commission file number 000-28533
                                               ----------

                   Premium Financial Services & Leasing, Inc.
                  --------------------------------------------
                     (Exact name of small business issuer as
                            specified in its charter)

           Wyoming                                               86-0970133
--------------------------------------------------------------------------------
   (State or other jurisdiction                                 (IRS Employer
 of incorporation or organization)                           Identification No.)

           9229 Delegates Row, Suite 130, Indianapolis, Indiana 46240
          ------------------------------------------------------------
                    (Address of principal executive offices)

                                 (317) 575-1800
                            Issuer's telephone number


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


                      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 practical date:  September 30, 2002 5,000,000

         Transitional Small Business Disclosure Format (check one).
Yes      ;  No   X
    ----       -----








<PAGE>


                                     PART I


Item 1.  Financial Statements


                         INDEPENDENT ACCOUNTANT'S REPORT


Premium Financial Services & Leasing, Inc.


         We have reviewed the accompanying  balance sheets of Premium  Financial
Services & Leasing,  Inc. as of September 30, 2002 and December 31, 2001 and the
related  statements  of  operations  for the three and nine month  periods ended
September  30,  2002 and 2001 and cash  flows for the nine month  periods  ended
September 30, 2002 and 2001. These financial  statements are the  responsibility
of the Company's management.

         We conducted our review in accordance with standards established by the
American  Institute  of  Certified  Public  Accountants.  A  review  of  interim
financial  information consists principally of applying analytical procedures to
financial  data and making  inquiries of persons  responsible  for financial and
accounting matters. It is substantially less in scope than an audit conducted in
accordance with generally accepted auditing standards, the objective of which is
the expression of an opinion regarding the financial statement taken as a whole.
Accordingly, we do not express such an opinion.

         Based on our  review,  we are not aware of any  material  modifications
that should be made to the accompanying  financial  statements for them to be in
conformity with generally accepted accounting principles.

                                                    Respectfully submitted



                                                    /s/ ROBISON, HILL & CO.
                                                    Certified Public Accountants

Salt Lake City, Utah
October 22, 2002






                                       F-2

<PAGE>

                   PREMIUM FINANCIAL SERVICES & LEASING, INC.
                                 BALANCE SHEETS
                                   (Unaudited)
<TABLE>
<CAPTION>

                                                                               September 30,        December 31,
                                                                                    2002                2001
                                                                             ------------------  ------------------
<S>                                                                          <C>                 <C>
ASSETS
Current Assets:
Cash and Cash Equivalents                                                    $            7,032  $           33,030

Fixed Assets:
Computer and Office Equipment                                                            26,767              26,767
Less Accumulated Depreciation                                                            (8,475)             (4,461)
                                                                             ------------------  ------------------

                                                                                         18,292              22,306
                                                                             ------------------  ------------------

Other assets - deposits                                                                       -              75,000
                                                                             ------------------  ------------------

     TOTAL ASSETS                                                            $           25,324  $          130,336
                                                                             ==================  ==================

LIABILITIES
Current Liabilities:
Accounts Payable                                                             $           15,033  $            2,932
Accrued Expenses                                                                              -                 151
Line of Credit                                                                           14,589                   -
Current portion of lease obligations                                                      3,792               4,071
Related Party Loans - Current                                                           113,753              85,943
                                                                             ------------------  ------------------

     Total Current Liabilities                                                          147,167              93,097
                                                                             ------------------  ------------------

Non-Current Liabilities:
Convertible Debentures                                                                   61,900                   -
Long-Term Debt - lease obligations                                                          875               7,045
                                                                             ------------------  ------------------

     Total Liabilities                                                                  209,942             100,142
                                                                             ------------------  ------------------
</TABLE>



                                       F-3

<PAGE>

                   PREMIUM FINANCIAL SERVICES & LEASING, INC.
                                 BALANCE SHEETS
                                   (Unaudited)
                                   (Continued)
<TABLE>
<CAPTION>

                                                                               September 30,        December 31,
                                                                                    2002                2001
                                                                             ------------------  ------------------
<S>                                                                          <C>                 <C>
STOCKHOLDERS EQUITY
Common Stock, Par Value $.001
     Authorized 100,000,000 shares, Issued
     5,000,000 and 4,000,000 at September 30, 2002
     and December 31, 2001                                                   $            5,000  $            4,000
Retained Earnings (Deficit)                                                            (189,618)             26,194
                                                                             ------------------  ------------------

     Total Stockholders' Equity                                                        (184,618)             30,194
                                                                             ------------------  ------------------

TOTAL LIABILITIES AND
 STOCKHOLDERS' EQUITY                                                        $           25,324  $          130,336
                                                                             ==================  ==================
</TABLE>




















                 See accompanying notes and accountants' report.

                                       F-4

<PAGE>

                   PREMIUM FINANCIAL SERVICES & LEASING, INC.
                            STATEMENTS OF OPERATIONS
                                   (Unaudited)
<TABLE>
<CAPTION>

                                          For the Three Months Ended              For the Nine Months Ended
                                                 September 30,                          September 30,
                                     -------------------------------------  --------------------------------------
                                           2002                2001                2002                2001
                                     -----------------  ------------------  ------------------  ------------------
<S>                                  <C>                <C>                 <C>                 <C>
REVENUES
Sales commissions                    $          73,558  $           70,927  $          203,567  $          341,619
                                     -----------------  ------------------  ------------------  ------------------

EXPENSES
   Selling & Marketing                          42,914              34,932             129,317             192,990
   General & Administrative                     72,428              38,744             198,884             126,882
                                     -----------------  ------------------  ------------------  ------------------

Net Income from Operations                     (41,784)             (2,749)           (124,634)             21,747
                                     -----------------  ------------------  ------------------  ------------------

Other Income (Expense)
   Interest Income (Expense)                    (5,940)                  -             (15,178)                  -
                                     -----------------  ------------------  ------------------  ------------------

NET INCOME (LOSS)                    $         (47,724) $           (2,749) $         (139,812) $           21,747
                                     =================  ==================  ==================  ==================

Earnings Per Share                   $          (0.01)  $                -  $           (0.06)  $             0.01
                                     =================  ==================  ==================  ==================
</TABLE>


















                 See accompanying notes and accountants' report.

                                       F-5

<PAGE>

                   PREMIUM FINANCIAL SERVICES & LEASING, INC.
                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                                                For the Nine Months Ended
                                                                                      September 30,
                                                                         ---------------------------------------
                                                                                2002                 2001
                                                                         -------------------   -----------------
<S>                                                                      <C>                   <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net Income (Loss)                                                     $          (139,812)  $          21,747

Adjustments to Reconcile Net Loss to Net
Cash Used in Operating Activities:
   Depreciation                                                                        4,014                   -

Changes in Operating Assets and Liabilities:
    Increase (Decrease) in Accounts Payable                                           12,101               3,867
    Increase (Decrease) in Accrued Expenses                                           14,560               1,848
    Increase (Decrease) in Line of Credit                                             14,589                   -
                                                                         -------------------   -----------------
Net Cash Provided by (Used in) Operating Activities                                  (94,548)             27,462
                                                                         -------------------   -----------------

CASH FLOWS FROM INVESTING ACTIVITIES:
    Purchase of Equipment                                                                  -             (26,547)
                                                                         -------------------   -----------------
Net Cash Used by Investing Activities                                                      -             (26,547)
                                                                         -------------------   -----------------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Proceeds from Convertible Debentures                                               60,000                   -
   Proceeds from Related Party Loans                                                  30,000                   -
   Proceeds Long-Term Debt                                                                 -              12,952
   AAA Distributions                                                                       -             (24,696)
   Payments on Long-term Debt                                                         (6,450)                  -
   Payments on Related Party Loans                                                   (15,000)                  -
                                                                         -------------------   -----------------
Net Cash Provided by (Used in) Financing Activities                                   68,550             (11,744)
                                                                         -------------------   -----------------

Net (Decrease) Increase in Cash and Cash Equivalents                                 (25,998)            (10,829)
Cash and Cash Equivalents at Beginning of Period                                      33,030              25,000
                                                                         -------------------   -----------------
Cash and Cash Equivalents at End of Period                               $             7,032   $          14,171
                                                                         ===================   =================

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the year for:
  Interest                                                               $            12,343   $               -
                                                                         -------------------   -----------------
  Franchise and income taxes                                             $                 -   $               -
                                                                         -------------------   -----------------
</TABLE>
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING
ACTIVITIES:
   None

                 See accompanying notes and accountants' report.

                                       F-6

<PAGE>
                   PREMIUM FINANCIAL SERVICES & LEASING, INC.
                         NOTES TO FINANCIAL STATEMENTS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Unaudited)

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

         This summary of accounting  policies for Premium  Financial  Services &
Leasing,  Inc. is presented to assist in understanding  the Company's  financial
statements.  The accounting  policies conform to generally  accepted  accounting
principles  and  have  been  consistently  applied  in  the  preparation  of the
financial statements.

Interim Reporting

         The unaudited financial statements as of September 30, 2002 and for the
nine month  period  then  ended  reflect,  in the  opinion  of  management,  all
adjustments  (which  include  only normal  recurring  adjustments)  necessary to
fairly  state the  financial  position  and results of  operations  for the nine
months.  Operating results for interim periods are not necessarily indicative of
the results which can be expected for full years.

Organization and Basis of Presentation

         The Company was incorporated  under the laws of the State of Wyoming on
July 11, 1997.  The Company  ceased all operating  activities  during the period
from July 11, 1997 to October 20, 1999 and was considered dormant.

         On April 8, 2002,  the Company  entered into an  acquisition  agreement
with Premium Financial Services & Leasing,  Inc., wherein,  Business to Business
acquired  Premium  Financial  Services  &  Leasing,   Inc.  in  exchange  for  a
controlling  interest in its shares of Common Stock.  Subsequently,  Business to
Business changed its name to Premium Financial Services & Leasing, Inc.

Nature of Business

         The Company is in the business of full service  leasing that is focused
on offering medium sized and small ticket-leasing programs to a national network
of brokers, vendors and end users.

Cash and Cash Equivalents

         For purposes of the statement of cash flows, the Company  considers all
highly liquid debt instruments purchased with a maturity of three months or less
to be cash equivalents to the extent the funds are not being held for investment
purposes.



                                       F-7

<PAGE>

                   PREMIUM FINANCIAL SERVICES & LEASING, INC.
                          NOTES TO FINANCIAL STATEMENTS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Continued)
                                   (Unaudited)

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

Pervasiveness of Estimates

         The  preparation of financial  statements in conformity  with generally
accepted  accounting  principles  required  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  revenues  and  expenses  during  the
reporting period. Actual results could differ from those estimates.

Depreciation

         Fixed assets are stated at cost.  Depreciation is calculated  primarily
using the straight-line  method over the estimated useful lives of the assets as
follows:


                     Asset                              Rate
------------------------------------------------  -----------------
Computer Equipment                                          5 years

         Maintenance  and  repairs are charged to  operations;  betterments  are
capitalized.  The  cost  of  property  sold  or  otherwise  disposed  of and the
accumulated  depreciation  thereon are eliminated  from the property and related
accumulated depreciation accounts, and any resulting gain or loss is credited or
charged to income.

Income Taxes

         For the year 2001, the Company has elected to be an "S-Corporation" and
is not subject to income tax. Income is taxed directly to the shareholders.

Revenue recognition

         The  Company's  primary  source of  revenue  is from  acting as a lease
broker.  Revenue is  recognized  from the sale or  assignment  of  sales-type or
direct  financing  leases  to third  parties  when the  lease is  funded  by the
purchaser.

Advertising Expense

         Advertising costs are expensed when the services are provided.

                                       F-8

<PAGE>

                   PREMIUM FINANCIAL SERVICES & LEASING, INC.
                          NOTES TO FINANCIAL STATEMENTS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Continued)
                                   (Unaudited)

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

Loss per Share

         The  reconciliations  of the numerators and  denominators  of the basic
loss per share computations are as follows:
<TABLE>
<CAPTION>
                                                                                                     Per-Share
                                                              Income              Shares               Amount
                                                              ------              ------               ------
                                                           (Numerator)         (Denominator)

                                                               For the Three Months Ended September 30, 2002
<S>                                                     <C>                           <C>        <C>
Basic Loss per Share
Loss to common shareholders                             $          (47,724)           5,000,000  $           (0.01)
                                                        ==================  ===================  ==================

                                                               For the Three Months Ended September 30, 2001
Basic Loss per Share
Loss to common shareholders                             $           (2,749)           4,000,000  $                -
                                                        ==================  ===================  ==================

                                                               For the Nine Months Ended September 30, 2002
Basic Loss per Share
Loss to common shareholders                             $         (139,812)           2,420,800  $           (0.06)
                                                        ==================  ===================  ==================

                                                               For the Nine Months Ended September 30, 2001
Basic Earnings per Share
Income to common shareholders                           $           21,747            4,000,000  $             0.01
                                                        ==================  ===================  ==================
</TABLE>

         The  effect  of   outstanding   common  stock   equivalents   would  be
anti-dilutive for September 30, 2002 and 2001 and are thus not considered.

Concentration of Credit Risk

         The  Company has no  significant  off-balance-sheet  concentrations  of
credit  risk such as foreign  exchange  contracts,  options  contracts  or other
foreign hedging arrangements.

Reclassification

         Certain   reclassifications  have  been  made  in  the  2001  financial
statements to conform with the September 30, 2002 presentation.

                                       F-9

<PAGE>

                   PREMIUM FINANCIAL SERVICES & LEASING, INC.
                          NOTES TO FINANCIAL STATEMENTS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Continued)
                                   (Unaudited)
NOTE 2 - INCOME TAXES

         As of  September  30,  2002,  the  Company  had a  net  operating  loss
carryforward for income tax reporting  purposes of  approximately  $189,000 that
may be offset against future taxable income through 2021. Current tax laws limit
the amount of loss  available to be offset  against future taxable income when a
substantial  change in  ownership  occurs.  Therefore,  the amount  available to
offset future taxable income may be limited. No tax benefit has been reported in
the financial statements, because the Company believes there is a 50% or greater
chance the  carry-forwards  will expire unused.  Accordingly,  the potential tax
benefits of the loss  carry-forwards are offset by a valuation  allowance of the
same amount.

NOTE 3 - DEPOSITS

         Deposits as of December  31,  2001,  include a $75,000  deposit paid in
contemplation of the May 21, 2002 purchase of Business to Business, Inc.

NOTE 4- LINE OF CREDIT

         The Company has a $50,000  line of credit  through  Farmers  Bank at an
interest rate of 7.25%.  As of September  30, 2002,  the Company owes $14,589 on
this line of credit.

NOTE 5 -  RELATED PARTY PAYABLES

         On December 4, 2001, an officer loaned the Company $75,000. The Company
shall repay $90,000 to the officer within 360 days of the date of the loan.

         On February 5, 2002, the father of the president of the Company, loaned
the  Company  $30,000.  Interest  at the  stated  prime  rate of  4.75% is being
accrued.

         Due to related  party at  September  30,  2002 and  December  31,  2001
consists of the following:
<TABLE>
<CAPTION>
                                               (Unaudited)
                                              September 30,         December 31,
                                            ------------------    -----------------
                                                   2002                 2001
                                            ------------------    -----------------
<S>                                         <C>                   <C>
Note payable to officer, unsecured          $           82,819    $          75,000
Note payable, related party                             30,934                    -
Advances, unsecured, non-interest
bearing, due on demand                                       -               10,943
                                            ------------------    -----------------

                                            $          113,753    $          85,943
                                            ==================    =================
</TABLE>


                                      F-10

<PAGE>

                   PREMIUM FINANCIAL SERVICES & LEASING, INC.
                          NOTES TO FINANCIAL STATEMENTS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Continued)
                                   (Unaudited)

NOTE 6 - LONG TERM DEBT

         Long-term liabilities of the Company at September 30, 2002 and December
31, 2001 consists of the following:
<TABLE>
<CAPTION>
                                                               (Unaudited)
                                                              September 30,        December 31,
                                                            -----------------    ----------------
                                                                  2002                 2001
                                                            -----------------    ----------------
<S>                                                         <C>                  <C>
Lease Payable to Bank, Due 7/13/04,
Interest 7.65%, secured by computer                         $           4,667    $         11,116

Less Current Portion                                                    3,792               4,071
                                                            -----------------    ----------------

          Total Long-Term Liability                         $             875    $          7,045
                                                            =================    ================
</TABLE>

NOTE 7- CONVERTIBLE DEBENTURES

         During 2002, the Company made an offering of 5,000 to 10,000 units that
consist of a $100, 10% Convertible  Debenture and common share purchase warrant.
The debenture  matures one year from closing,  unless  extended.  The debentures
will bear an annual interest rate of 10%, payable  semi-annually,  beginning six
months  from  closing  of the  offering,  payable in cash or common  stock.  The
debenture  will be  convertible  at the  holder's  option  at any time  prior to
maturity at a conversion  price of equal to 50% of the average  trading price of
Premium Financial Services & Leasing , Inc.'s shares over 20 consecutive trading
days. As of the date of this report the Company's  stock has not begun  trading.
As of June 30, 2002,  the Company has  $61,900,  including  accrued  interest in
convertible debentures.

NOTE 8 - CONTINGENCIES

         The Company at times will have agreements with a funding source to sell
certain  receivables with recourse.  In the event of the customer's  default the
company must repurchase the receivables from the funding source. As of September
30, 2002 and  December 31, 2001 the company is not  contingently  liable to such
receivables sold with recourse.

         The Company is a defendant  in a lawsuit.  In the opinion of  Company's
management, the lawsuit will not have a material adverse impact on the Company's
financial position, results of operations or cash flows.

                                      F-11


<PAGE>

                   PREMIUM FINANCIAL SERVICES & LEASING, INC.
                          NOTES TO FINANCIAL STATEMENTS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Continued)
                                   (Unaudited)

NOTE 9 - LEASES

         The Company leases  facilities and equipment  under various capital and
operating leases with expiration dates through 2006.

         The  Company  has  entered  into  a  lease  agreement  for  its  office
facilities.  The rental charges are  approximately  $1,400 per month.  The lease
expires in April 2006.  On January 14, 2002 the Company  entered into a sublease
for additional  office space. The rental charge ranges from $3,500 to $6,992 per
month expiring November 30, 2004.

         Equipment  capitalized  under  capital  leases had fair market value of
$16,342 as of June 30, 2000 (date of acquisition of the equipment and assumption
of the related  leases by the  Company).  Total  rental  expense was $25,500 and
$8,415 for the nine months  ended  September  30,  2002 and 2001,  respectively,
including rent under month-to month leases.

         Net  minimum  rental  commitments  under all  non-cancelable  operating
leases are as follows:
<TABLE>
<CAPTION>
                                                             Capital             Operating
                Year Ending December 31,                      Leases              Leases               Total
                                                        ------------------  -------------------  ------------------
<S>                       <C>                           <C>                 <C>                  <C>
                          2002                          $            4,755  $            59,038  $           63,793
                          2003                                       4,755               88,343              93,098
                          2004                                       2,379               98,947             101,326
                          2004                                           -               31,545              31,545
                          2005                                           -               16,800              16,800
                                                        ------------------  -------------------  ------------------

            Total minimum lease payments due                        11,889              294,673             306,562
           Less amounts representing interest                      (1,099)                    -             (1,099)
                                                        ------------------  -------------------  ------------------
                                                        $           10,790  $           294,673  $          305,463
                                                        ==================  ===================  ==================
</TABLE>

         The minimum  future lease payments under these leases for the next five
years are:

<TABLE>
<CAPTION>
       Twelve Months
    Ended December 31,                                  Real Property          Equipment
-------------------------                             -------------------  ------------------

<S>      <C>                                          <C>                  <C>
         2002                                         $            51,300  $           12,493
         2003                                                      72,741              20,357
         2004                                                      93,712               7,614
         2005                                                      16,800              14,745
         2006                                                      16,800                   -
                                                      -------------------  ------------------
         Total minimum future lease payments          $           251,353  $           55,209
                                                      ===================  ==================
</TABLE>

                                      F-12
<PAGE>

                   PREMIUM FINANCIAL SERVICES & LEASING, INC.
                          NOTES TO FINANCIAL STATEMENTS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Continued)
                                   (Unaudited)


NOTE 9 - LEASES (Continued)

The leases generally  provides that insurance,  maintenance and tax expenses are
obligations  of the  Company.  It is  expected  that  in the  normal  course  of
business,  leases  that  expire  will be renewed or  replaced by leases on other
properties.

NOTE 10- MERGER / ACQUISITION

         On May 21, 2002, the Company  finalized a merger agreement with Premium
Financial Services & Leasing, Inc. (Indiana).  As a result, the Company acquired
the  business  and  operations  of Premium  Financial  Services & Leasing,  Inc.
(Indiana),  in exchange  for the issuance of a  controlling  interest in Premium
Financial Services & Leasing, Inc. (Wyoming) shares to the former shareholder of
Premium Financial Services & Leasing, Inc. (Indiana).  Under the Plan of Merger,
4,000,000  shares of Common  Stock  were  issued to the  former  shareholder  of
Premium Financial Services & Leasing,  Inc. (Indiana),  increasing the number of
shares  outstanding to 5,000,000.  Merger expenses of $75,000 were recorded as a
decease to retained earnings (deficit).

         The merger was recorded as a recapitalization.  In connection with this
recapitalization, the number of shares outstanding prior to the merger have been
restated  to  their  post  merger  equivalents  (increased  from 100  shares  to
4,000,000)  and the par value of the Common  Stock  changed from no par value to
$.001. All references in the accompanying  financial statements to the number of
Common  shares and  per-share  amounts  for 2001 and 2000 have been  restated to
reflect the equivalent number of post merger shares.

















                                      F-13

<PAGE>



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

         This  discussion  should  be  read  in  conjunction  with  Management's
Discussion and Analysis of Financial  Condition and Results of Operations in the
Company's annual report on Form 10-KSB for the year ended December 31, 2001.

Plan of Operation

         The  Company  was  organized  under the laws of the state of Wyoming on
July 11, 1997 under the name  Business to Business,  Inc. On April 8, 2002,  the
Company entered into an acquisition  agreement with Premium Financial Services &
Leasing,  Inc.  of  Indiana  to  acquire  Premium  Financial  and its assets and
liabilities.  Our  shareholders  approved the  acquisition  and we completed the
Acquisition  on May 21,  2002.  Premium  Financial  was  originally  founded  in
September 1995 in Indiana. As a result of the Acquisition,  we issued 4,000,0000
shares of our common stock to the shareholder of Premium  Financial.  On May 31,
2002 we filed  articles  of  amendment  to change our name to Premium  Financial
Services & Leasing,  Inc.  pursuant to the closing of the acquisition of Premium
Financial.

         Prior to the  acquisition we had no assets or business  operations.  We
are engaged in the leasing and finance with a focus on offering medium sized and
small ticket leasing programs to a national network of brokers,  vendors and end
users.  Our  financing  solutions  allow  businesses  the ability to acquire the
capital needed to facilitate equipment acquisition, whether the equipment is new
or used.

         Premium Financial  Services & Leasing's primary objective is to provide
its national network of banking  institutions with exclusively  tailored leasing
clearinghouse services. To date, it has been able to facilitate  lease-financing
deals up to $10,000,000.  Moreover, it has the ability to fund lease initiatives
up to $75,000 without the need for financials or tax return  documentation  from
the lessee. Premium Financial's specific strategy is to:

         o        Attend  to the  special  funding  requirements  that  national
                  lender's are  currently  unable to address  towards  small and
                  medium sized businesses as well as start-up's.
         o        Increase  marketing  efforts  in  the  areas  of  direct  mail
                  campaigns,   trade  show   arenas   and  local  and   national
                  advertising.
         o        Capitalize and expand upon its national network.
         o        Provide leasing and financing products in all categories.
         o        Establish the top product development team in the business.
         o        Channel marketing investments towards awareness.
         o        Offer   the   best    financing    products   to   entry-level
                  organizations.
         o        Create innovative and interactive financial service processes.
         o        Take  advantage  of its  abilities  to deliver high volume and
                  gross profit  margins with minimal  incurred costs in order to
                  invigorate marketing directions.

         Premium Financial Services & Leasing's business plan projects expansion
through  acquisitions  funded mostly with stock but requiring some cash expenses
and consideration. Premium

                                      F-14

<PAGE>



Financial  Services & Leasing will need to raise additional funds through public
or private debt or equity financing in order to:

         o        take advantage of anticipated opportunities or acquisitions of
                  complementary assets, technologies or businesses;
         o        develop new products; or
         o        respond to unanticipated competitive pressures.

         The future success of Premium  Financial  Services & Leasing depends in
large part on its ability to manage any achieved growth in its business. For its
business plan to succeed, Premium Financial Services & Leasing will need:

         o        to expand its business with new and current customers;
         o        to develop and offer successful new products and services;
         o        to retain key employees and hire new employees; and
         o        to ensure that any future  business  that may be  developed or
                  acquired will perform in a satisfactory manner.

         These  activities  are  expected to place a  significant  strain on the
Company's resources. Also, Premium Financial Services & Leasing cannot guarantee
that any of these will occur or that Premium  Financial  Services & Leasing will
succeed in managing the results of any success in its business plan.

Results of Operations

         The Company had $73,558 and  $203,567 in sales and sales  revenues  for
the three and nine months ended  September 30, 2002 and $70,927 and $341,619 for
the three and nine months ended September 30, 2001. Revenues consisted primarily
of fees collected for the management and sale of leasing agreements.

         The Company had $42,914 and $129,317 in selling and marketing  expenses
for the three and nine months ended  September  30, 2002 compared to $34,932 and
$192,990 for the three and nine months  ended  September  30, 2001.  General and
administrative  expenses were $72,428 and $198,884 for the three and nine months
ended  September 30, 2002 and $38,744 and $126,883 for the three and nine months
ended September 30, 2001.

         The Company  recorded a net loss of ($47,724)  and  ($139,812)  for the
three and nine months  ended  September  30, 2002  compared to (loss)  income of
($2,749)  and  $21,747  for the same  periods  in 2001.  The net loss in 2002 is
partly  attributable  with the merger  between  Business to Business and Premium
Financial Services and Leasing (Indiana).

Capital Resources and Liquidity

         At September 30, 2002,  the Company had total current  assets of $7,032
and total assets of $25,324 as compared to $33,030  current  assets and $130,336
total assets at December 31, 2001. The Company had a net working capital deficit
of $140,135 and $60,067 at September 30, 2002 and December 31, 2001.

                                      F-15

<PAGE>



         Net  stockholders'  equity  (deficit) in the Company was ($184,618) and
$30,194 as of September 30, 2002 and December 31, 2001.

                           PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

None.

ITEM 2.  CHANGES IN SECURITIES

None/Not Applicable.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

None/Not Applicable.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDERS

None/Not Applicable.

ITEM 5.  OTHER INFORMATION

None.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)      EXHIBITS

         The  following  documents  are filed  herewith or have been included as
exhibits to previous filings with the Commission and are incorporated  herein by
this reference:

         Exhibit No.       Exhibit

         2.1      Acquisition Agreement between Registrant and Premium Financial
                  (1)

         3        Articles of Incorporation (2)

         3.2      Bylaws (2)

         3.1      Amended Articles of Incorporation (2)

         99.1     Certification  Pursuant  to 18  U.S.C.  ss  1350,  As  Adopted
                  Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*

         99.2     Certification  Pursuant  to 18  U.S.C.  ss  1350,  As  Adopted
                  Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*

                                      F-16

<PAGE>




(1)      Incorporated  herein  by  reference  from  Registrant's  Schedule  14C,
         Registration Statement, dated May 2, 2002

(2)      Incorporated  herein  by  reference  from  Registrant's  Form  10SB12G,
         Registration Statement, dated December 17, 1999

*        Filed within


(b)      Reports on Form 8-K.

         None



                                   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.

                                    Premium Financial Services & Leasing, Inc.


October 23, 2002                                  /s/ Michael Gooch
                                                  -----------------------
                                                  Michael Gooch
                                                  President, CEO and Director
                                                  (Principal Executive Officer)


October 23, 2002                                  /s/ Dennis Kluzke
                                                  -----------------------
                                                  Dennis Kluzke
                                                  CFO and Director
                                                  (Principal Financial Officer)












                                      F-17

<PAGE>



I,       Michael Gooch, certify that:

         1. I have  reviewed  this  quarterly  report on form  10-qsb of Premium
Financial Services & Leasing, Inc.

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

         3. Based on my knowledge, the financial statements, and other financial
information  included in this quarterly  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 quarterly report.

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

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

         B)       evaluated the  effectiveness  of the  registrant's  disclosure
                  controls and  procedures  as of a date within 90 days prior to
                  the filing  date of this  quarterly  report  (the  "evaluation
                  date"); and

         C)       presented in this quarterly  report our conclusions  about the
                  effectiveness of the disclosure  controls and procedures based
                  on our evaluation as of the evaluation date;

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

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

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

         6. The registrant's  other certifying  officers and I have indicated in
this quarterly 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: October 23, 2002


/S/ Michael Gooch
President, CEO and Director
(Principal Executive Officer)


                                      F-18

<PAGE>



I,       Dennis Kluzke, certify that:

         1. I have  reviewed  this  quarterly  report on form  10-qsb of Premium
Financial Services & Leasing, Inc.

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

         3. Based on my knowledge, the financial statements, and other financial
information  included in this quarterly  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 quarterly report.

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

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

         B)       evaluated the  effectiveness  of the  registrant's  disclosure
                  controls and  procedures  as of a date within 90 days prior to
                  the filing  date of this  quarterly  report  (the  "evaluation
                  date"); and

         C)       presented in this quarterly  report our conclusions  about the
                  effectiveness of the disclosure  controls and procedures based
                  on our evaluation as of the evaluation date;

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

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

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

         6. The registrant's  other certifying  officers and I have indicated in
this quarterly 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: October 23, 2002


/S/ Dennis Kluzke
CFO and Director
(Principal Financial Officer)

                                      F-19