# 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, 2003.

[  ]  Transition  report  under  Section  13 or  15(d)  of the  Securities
         Exchange  Act of 1934  for the  transition  period
         from ____________ to ____________               .

``

``

|                                | 
|------------------------------- | 
|Florida                         | 
|(State or other jurisdiction of | 
|incorporation or organization)  | 

``

``

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

The number of outstanding shares of the registrant's  common stock,  $0.001
par  value  (the  only  class of  voting  stock),  as of  November 14, 2003 was
8,852,269.

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TABLE OF CONTENTS



|                  |                                                             |                                                                                                                                                      |    |      |   | 
|----------------- | ----------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------- | -- | ---- | - | 
|                  |                                                             |                                                                                                                                                      |    | Page
|                  |                                                             |                                                                                                                                                      |    |     
|PART I.           |                                                             |                                                                                                                                                      |    |     
|                  | ITEM 1. FINANCIAL STATEMENTS                                |                                                                                                                                                      |    | 3    |  
|                  |                                                             | Unaudited Balance Sheet as of September 30, 2003                                                                                                     |    |      | 4 | 
|                  |                                                             | Unaudited
      Statement of Operations for the three and nine month periods ending September 30, 2003 and 2002 and from inception to September 2003 |    |      | 5 | 
|                  |                                                             | Unaudited
      Statement of Cash Flows for the nine months ended September 30, 2003 and 2002 and the period from inception to September 30, 2003    |    |      | 6 | 
|                  |                                                             | Notes to Unaudited Financial Statements                                                                                                              |    |      | 7 | 
|                  |                                                             |                                                                                                                                                      |    |      |   | 
|                  | ITEM 2. MANAGEMENT'S PLAN OF OPERATION                      |                                                                                                                                                      |    | 9    |  
|                  | ITEM 3. CONTROLS AND PROCEDURES                             |                                                                                                                                                      |    | 9    |  
|PART II.          |                                                             |                                                                                                                                                      |    |     
|                  | ITEM 2. CHANGES IN SECURITIES                               |                                                                                                                                                      |    | 10   |  
|                  | ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS |                                                                                                                                                      |    | 11   |  
|                  | ITEM 5. OTHER INFORMATION                                   |                                                                                                                                                      |    | 12   |  
|                  | ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K                    |                                                                                                                                                      |    | 12   |  
|                  | SIGNATURES                                                  |                                                                                                                                                      |    | 13   |  
|INDEX TO EXHIBITS |                                                             |                                                                                                                                                      | 14 |     





---

# PART I

# ITEM 1. FINANCIAL
STATEMENTS

As used herein, the term
Company refers to ASP Ventures Corp., a Florida corporation and its
predecessors, unless otherwise indicated. Unaudited interim financial statements including
a balance sheet for the Company as of the quarter ended 30 September 2003, statement of
operations and statement of cash flows for the interim period up to the date of such
balance sheet and the period since inception are attached hereto as pages 4 through 7 and
are incorporated herein by this reference.

---

ASP VENTURES CORP.

(A Development Stage
Company)

UAAUDITED BALANCE SHEET

September 30, 2003

`ASSETS

Current assets - cash                                                                    $               247
                                                                                            -----------------

   Total assets                                                                          $               247
                                                                                            =================

                LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities:

 Accounts payable and accrued expenses                                                   $           159,170
 Note payable                                                                                         10,000
                                                                                            -----------------

  Total current liabilities                                                                          169,170
                                                                                            -----------------


Commitments                                                                                 -

Stockholders' deficit:
 Common stock, $.001 par value, 50,000,000 shares
  authorized, 8,852,269 shares issued and outstanding                                                  8,852
 Additional paid-in capital                                                                          999,830
 Deficit accumulated during the development stage                                                (1,177,605)
                                                                                            -----------------

  Total stockholders' deficit                                                                      (168,923)
                                                                                            -----------------

  Total liabilities and stockholders' deficit                                            $               247
                                                                                            =================`

---

ASP VENTURES CORP.

(A Development Stage
Company)

UNAUDITED STATEMENT OF
OPERATIONS

`Three Months Ended                        Nine Months Ended
                                                                     September 30,                             September 30,                   Cumulative
                                                          -------------------------------------     ------------------------------------
                                                                2003                2002                 2003                2002               Amounts
                                                          -----------------    ----------------     ----------------    ----------------     ---------------


Revenue                                               $                  -                   -                    -                   -                   -

General and administrative costs                                    45,124              28,533              145,230             128,626           1,177,605
                                                          -----------------    ----------------     ----------------    ----------------     ---------------

          Loss before income taxes                                (45,124)            (28,533)            (145,230)           (128,626)         (1,177,605)



Provision for income taxes                                               -                   -                    -                   -                   -
                                                          -----------------    ----------------     ----------------    ----------------     ---------------

          Net loss                                    $           (45,124)            (28,533)            (145,230)           (128,626)         (1,177,605)
                                                          =================    ================     ================    ================     ===============



Loss per common share - basic and diluted             $              (.01)               (.01)               (0.03)              (0.03)
                                                          =================    ================     ================    ================

Weighted average common shares -
  basic and diluted                                              5,540,000           4,211,000            5,104,000           3,823,000
                                                          =================    ================     ================    ================`

---

ASP VENTURES CORP.

(A Development Stage Company)

UNAUDITED STATEMENT OF
CASH FLOWS

`Nine Months Ended
                                                                              September 30,                  Cumulative
                                                                   ------------------------------------
                                                                        2003                2002               Amounts
                                                                   ----------------    ----------------    ----------------
Cash flows from operating activities:
 Net loss                                                      $         (145,230)           (128,626)         (1,177,605)
 Adjustments to reconcile net loss to net cash
  used in operating activities:

  Stock compensation expense                                                11,500                   -             105,347
  Increase in accounts payable
            and accrued expenses                                           102,993             120,996             512,662
                                                                   ----------------    ----------------    ----------------


  Net cash used in operating activities                                   (30,737)             (7,630)           (559,596)
                                                                   ----------------    ----------------    ----------------


Cash flows from investing activities:                                            -                   -                   -
                                                                   ----------------    ----------------    ----------------

Cash flows from financing activities:

 Proceeds from notes payable                                                     -              10,000             141,843

 Issuance of common stock                                                   30,000                   -             418,000
                                                                   ----------------    ----------------    ----------------

  Net cash provided by financing activities                                 30,000              10,000             559,843
                                                                   ----------------    ----------------    ----------------


  Net increase (decrease) in cash                                            (737)               2,370                 247


Cash, beginning of period                                                      984               1,030                   -
                                                                   ----------------    ----------------    ----------------
Cash, end of period                                            $
                                                                               247               3,400                 247
                                                                   ================    ================    ================`

---

ASP VENTURES CORP.

(A Development Stage Company)

NOTES TO UNAUDITED
FINANCIAL STATEMENTS

September 30, 2003

# Note 1  Basis of
Presentation

The accompanying unaudited condensed
financial statements have been prepared by management in accordance with the instructions
in Form 10-QSB and, therefore, do not include all information and footnotes required by
generally accepted accounting principles and should, therefore, be read in conjunction
with the Companys Form 10-KSB for the year ended December 31, 2002, filed with the
Securities and Exchange Commission. These statements do include all normal recurring
adjustments which the Company believes necessary for a fair presentation of the
statements. The interim operations results are not necessarily indicative of the results
for the full year ended December 31, 2003.

# Note 2  Additional
Footnotes Included By Reference

Except as indicated in Notes above,
there have been no other material changes in the information disclosed in the notes to the
financial statements included in the Companys Form 10-KSB for the year ended
December 31, 2002, filed with the Securities and Exchange Commission. Therefore, those
footnotes are included herein by reference.

# Note 3  Going
Concern

At September 30, 2003 the Company has
incurred losses since inception as well as negative cash flow from operations. These
conditions raise substantial doubt about the ability of the Company to continue as a going
concern. The financial statements do not include any adjustments that might result for the
outcome of this uncertainty.

The Companys ability to
continue as a going concern is subject to achieving profitable operations and/or obtaining
necessary funding from outside sources. There can be no assurance that the Company will be
successful.

# Note 4  Related
Party Transactions

The Company had accounts payable to
shareholders of the Company of $76,250 at September 30, 2003.

The Company incurred management fees
to a company controlled by a director of the Company of $10,957 and $4,276 during the nine
months ended September 30, 2003 and 2002 respectively.

The Company incurred consulting fees
to a shareholder of the Company of $45,000 during the nine months ended September 30,
2003.

# Note 5 
Supplemental Cash Flow Information

During the nine months ended
September 30, 2003:

o The Company issued 230,000 shares
of common stock for consulting services valued at $11,500.

---

o The Company issued 530,954 shares of common stock in exchange for accounts payable and a
note payable of $133,634 and $131,843 respectively.

o The Company issued 3,312,500 shares
of common stock in exchange for accounts payable of $66,250.

During the nine months ended
September 30, 2002, the Company issued 1,061,878 shares of common stock in exchange for
accounts payable of $153,608.

# Note 6  Rescission
of Stock Exchange Agreement

On July 7, 2003, the Company closed a
Stock Exchange Agreement with Elite Jet, Inc., Elite Property, Inc. and Elite Yachts, Inc.
(collectively Elite) wherein the Company agreed to issue to the shareholders of Elite,
11,771,860 shares of common stock in exchange for all the issued and outstanding shares of
Elite. On September 25, the Company and the shareholders of Elite entered into a Mutual
Rescission of Stock Exchange Agreement whereby the shareholders of Elite agreed to rescind
the original Stock Exchange Agreement effective as of July 7, 2003 and to cancel all
11,771,860 of the Companys common stock in exchange for the return of shares of
Elite.

---

# ITEM 2.

# MANAGEMENTS PLAN
OF OPERATION

When used in this discussion, the
words believes, anticipates, expects, 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, hat 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 occurrence of unanticipated
events. Readers are also urged to carefully review and consider the various disclosures
made by the Company that attempt to advise interested parties of the factors which affect
the Companys business, in this report, as well as the Companys periodic
reports on Forms 10-KSB, 10-QSB and 8-K filed with the Securities and Exchange Commission.

# Plan of Operation

The Companys plan of operation
for the coming year is to identify and acquire a favorable business opportunity. The
Company does not plan to limit its options to any particular industry, but will evaluate
each opportunity on its merits. Management believes that the Company has sufficient
resources to meet the anticipated needs of the Companys operations through at least
the calendar year ending December 31, 2003 though there can be no assurances to that
effect, as the Company has no revenues and its need for capital may change dramatically if
it acquires an interest in a business opportunity during that period. Further, the Company
has no plans to raise additional capital through private placements or public registration
of its securities until a merger or acquisition candidate is identified though it may rely
on loans from shareholders for capital, as required, to maintain its continuous disclosure
requirements. However, the Company expects that if no acquisition candidate is found
within the next twelve months that its current minimal operating requirements will not be
met.

The Company has not yet entered into
any agreement, nor does it have any commitment or understanding to enter into or become
engaged in any transaction, as of the date of this filing. Any decision to participate in
a specific business opportunity will be made based upon a Company analysis of the merits
of the prospective business based on objective criteria.

# ITEM 3. CONTROLS AND
PROCEDURES

The Companys president acts
both as the Companys chief executive officer and chief financial officer and is
responsible for establishing and maintaining disclosure controls and procedures for the
Company.

(a) Evaluation of
Disclosure Controls and Procedures

Based on his evaluation as of
September 30, 2003, the chief executive officer and chief financial officer has concluded
that the Companys disclosure controls and procedures (as defined in Rule 13a-14(c)
and 15d-15(e) of the Securities Exchange Act of 1934, as amended) are effective to ensure
that information required to be disclosed by the Company in reports that the Company files
or submits under the Securities Exchange Act, as amended is recorded, processed,
summarized and reported within the time periods specified in the rules and forms of the
Securities and Exchange Commission.

---

(b) Changes in Internal
Controls

Based on his evaluation as of
September 30, 2003, the chief executive officer and chief financial officer has concluded
that there were no significant changes in the Companys internal controls over
financial reporting or in any other areas that could significantly affect the
Companys internal controls subsequent to the date of his most recent evaluation,
including any corrective actions with regard to significant deficiencies and material
weaknesses.

# PART II

# ITEM 2. CHANGES IN
SECURITIES

On July 7, 2003 the Company
authorized the issuance of 9,771,860 shares of common stock to Scott Walker in exchange
for his 80% interest in the shares of Elite Jet, Inc., Elite Properties, Inc. and Elite
Yachts, Inc. (collectively Elite Companies) pursuant to the terms of a stock
exchange agreement, relying on exemptions provided by Section 4(2) of the Securities Act
of 1933, as amended (Securities Act). The issuance of common stock to Mr.
Walker was rescinded by mutual agreement on September 25, 2003.

The Company made this offering based
on the following factors: (1) the issuance was an isolated private transaction by the
Company which did not involve a public offering; (2) there was only one offeree who was
issued the Companys stock in exchange for an 80% interest in the Elite Companies;
(3) the offeree stated an intention not to resell the stock and has continued to hold it
since it was acquired; (4) there were no subsequent or contemporaneous public offerings of
the stock; (5) the stock was not broken down into smaller denominations; and (6) the
negotiations that lead to the issuance of the stock took place directly between the
offeree and the Company.

On July 7, 2003 the Company
authorized the issuance of 2,000,000 shares of common stock to Cindy Estes in exchange for
her 20% interest in the shares of the Elite Companies pursuant to the terms of a stock
exchange agreement, relying on exemptions provided by Section 4(2) of the Securities Act.
The issuance of common stock to Ms. Estes was rescinded by mutual agreement on September
25, 2003.

The Company made this offering based
on the following factors: (1) the issuance was an isolated private transaction by the
Company which did not involve a public offering; (2) there was only one offeree who was
issued the Companys stock in exchange for an 20% interest in the Elite Companies;
(3) the offeree stated an intention not to resell the stock and has continued to hold it
since it was acquired; (4) there were no subsequent or contemporaneous public offerings of
the stock; (5) the stock was not broken down into smaller denominations; and (6) the
negotiations that lead to the issuance of the stock took place directly between the
offeree and the Company.

On September 30, 2003 the Company
authorized the issuance of 2,250,000 shares of common stock to Shafiq Nazerali in exchange
for debt settlement in the amount of $45,000 incurred as the result of consulting services
rendered pursuant to the terms of a debt settlement agreement, relying on exemptions
provided by Section 4(2) and Regulation S of the Securities Act.

---

The Company made this offering based
on the following factors: (1) the issuance was an isolated private transaction by the
Company which did not involve a public offering; (2) there was only one offeree who was
issued the Companys stock in exchange for debt settlement; (3) the offeree stated an
intention not to resell the stock and has continued to hold it since it was acquired; (4)
there were no subsequent or contemporaneous public offerings of the stock; (5) the stock
was not broken down into smaller denominations; and (6) the negotiations that lead to the
issuance of the stock took place directly between the offeree and the Company.

Regulation S provides generally that
any offer or sale that occurs outside of the United States is exempt from the registration
requirements of the Securities Act, provided that certain conditions are met. Regulation S
has two safe harbors. One safe harbor applies to offers and sales by issuers, securities
professionals involved in the distribution process pursuant to contract, their respective
affiliates, and persons acting on behalf of any of the foregoing (the issuer safe
harbor), and the other applies to resales by persons other than the issuer,
securities professionals involved in the distribution process pursuant to contract, their
respective affiliates (except certain officers and directors), and persons acting on
behalf of any of the forgoing (the resale safe harbor). An offer, sale or
resale of securities that satisfied all conditions of the applicable safe harbor is deemed
to be outside the United States as required by Regulation S. The distribution compliance
period for shares sold in reliance on Regulation S is one year.

The Company complied with the
requirements of Regulation S by having no directed selling efforts made in the United
States, by selling only to an offeree who was outside the United States at the time the
settlement agreement originated, and ensuring that the person to whom the stock was issued
was a non-U.S. person with an address in a foreign country.

On September 30, 2003 the Company
authorized the issuance of 1,062,500 shares of common stock to Zmax Capital Corp. in
exchange for debt settlement in the amount of $21,250 incurred as the result of office
space provided to the Company pursuant to the terms of a debt settlement agreement,
relying on exemptions provided by Section 4(2) and Regulation S of the Securities Act.

The Company made this offering based
on the following factors: (1) the issuance was an isolated private transaction by the
Company which did not involve a public offering; (2) there was only one offeree who was
issued the Companys stock in exchange for debt settlement; (3) the offeree stated an
intention not to resell the stock and has continued to hold it since it was acquired; (4)
there were no subsequent or contemporaneous public offerings of the stock; (5) the stock
was not broken down into smaller denominations; and (6) the negotiations that lead to the
issuance of the stock took place directly between the offeree and the Company.

The Company complied with the
requirements of Regulation S by having no directed selling efforts made in the United
States, by selling only to an offeree who was outside the United States at the time the
settlement agreement originated, and ensuring that the person to whom the stock was issued
was a non-U.S. person with an address in a foreign country.

# ITEM 4. SUBMISSION OF
MATTERS TO A VOTE OF SECURITY HOLDERS

Shareholders Action in Lieu of an
Extraordinary Special Meeting of Shareholders was held on July 9, 2003 to consider an
amendment to the Companys articles of incorporation to permit a Company name change
from ASP Ventures Corp. to Elite Corporation and to consider a
further amendment to the Companys articles of incorporation to permit an increase in
the authorized share capital of the Company from 50,000,000 authorized common shares par
value $0.001 to 200,000,000 common shares par value $0.001.

---

The consent resolutions were approved
by 11,771,860 or 68% of the issued and outstanding shares entitled to act on the matters
presented.

The Companys board of directors
has not acted to effect the name change or increase in the number of authorized common
shares due to the rescission of the acquisition of the Elite Companies and the
cancellation effective July 7, 2003 of the shares voted to effect the name change and
increase in authorized common stock.

The shareholder action did not
involve the election of directors.

# ITEM 5. OTHER INFORMATION

On September 25, 2003 the Company
executed an agreement with Scott Walker and Cindy Estes to rescind the stock exchange
agreement dated July 7, 2003 in connection with the acquisition of the Elite Companies.
The decision to rescind the stock exchange agreement was based upon in an inability of the
Elite Companies to produce audited financial statements in accordance with the rules and
regulations of the Securities Exchange Act of 1934, as amended.

The mutual rescission agreement
required the shareholders of the Elite Companies to return to the Company 11,771,860
shares of the Companys common stock for cancellation in exchange for a return of
shares in the Elite Companies. The rescission was dated effective as of the date of the
original stock exchange agreement.

# ITEM 6. EXHIBITS AND
REPORTS ON FORM 8-K

|(a) |  | Exhibits Exhibits required to be attached by Item 601 of Regulation S-B
               are listed in the Index to Exhibits on page 14 this Form 10-QSB, and are
               incorporated herein by this reference.
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(b) |  | Reports on Form 8-K. The Company filed the following reports on Form 8-K
               during the period covered by this report.
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------

|(1) | On July 23, 2003, the Company disclosed the closing of a stock exchange
                    agreement to acquire the Elite Companies, the resultant change in control of the
                    Company and the appointment of new directors and officers.
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(2) | On September 26, 2003, the Company disclosed the rescission of the stock
                    exchange agreement to acquire the Elite Companies, the terms of the agreement to
                    rescind the acquisition of the Elite Companies, the resignation of certain
                    directors and officers, and the appointment of a new director and officer.
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

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# SIGNATURES

In accordance with the requirements
of the Securities Exchange Act, the registrant caused this report to be signed on its
behalf by the undersigned, hereunto duly authorized, this 14th day of November,
2003.

# ASP VENTURES CORP.

/s/ Ross Wilmot

Ross Wilmot

Chief Executive Officer,
Chief Financial Officer, and Director

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### INDEX TO EXHIBITS

|Exhibit No. | Page No. | Description                                                                                                                                                                                                                                                                                                                
|----------- | -------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|3(i)(a)     | *        | Articles of  Incorporation  of the Company  (incorporated by reference to the Form 10-SB filed with
                                    the Securities and Exchange Commission on December 21, 1999).                                                                                                                      
|3(i)(b)     | *        | Amended  Articles of  Incorporation  of the Company  (incorporated  by  reference to the Form 10-SB
                                    filed with the Securities and Exchange Commission on December 21, 1999).                                                                                                           
|3(ii)       | *        | Bylaws of the Company  (incorporated  by reference to the Form 10-SB filed with the  Securities and
                                    Exchange Commission on December 21, 1999).                                                                                                                                         
|10(i)       | *        | Debt  Settlement  Agreement  between  the  Company  and  Zmax  Capital  Corp.  dated  May  1,  2003
                                    (incorporated by reference to the Form 10-QSB filed with the Securities and Exchange  Commission on
                                    May 15, 2003).                             
|10(ii)      | *        | Debt Settlement  Agreement between the Company and Shafiq Nazerali dated May 1, 2003 filed with the
                                    Securities and Exchange     Commission on May 15, 2003)                                                                                                                            
|10(iii)     | *        | Debt Settlement  Agreement  between the Company and Zmax Capital Corp. dated May 1, 2003 filed with
                                    the Securities and Exchange     Commission on May 15, 2003).                                                                                                                       
|10(iv)      | *        | Stock  Exchange  Agreement  between  the  Company  and the  Elite  Companies  dated  June  5,  2003
                                    (incorporated  by reference to the Form 8-K filed with the  Securities  and Exchange  Commission on
                                    July 23, 2003).                            
|10(v)       | *        | Mutual  Rescission of Stock Exchange  Agreement  between the Company and the Elite  Companies dated
                                    September  25,  2003  (incorporated  by  reference  to the Form 8-K filed with the  Securities  and
                                    Exchange Commission on September 26, 2003).
|10(vi)      | Attached | Debt Settlement Agreement between the Company and Shafiq Nazerali dated September 30, 2003.                                                                                                                                                                                                                                
|10(vii)     | Attached | Debt Settlement Agreement between the Company and Zmax Capital Corp. dated September 30, 2003.                                                                                                                                                                                                                             
|31          | Attached | Certification of the Chief Executive Officer and Chief Financial Officer pursuant to
       Rule 13a-14 of the Securities and Exchange Act of 1934 as amended, as adopted
       pursuant to Section 302 of the Sarbanes-Oxley Act of 2002                                                                                 
|32          | Attached | Certification of the Chief Executive Officer and Chief Financial Officer
      pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the
      Sarbanes-Oxley Act of 2002.