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


                                   FORM 10-QSB

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


                  For the quarterly period ended March 31, 2003
                                                 --------------


                         Commission File No.33-55254-42


                        QUANTITATIVE METHODS CORPORATION
           (Name of small business issuer as specified in its charter)


           NEVADA                                       87-0485310
(State or other jurisdiction of            (I.R.S. Employer Identification No.)
incorporation or organization)

54 Chemin Seize Arpents, Morin Heights (Quebec) Canada            J0R 1H0
(Address of principal executive offices)                     (Postal Code)

Issuer's telephone number, including area code:      (450) 226-2622


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. [X] Yes [ ]No

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

              Class                         Outstanding  as of March 31,  2003
$.001 PAR VALUE CLASS A COMMON  STOCK               10,300,000 SHARES

                      DOCUMENTS INCORPORATED BY REFERENCE
                           8-K dated January 15, 2003
                           8-K/A dated April 11, 2003






<PAGE>



                        QUANTITATIVE METHODS CORPORATION

                           FORM 10-QSB/MARCH 31, 2003

                                TABLE OF CONTENTS




General                                                                  1
Index                                                                    2


PART I - FINANCIAL INFORMATION

     Item 1. -  Consolidated Financial Statements:

       Balance Sheets -
             March 31, 2003 (Unaudited) and December 31, 2002 (Audited)  3

       Statements of Operations - (Unaudited)
         Three Months ended March 31, 2003 and 2002
                and from Date of Inception to March 31, 2003             4

       Statements of Cash Flows - (Unaudited)
             Three Months ended March 31, 2003 and 2002
         and from Date of Inception to March 31, 2003                    5

       Notes to Consolidated Financial Statements                        6


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

     Item 3 - Controls and Procedures                                    12

PART II - OTHER INFORMATION

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

Signature                                                                13
Certification                                                            14-15





<PAGE>



                          PART I FINANCIAL INFORMATION

ITEM 1. - Financial Statements

                 QUANTITATIVE METHODS CORPORATION AND SUBSIDIARY
                          (A Development Stage Company)
                           CONSOLIDATED BALANCE SHEETS
                         (expressed in Canadian dollars)

<TABLE>
<CAPTION>
                                                                      March 31,               December 31,
                                                                        2003                      2002
                                                                  ----------------           ---------------
                                                                     (Unaudited)                (Audited)
ASSETS
     CURRENT ASSETS
<S>                                                               <C>                        <C>
         Cash                                                     $              0           $             0
                                                                     -------------             -------------

                           TOTAL CURRENT ASSETS                                  0                         0
                                                                     -------------             -------------

TOTAL ASSETS                                                      $              0           $             0
                                                                     =============             =============



LIABILITIES & (DEFICIT)
     CURRENT LIABILITIES
         Accounts payable and accrued liabilities                    $       4,537           $        13,740
         Payable - shareholders                                             61,551                    52,315
                                                                     -------------             -------------

                      TOTAL CURRENT LIABILITIES                             66,088                    66,055

STOCKHOLDERS' (DEFICIT)
     Common Stock - $.001 par value:
         Authorized - 25,000,000 shares
         Issued and outstanding 10,300,000 shares                           11,485                    11,485
     Additional paid-in capital                                          1,840,062                 1,840,062
     Deficit accumulated during the
         development stage                                         (     1,917,635)           (    1,917,602)
                                                                     -------------             -------------

         TOTAL STOCKHOLDERS' (DEFICIT)                             (        66,088)           (       66,055)
                                                                     -------------             -------------

                                                                  $              0           $             0
                                                                     =============             =============

</TABLE>

                                       3

<PAGE>



                 QUANTITATIVE METHODS CORPORATION AND SUBSIDIARY
                          (A Development Stage Company)
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                         (expressed in Canadian dollars)
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                               Three Months Ended             Date of Inception
                                                                    March 31,                      to March 31,
                                                           2003                  2002                  2003
                                                     ----------------      ---------------       ---------------
<S>                                                  <C>                   <C>                   <C>
SALES                                                $              0      $             0       $             0
                                                       --------------        -------------         -------------

General Administrative expenses
     Professional fees                                              0                    0                57,820
     Consulting                                                     0                    0               289,466
     Traveling and business promotion                               0                    0                 1,165
     Office expenses                                                0                  214                 3,570
     General and administrative                                   398                    0               113,293
     Foreign exchange fluctuation                      (          365)                  14                   865
     Interest and bank charges                                      0                    0                    32
     Interest on bank loan                                          0                   23                    64
                                                       --------------        -------------         -------------

Total general and administrative expenses                          33                  251               466,275
                                                       --------------        -------------         -------------

                           NET INCOME (LOSS)
                         BEFORE INCOME TAXES           (           33)       (         251)        (     466,275)
                                                        --------------        ------------          ------------

     Discontinued operations - subsidiary                           0        (      10,860)        (   1,451,360)

                                INCOME TAXES                        0                    0         (           0)
                                                       --------------        -------------          ------------

                           NET INCOME (LOSS)         $ (           33)     $ (      11,111)      $ (   1,917,635)
                                                        =============         ============          ============

BASIC AND DILUTED LOSS
     PER SHARE
Net (loss) per weighted average share
     Net operating loss                              $ (      .00)         $ (      .00)

Weighted average number of common
     shares used to compute net (loss)
     per weighted average share                            10,300,000           10,300,000
                                                       ==============        =============
</TABLE>


                                       4


<PAGE>



                 QUANTITATIVE METHODS CORPORATION AND SUBSIDIARY
                          (A Development Stage Company)
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                         (expressed in Canadian dollars)
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                               Three Months Ended              Date of Inception
                                                                    March 31,                      to March 31,
                                                           2003                  2002                  2003
                                                     ----------------      ---------------       ---------------
OPERATING ACTIVITIES
<S>                                                  <C>           <C>     <C>      <C>          <C>   <C>
Net earnings (loss)                                  $ (           33)     $ (      11,111)      $ (   1,917,635)
Adjustment to reconcile net loss to net cash
   Provided (used) by operating activities
     Loss on investment                                             0                    0                34,845
     Investment tax credit adjustment                               0                    0                21,554
     Depreciation of assets                                         0                5,933               204,952
     Decrease in software development costs                         0                    0               172,682
     Stock issued for services                                      0                    0               290,190
                                                       --------------        -------------         -------------
                                                       (           33)       (       5,178)        (   1,193,412)

Changes in receivables                                              0        (         507)                    0
Changes in payables                                    (        9,203)       (       1,581)                4,537
                                                        -------------         ------------         -------------

                NET CASH PROVIDED (REQUIRED)
                     BY OPERATING ACTIVITIES           (        9,236)       (       7,266)        (   1,188,875)
                                                        --------------        ------------          ------------

INVESTING ACTIVITIES
     Acquisition of investment                                      0                    0         (     100,747)
     Proceeds of disposal of investment                             0                    0                65,902
     Software development costs                                     0                    0         (     172,682)
     Acquisition of fixed assets                                    0                    0         (     204,952)
                                                       --------------        -------------          ------------

                             NET CASH (USED)
                     BY INVESTING ACTIVITIES                        0                    0         (     412,479)
                                                       --------------        -------------          ------------

FINANCING ACTIVITIES
     Variation of advances from a shareholder                   9,236        (         604)               61,551
     Net proceeds of issuance of shares                             0                    0             1,539,803
     Addition to long-term debt                                     0                    0               134,680
     Repayment of long-term debt                                    0                    0         (     134,680)
     Change in bank overdraft                                       0                    0                     0
                                                       --------------        -------------         -------------

                    NET CASH PROVIDED (USED)
                     BY FINANCING ACTIVITIES                    9,236        (         604)            1,601,354
                                                       --------------         ------------         -------------

                 INCREASE (DECREASE) IN CASH
                        AND CASH EQUIVALENTS                        0        (       7,870)                    0

                   CASH AND CASH EQUIVALENTS
                      AT BEGINNING OF PERIOD                        0        (       8,566)                    0
                                                       --------------         ------------         -------------

                   CASH AND CASH EQUIVALENTS
                            AT END OF PERIOD         $              0      $ (      16,436)      $             0
                                                       ==============         ============         =============

SUPPLEMENTAL DISCLOSURES
   OF CASH FLOW INFORMATION
     Cash paid during the period for:
         interest                                    $              0      $            23       $         6,648
         income tax                                                 0                    0                     0

</TABLE>


                                       5


<PAGE>



                 QUANTITATIVE METHODS CORPORATION AND SUBSIDIARY
                          (A Development Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 March 31, 2003

NOTE 1:  INCORPORATION AND NATURE OF BUSINESS

         Quantitative Methods Corporation, a development stage enterprise, was
         incorporated under the laws of the State of Nevada on July 26, 1990.
         The Company acquired 100% ownership of Softguard Enterprises, Inc.,
         incorporated on June 23, 1995, to engage in the technical product
         research and development and commercialization of the "SLNS" and
         "QUORUM" products for use in the field of information systems
         management and security. Softguard is a development stage enterprise
         and has had no revenues to date.

         On January 8, 1999, the board of directors of QTTM entered into an
         Agreement with Softguard Enterprises Inc. ("Softguard"), incorporated
         under the Canadian Business Corporations Act, whereby the Company
         issued and delivered 7,650,000 shares of its Common Stock bearing a
         restrictive legend, in exchange for which issuance, QTTM acquired all
         of the outstanding shares of Softguard. The transaction was exempt from
         the registration requirements of the Securities Act of 1933 by virtue
         of Section 4(2) thereof.

         On December 31, 2002, the Company's management decided to abandon its
         wholly subsidiary, Softguard Enterprises Inc. due to lack of
         operations. This transaction was recorded in the December 31, 2002
         financial statements as a discontinuation of operations.

         The Company is in the early development stage and management devotes
         most of its activities in investigating business opportunities. Because
         of a serious working capital deficiency and significant operating
         losses from inception, there is substantial doubt about the ability of
         the Company to continue as a going concern.

         The Company will pursue interests in various other business
         opportunities that, in the opinion of management, may provide a profit
         to the Company. Additional external financing or other capital may be
         required to proceed with any business plan that may be developed by the
         Company.

NOTE 2:  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

         Basis of Presentation
         The unaudited interim financial statements are expressed in Canadian
         dollars and have been prepared in accordance with the accounting
         principles generally accepted in the United States of America.
         Accordingly, they do not include all of the information and footnotes
         required by generally accepted accounting principles ("GAAP") for a
         complete presentation of financial statements. The unaudited financial
         statements should, therefore, be read in conjunction with the financial
         statements and notes thereto in the Report on Form 10-KSB for the year
         ended December 31, 2002. In the opinion of management, all adjustments
         (consisting of normal and recurring adjustments) considered necessary
         for a fair presentation, have been included. The results of operations
         for the three-month period ended March 31, 2003 are not necessarily
         indicative of the results that may be expected for the entire year or
         for any future period.

         Certain comparative amounts of previous periods have been restated in
         order to conform to the current period's presentation of the financial
         statements.


                                       6


<PAGE>



                 QUANTITATIVE METHODS CORPORATION AND SUBSIDIARY
                          (A Development Stage Company)
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
                                 March 31, 2003

         Principles of Consolidation
         The consolidated financial statements for March 31, 2003 include the
         accounts of the Company and the discontinued operations of its wholly
         owned subsidiary, Softguard Enterprises, Inc. ("Softguard"). Softguard
         was the main line of business for the Company until its abandonment on
         December 31, 2002. All significant inter-company transactions have been
         eliminated on consolidation.

         Advertising Costs
         The Company recognizes advertising expense in accordance with Statement
         of Position 93-7, "Reporting on Advertising Costs". As such, the
         Company expenses the cost of communicating advertising in the period in
         which the advertising space or airtime is used. Advertising expense was
         $0 for the period ending March 31,2003 and $1,165 since inception.

         Basic and Diluted Net Income (Loss) Per Share
         Basic net income (loss) per share is computed by dividing net earnings
         (loss) available to common stockholders by the weighted average number
         of common shares and common equivalent shares outstanding during the
         period.

         Cash and Cash Equivalents
         For financial statement purposes, the Company considers all highly
         liquid instruments with original maturities of less than three months
         to be cash equivalents.

         Comprehensive Income
         Since 1999,  the Company  adopted  Statement of  Financial  Accounting
         Standard  ("SFAS") No. 130,  "Reporting  Comprehensive  Income".  This
         statement  establishes rules for the reporting of comprehensive income
         and its  components.  The adoption of SFAS no. 130 had no  significant
         impact on total shareholders' deficit as of March 31, 2003.

         Concentration of Credit Risk
         The Company's exposure to credit risk is minimal.

         Dividend Policy
         The Company has not yet adopted any policy regarding payment of
         dividends.

         Estimates and Assumptions
         Management uses estimates and assumptions in preparing financial
         statements in accordance with generally accepted accounting principles.
         Those estimates and assumptions affect the reported amounts of assets
         and liabilities, the disclosure of contingent assets and liabilities,
         and the reported revenues and expenses. Actual results could vary from
         the estimates that were assumed in preparing the financial statements.

         Fair Value of Financial Instruments
         The Company's financial instruments, including accounts payable and
         amounts payable to shareholders are carried at cost, which approximate
         their fair values due to their short-term maturity.


                                       7



<PAGE>



                 QUANTITATIVE METHODS CORPORATION AND SUBSIDIARY
                          (A Development Stage Company)
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
                                 March 31, 2003

         Income Taxes
         Income taxes are computed using the asset and liability method. Under
         this method, deferred income tax assets and liabilities are determined
         based on the differences between the financial and tax bases of assets
         and liabilities and are measured using the currently enacted tax rates
         and laws. Statement of Financing Accounting Standards No. 109, requires
         a valuation allowance against deferred tax assets if based on the
         weight of available evidence, it is more likely than not that some or
         all of its deferred tax assets will not be realized.

         Interest Rate Risk
         The Company is not exposed to interest rate risk.

         Translation of Foreign Currencies
         Transactions in currencies other than the Canadian dollar are
         translated at the exchange rate in effect on the transaction date. Any
         balance sheet items denominated in foreign currencies are translated
         into Canadian dollars using the exchange rate in effect on the balance
         sheet date. Any gain or loss due to exchange fluctuation is charged to
         the statement of income (loss).

         Revenue Recognition
         The Company has not recognized any revenue to date.


                                       8


<PAGE>



ITEM 1. -  Management's  Discussion  and  Analysis of  Financial  Condition  and
           Results of Operations

This Form 10-QSB contains forward-looking statements. The words "anticipate",
"believe", "expect", "plan", "intend", "estimate", "project", "could", "may",
"foresee", and similar expressions identify forward-looking statements that
involve risks and uncertainties. You should not place undue reliance on
forward-looking statements in this Form 10-QSB because of their inherent
uncertainty. The following discussion and analysis should be read in conjunction
with the Financial Statements and Notes thereto and other financial information
included in this Form 10-QSB and our Form 10-KSB for the year ended December 31,
2002. Actual results could differ materially from the results discussed in the
forward-looking statements. The Company assumes no responsibility to correct or
update the forward looking statements as circumstances change and therefore, the
forward looking statements should be assumed to speak only as at the date of the
filing of this report.

History and Purpose
Quantitative Methods Corporation ("QTTM" or the "Company") was incorporated
under the laws of the State of Nevada on July 26, 1990, to engage in potential
business ventures which, in the opinion of management, would provide an eventual
profit for the Company. The Company's common stock is currently traded on the
OTC Bulletin Board (OTCBB), under the symbol "QTTM".

On January 8, 1999, the board of directors of QTTM entered into an Agreement
with Softguard Enterprises Inc. ("Softguard"), a private Canadian corporation,
whereby the Company issued and delivered, 7,650,000 shares, of its common stock
bearing a restrictive legend, in exchange for which issuance, QTTM acquired all
of the outstanding shares of Softguard. The transaction was exempt from the
registration requirements of the Securities Act of 1933 by virtue of Section
4(2) thereof. Following the transaction the former shareholders of Softguard
owned 82% of the outstanding shares of the Company.

On December 31, 2002, the board of directors of QTTM, unanimously agreed to
abandon its wholly owned subsidiary, Softguard Enterprises Inc., due to lack of
operations. This decision was based on Softguard's inability to raise additional
working capital and failure to complete its product development and generate
revenues.

Business Activities
No significant operations presently exist, and management continues to
investigate possible merger and acquisition candidates. Management believes that
the Company's status, as a publicly held corporation will enhance its ability to
locate potential business ventures. Such involvement may take many forms,
including the acquisition of an existing business or the acquisition of assets
to establish subsidiary businesses.

No assurance can be given as to when the Company may locate suitable business
opportunities that would eventually provide a source of profit to QTTM.
Management anticipates that due to its limited amount of funds, and resources,
the Company may be restricted to participate in only one potential business
venture. This lack of diversification should be considered a substantial risk
because it will not permit the Company to offset potential losses from one
venture against gains from another.

The Company will not restrict its search to any particular business, industry or
geographical location, and reserves the right to evaluate and to enter into any
type of business opportunity, in any stage of its development (including the
"start-up" stage), in any location. In seeking a business venture, management
will not be influenced by the anticipated or perceived appeal of a specific
industry, management group, or product or industry, but rather, will be
motivated by a company's business objective of seeking long term capital
appreciation in its real value.

It is not possible at present to predict the exact manner in which the Company
may participate in a business opportunity. Specific business opportunities will
be reviewed, and based upon such review, the appropriate legal structure or
method of participation will be decided upon by management. Such structures and
methods

                                       9
<PAGE>



may include, without limitation, leases, purchase and sale agreements, license,
joint ventures; and may involve merger, consolidation or reorganization. The
Company may act directly or indirectly through an interest in a partnership,
corporation or other form of organization. However, it is most likely that the
Company will acquire a business venture by conducting a reorganization,
involving the issuance of the Company's restricted securities. Reorganization
may involve a merger (or combination pursuant to state corporate statutes, where
one of the entities dissolves or is absorbed by the other), or it may occur as a
consolidation, where a new entity is formed and the Company and such other
entity combine assets in the new entity. Reorganization may also occur, directly
or indirectly, through subsidiaries, and there is no assurance that the Company
would be the surviving entity. Any such reorganization could result in
additional dilution to the book value of the shares and loss of control of a
majority of the shares. The Company's present directors may be required to
resign in connection with a reorganization.

The Company may choose to enter into a venture involving the acquisition of or
merger with a company, which does not need substantial additional capital but
desires to establish a public trading market for its securities. Such a company
may desire to consolidate its operations with the Company through a merger,
reorganization, asset acquisition, or other combination, in order to avoid
possible adverse consequences of undertaking its own public offering. (Such
consequences might include expense, time delays or loss of voting control.) In
the event of such a merger, the Company may be required to issue significant
additional shares, and it may be anticipated that control over the Company's
affairs may be transferred to others. It should also be noted that this type of
business venture might have the effect of depriving the shareholders of the
protection of federal and state securities laws, which normally affect the
process of a company becoming publicly held.

During 1999, the Company entered into a verbal agreement to acquire 100%
interest in Solar Pro Reg'd (Gestion Danpe Inc.) ("Solar Pro"), a Canadian-based
solar technology equipment manufacturer and distributor. With this acquisition,
the Company would receive manufacturing equipment, prototypes, inventory,
accounts receivable and an established market presence in Canada and the United
States. Gestion Danpe, Inc. was incorporated in March 1991 and has operated
under the registered name of Solar Pro since August 1996.

Solar Pro is a top-line manufacturer using anodized extruded aluminum in the
construction of high-end solar units that have minimal assembly requirements.
The primary advantage of these units is the durable, high quality finish that
extends the useful life of the product line for commercial use.

This acquisition is not likely to happen before our second quarter, but it
remains part of QTTM's short term plan. No final commitment will be made to
acquire Solar Pro until sufficient funding is available to invest in Solar Pro
and the expansion of their manufacturing facilities in Richmond (Quebec) Canada,
where they will continue operations and focus resources on product development,
sales and marketing.

Operating Results
The Company incurred losses from continuing operations for the three months
ended March 31, 2003 of $33 (CDN), as compared to losses of $251 (CDN) for the
corresponding period in 2002.

Prior to January 8, 1999, the Company had limited operational history and had
not engaged in business of any kind. All risks inherent in new and inexperienced
enterprises were, and still are, inherent in the Company's business. The
acquisition of Softguard proved unsuccessful and since Softguard could provide
no future benefit to the Company it was abandoned on December 31, 2002. The
principal contributing factor that lead to this decision was shortage of working
capital and the second was the unavailability of the systems software designer.
The working prototype of the software product that had been developed by
Softguard became obsolete over time, because of discontinued research and
development.

                                       10



<PAGE>



In the absence of operating activities, our cash requirements for the following
year will be limited to general and administrative expenses, which are expected
to be less than $250 (CDN) per month, and professional fees for legal and
accounting services. We will require additional capital in order to continue as
a going concern in the long term.

The Company's financial statements have been prepared on the basis that it is a
going concern, which contemplates the realization of assets and satisfaction of
liabilities in the normal course of business. As of March 31, 2003, the Company
has an accumulated deficit of $1,917,635 (CDN) and its current liabilities
exceeded its current assets by $66,088 (CDN).

Competition
The Company expects to encounter intense competition in its efforts to locate
suitable business opportunities in which to engage. The primary competition for
desirable investments may come from other small companies organized and funded
for similar purposes, from small business development corporations and from
public and private venture capital organizations. The competing entities will
have significantly greater experience, financial resources, facilities, contacts
and managerial expertise, than the Company and will, consequently, be in a
better position to compete with larger more experienced entities to obtain
access to, and engage in, proposed business ventures, which are low-risk.
Business opportunities in which the Company may ultimately participate are
likely to be highly risky and extremely speculative.

Liquidity and Capital Resources
The Company is currently seeking additional capital through private placements
or other financing to pay operating costs and develop operating activities
through a merger or acquisition of a potential business opportunity. At the
present time, management is negotiating with potential investors who have
expressed interest in providing financing to fund future acquisitions. Moreover,
due to the Company's poor liquidity and lack of operations, the cost of
obtaining additional capital is expected to be significant.

There can be no assurance that the Company will be able to raise the capital it
needs in the future. Management cannot provide assurance that the Company will
ultimately achieve profitable operations or become cash flow positive.
Consequently, if the Company is unable to obtain funds from external sources, it
is possible that it will be unable to satisfy its working capital requirements
and continue to operate in the long term.

The Company's continuation as a going concern is dependent upon its ability to
obtain additional working capital. Management recognizes that, if it is unable
to raise additional funding, the Company may cease operations.

Plan of Operation
Although, the Company does not have any cash reserves, the directors have
indicated willingness, for the time being, to continue to pay general and
administrative expenses and advance funds sufficient to enable it to satisfy its
reporting requirements and other obligations incumbent on it as a public
company. The Company therefore believes that it can continue as a going concern
in the near future. The loans will be interest free with no fixed terms of
repayment. These related parties are not obliged to advance money to pay for
operating costs, and therefore, no assurances can be given that they will
continue to do so, in which case the Company may have to cease operations
entirely and liquidate.

Based on current economic and regulatory conditions, management believes that it
is possible, if not probable, for a company, like QTTM, without assets or many
liabilities, to negotiate a merger or acquisition with a viable private company.
The opportunity arises principally because of the high legal and accounting fees
and the length of time associated with the registration process of "going
public". However, should any of these conditions change, it is very possible
that there would be little or no economic value for anyone taking over control
of the Company. Should a merger or acquisition prove unsuccessful, it is
possible that

                                       11

<PAGE>



management may decide to abandon its search and no longer pursue its acquisition
activities, and the shares of the Company would become worthless.

Conclusion
It is likely that the investigation and selection of business opportunities will
be complex, time-consuming and extremely risky. However, management believes
that even though the Company will have limited capital, the fact that its
securities will be publicly held will make it a reasonably attractive business
prospect for other firms.

ITEM 3. - Controls and Procedures

(a)  On May 15,  2003,  we made an  evaluation  of our  disclosure  controls and
     procedures.  In our opinion,  the  disclosure  controls and  procedures are
     adequate  because the systems of controls  and  procedures  are designed to
     assure, among other items, that
     i)   recorded transactions are valid;
     ii)  valid transactions are recorded; and
     iii) transactions  are recorded in the proper  period in a timely manner to
          produce  financial  statements  which  present  fairly  the  financial
          condition,  results of  operations,  and cash flows for the respective
          periods being presented.  Moreover,  the evaluation did not reveal any
          significant  deficiencies  or material  weaknesses  in our  disclosure
          controls and procedures.

(b)  There have been no significant changes in our internal controls or in other
     factors  that could  significantly  affect  these  controls  since the last
     evaluation.

                            PART II OTHER INFORMATION

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

Documents filed as part of the report:
1) Reports on Form 8-K:

     a)   The Company filed a Form 8-K on Januar 15, 2003,  which disclosure was
          required by Item 2 - Acquisition or Disposition of Assets.

     b)   The Company filed a Form 8-K/A on Apri 11, 2003,  which disclosure was
          required by Item 7 - Pro Forma Financial Information.

     c)   The Company filed a Form 8-K on Januar 21, 1999,  which disclosure was
          required by Item 1 - Change in control of the Registrant; and Item 6 -
          Resignations of Registrant's Directors and Officers.

     d)   The Company filed a Form 8-K/A on Marc 14, 2000,  which disclosure was
          required  by  Item  7 -  Audited  Financial  Statements  of  Softguard
          Enterprises  Inc. for the six months ending  December 31, 1998 and the
          year ended June 30,  1998.  Audited  Schedule of Expenses for the year
          ended June 30, 1997.


                                       12




<PAGE>



                                   SIGNATURES

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


                           QUANTITATIVE METHODS CORPORATION



Dated:   May 19, 2003      By: /s/ Bernard Bousseau
                               --------------------
                           BERNARD BOUSSEAU, President and Director


                                       13

<PAGE>



CERTIFICATION

I, Bernard BOUSSEAU, Director and President, certify that:

1.   I have  reviewed  this  quarterly  report on Form  10-QSB  of  Quantitative
     Methods Corporation;

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  procedure  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; and

6.   The  registrant's  other  certifying  officers and I have indicated in this
     quarterly  report  whether  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: May 19, 2003


/s/ Bernard Bousseau
Director and President


                                       14


<PAGE>


CERTIFICATION

I, Helga LEUTHE, Director and Secretary/Treasurer, certify that:

1.   I have  reviewed  this  quarterly  report on Form  10-QSB  of  Quantitative
     Methods Corporation;

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  procedure  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; and

6.   The  registrant's  other  certifying  officers and I have indicated in this
     quarterly  report  whether  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: May 19, 2003


/s/ Helga Leuthe
Director and Secretary/Treasurer


                                       15