SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

FORM 10-QSB

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

For the quarterly period ended June 30, 2003

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the transition period from            to


Commission file number 0-8161


DIONICS, INC.
(Exact name of Small Business Issuer as Specified in its Charter)


Delaware                                          11-2166744
(State or Other Jurisdiction                (I.R.S. Employer
of Incorporation or                           Identification
Organization)  Number)

65 Rushmore Street
Westbury, New York 11590
(Address of Principal Executive Offices)

(516) 997-7474
(Issuer's Telephone Number, Including Area Code)

Check whether the Issuer (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.

Yes   [  X   ] No   [      ]

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

Common, $.01 par value per share: 3,683,678 outstanding
as of August 1, 2003 (excluding 164,544 treasury shares)

<PAGE>

FORWARD-LOOKING STATEMENTS

This Form 10-QSB contains certain forward-looking statements and
information that reflect the expectations of Dionics, Inc. (the
"Company") about its future operating results, performance and
opportunities that involve substantial risks and uncertainties.
When used in this Form 10-QSB, the words "anticipate", "believe",
"estimate", "plan", "intend" and "expect" and similar
expressions, as they relate to Dionics, Inc. for its management
are intended to identify such forward-looking statements.  These
forward-looking statements are based on information currently
available to the Company and are subject to a number of risks,
uncertainties, and other factors that could cause the Company's
actual results, performance, prospects and opportunities to
differ materially from those expressed in, or implied by, these
forward-looking statements.  Certain of these factors are
discussed  under the caption "Forward-Looking Statements" in
Part I, Item 1 "Description of Business" of the Company's Annual
Report on Form 10-KSB for the year ended December 31,  2002.
Except as required by the Federal Securities Law, the Company
does not undertake any obligation to release publicly any
revisions to any forward-looking statements to reflect events or
circumstances after the date of this Form 10-QSB or for any other
reason.




PART I - FINANCIAL INFORMATION

DIONICS, INC.


Index to Financial Information
Period Ended June 30, 2003



Item                                 Page

Item 1 - Financial Statements:

Introductory Comments                   3

Condensed Balance Sheet                 4

Condensed Statement of Operations       6

Statement of Cash Flows                 8

Notes to Financial Statements           9


Item 2 - Management's Discussion
         and Analysis or
         Plan of Operation             18


Item 3 - Controls and Procedures       19

<PAGE>


DIONICS, INC.


June 30, 2003



The financial information herein is unaudited.  However, in the
opinion of management, such information reflects all adjustments
(consisting only of normal recurring accruals) necessary to a
fair presentation of the results of operations for the periods
being reported.  Additionally, it should be noted that the
accompanying condensed financial statements do not purport to be
complete disclosures in conformity with generally accepted
accounting principles.

The results of operations for the six months ended June 30, 2003
are not necessarily indicative of the results of operations for
the full fiscal year ending December 31, 2003.

These condensed statements should be read in conjunction with the
Company's financial statements for the year ended December 31,
2002.

<PAGE>

DIONICS, INC.

BALANCE SHEETS



                                       JUNE 30,       DECEMBER 31,
                                        2003             2002
                                      (UNAUDITED)       (AUDITED)

                           A S S E T S

CURRENT ASSETS:
  Cash                                $   99,800       $   28,200
  Accounts Receivable Trade
  (Less Estimated Doubtful Accounts
  of $7,300 in 2003 and $10,000 in
  2002) - (Note 6)                        89,700           95,600
  Inventory - Notes 2,3 and 6            415,200          390,200
  Prepaid Expenses and Other Current
  Assets                                  22,800           27,100
  SBA Loan Receivable                        -0-          255,800

     Total Current Assets                627,500          796,900



PROPERTY, PLANT AND
  EQUIPMENT - (Notes 2 and 6)
    (At Cost Less Accumulated
      Depreciation of $1,690,500
      in 2003 and $1,686,900 in 2002)     73,900           67,200



DEPOSITS AND OTHER ASSETS -
 (Notes 2 and 5)                          41,300           42,800


     Total                            $  742,700       $  906,900




All amounts have been rounded to the nearest $100.

The accompanying notes are integral part of this statement

<PAGE>

DIONICS, INC.

BALANCE SHEETS


                                    JUNE 30,    DECEMBER 31,
                                      2003         2002
                                   (UNAUDITED)     (AUDITED)

                      L I A B I L I T I E S

CURRENT LIABILITIES:
  Current Portion of Long-Term
   Debt - (Note 5)                 $   96,300    $  126,800
  Accounts Payable                     53,800        81,500
  Accrued Expenses                     67,300        40,200
  Deferred Compensation Payable -
  Current (Note 4)                    461,000       421,000
  Equipment Lease Obligation
   - Current                            2,000           -0-

  Total Current Liabilities           680,400       669,500


Long-Term Debt Less Current
  Maturities - (Note 5)                670,500       703,300
  Equipment Lease Obligation
   Non Current                           7,400          -0-
Deferred Compensation Payable -
   Non Current - (Note 4)               40,000        80,000

     Total Liabilities               1,398,300     1,452,800


COMMITMENT (Note 9)

                    SHAREHOLDERS' (DEFICIENCY)

Common Shares - $.01 Par Value
  Authorized 5,000,000 Shares
    Issued 3,848,222 Shares in 2003
    and 2002 (Notes 7 and 10)          38,400        38,400
    Additional Paid-in Capital      1,522,800     1,522,800
    (Deficit)                      (1,996,200)   (1,886,500)

                                     (435,000)     (325,300)
Less: Treasury Stock at Cost
  164,544 Shares in 2003 and
  164,544 Shares in 2002             (220,600)     (220,600)

Total Shareholders' (Deficiency)     (655,600)     (545,900)


          Total                    $  742,700    $  906,900


All amounts have been rounded to the nearest $100.

The accompanying notes are integral part of this statement.

<PAGE>

DIONICS, INC.

CONDENSED STATEMENT OF OPERATIONS



                                    SIX MONTHS ENDED
                                        JUNE 30,
                                   2003           2002
                               (UNAUDITED)    (UNAUDITED)


SALES                          $  425,700    $  314,200

COST AND EXPENSES:
  Cost of Sales (Including
  Research and Development Costs) 327,400       451,100
  Selling, General
   and Administrative
   Expenses                       185,800       217,400

     Total Costs and Expenses     513,200       668,500


 NET (LOSS) FROM OPERATIONS       (87,500)     (354,300)

DIVIDENDS AND OTHER INCOME            500         5,600

                                  (87,000)     (348,700)
OTHER DEDUCTIONS
  Interest Expense                 21,800        22,300

NET (LOSS) FOR THE PERIOD BEFORE
INCOME TAXES                     (108,800)     (371,000)

INCOME TAXES                          800           900


NET (LOSS) FOR THE PERIOD      $ (109,600)   $ (371,900)

NET (LOSS) PER SHARE -
   Basic                        $ (.02975)   $  (.10096)

    Diluted - Note 7            $            $


Average Number of Shares
  Outstanding Used in Computation
  of Per Share Income -
       Basic                    3,683,678     3,683,678

       Diluted - Note 7


All amounts have been rounded to the nearest $100.

The accompanying notes are integral part of this statement.

<PAGE>


DIONICS, INC.

CONDENSED STATEMENT OF OPERATIONS


                                    THREE MONTHS ENDED
                                         JUNE 30,
                                     2003         2002
                                  (UNAUDITED)  (UNAUDITED)

SALES                           $  262,600      $  173,600
COST AND EXPENSES:
  Cost of Sales
  (Including Research
  and Development Costs)           167,400         245,200
  Selling, General
   and Administrative
   Expenses                         99,000          97,900

     Total Costs and Expenses      266,400         343,200

NET (LOSS) FROM OPERATIONS          (3,800)       (169,600)

DIVIDENDS AND OTHER INCOME            (700)          2,000

                                    (4,500)       (167,600)
OTHER DEDUCTIONS:
    Interest Expense                10,500           8,900
NET (LOSS) FOR THE PERIOD BEFORE
   INCOME TAXES                    (15,000)       (176,500)
 INCOME TAXES                          -0-             -0-


NET (LOSS) FOR THE PERIOD       $  (15,000)     $ (176,500)


NET (LOSS) PER SHARE -
         Basic                  $  (.00407)     $   (.0479)
         Diluted - Note 7       $               $


Average Number of Shares
  Outstanding Used in Computation
  of Per Share Income -
   Basic                         3,683,678       3,683,678

   Diluted    - Note 7




All amounts have been rounded to the nearest $100.

The accompanying notes are integral part of this statement.

<PAGE>

DIONICS, INC.

STATEMENT OF CASH FLOWS



                                           SIX MONTHS ENDED
                                              JUNE 30,
                                          2003         2002
                                        (UNAUDITED)  (UNAUDITED)

CASH FLOWS FROM OPERATING ACTIVITIES:
Net (Loss)                           $ (109,600)    $(371,900)
Adjustment to Reconcile Net Income to
Net Cash Used for Operating Activities:
Depreciation and Amortization             3,600         2,700
Changes in Operating Assets
and Liabilities:
Decrease in Accounts Receivable           5,900        64,750
(Increase) in Inventory                 (25,000)      (47,000)
Decrease in Prepaid Expenses and
Other Current Assets                      4,300        11,700
Decrease (Increase) in
Deposits and Other Assets                 1,500        (2,950)
(Decrease) Deferred
Compensation Payable                        -0-       (13,800)
(Decrease) Increase in
Accounts Payable                        (27,700)       31,000
Increase in Accrued Expenses             27,100        29,600
Net Cash Used In Operating Activities  (119,900)     (295,900)

CASH FLOWS (USED FOR) INVESTING ACTIVITIES:
Purchase of Equipment                   (10,400)      (2,000)

CASH FLOWS PROVIDED BY (USED IN)
FINANCING ACTIVITIES:
(Repayment) of Debt                     (63,300)     (54,900)
Equipment Leasing Obligations             9,400          -0-
SBA Loan                                255,800          -0-

NET INCREASE (DECREASE) IN CASH          71,600     (352,800)

CASH - Beginning of Period               28,200      551,000

CASH - End of Period                 $   99,800    $ 198,200




All amounts have been rounded to the nearest $100.

The accompanying notes are integral part of this statement.

<PAGE>

DIONICS, INC.

NOTES TO FINANCIAL STATEMENTS

JUNE 30, 2003 AND DECEMBER 31, 2002




NOTE 1 -  BUSINESS:

The Company designs, manufactures and sells silicon semi-
conductor electronic products, as individual discrete
components, as multi-component integrated circuits and as multi-
component hybrid circuits.



NOTE 2 -  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

Basis of Accounting

Assets, liabilities, revenues and expenses are recognized on the
accrual basis of accounting.

Cash and Cash Equivalents

The Company considers money market funds to be cash equivalents.

Merchandise Inventory

Inventory is stated at the lower of cost (which represents cost
of materials and manufacturing costs on a first-in, first-out
basis) or market.

Research and Development

Research and development costs are charged to operations as
incurred.  Management estimates research and development
expenses to have been approximately $30,000 in 2002.

Property, Plant and Equipment

Property, Plant and Equipment is stated at cost less accumulated
depreciation and amortization.  Expenditures for renewals and
improvements that significantly extend the useful life of assets
are capitalized for all assets; depreciation is provided over
the estimated useful lives of the individual asset, using the
straight- line method.  The following asset lives are in effect:

         Machine and Equipment          8 Years
         Testing Equipment              8 Years
         Furniture and Fixtures        10 Years
         Building Improvements         10 Years
         Building                      25 Years


<PAGE>


DIONICS, INC.

NOTES TO FINANCIAL STATEMENTS

JUNE 30, 2003 AND DECEMBER 31, 2002



NOTE 2 -  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
(Continued)

Deferred Compensation Plan

Future payments required under a plan of deferred compensation
adopted in 1987, and revised in 2000, as well as interest
accrued thereon are being charged to operations over the period
of expected service.

Deferred Mortgage Costs

Costs related to the Wachovia Small Business Capital (formerly
First Union Business Capital) and prior costs related to the
paid off mortgage with D.A.N. Joint Venture are being amortized
as follows:

a) New Costs         $35,800  360 Months Starting 1/l/1999
b) Unamortized
Prior Cost            16,200   94 Months

                     $52,000

Major Customers:

In 2002 approximately $47,000 (7.4%), $45,000 (7.2%) and $40,000
(6.5%) of the Company's revenues were from the three largest
customers.  Accounts receivable from such customers approximated
$18,500 at December 31, 2002.

Use of Estimates

The preparation of financial statements in conformity with
generally accepted accounting principles requires management to
make estimates and assumptions that affect the amounts reported
in the financial statements and related notes to financial
statements.  Changes in such estimates may affect amounts
reported in future periods.

<PAGE>

DIONICS, INC.

NOTES TO FINANCIAL STATEMENTS

JUNE 30, 2003 AND DECEMBER 31, 2002

NOTE 3 -  INVENTORY:

Inventories are stated at the lower of cost (which represents
cost of materials and manufacturing costs on a first-in, first-
out basis) or market, and are comprised of the following:

                            June 30,    December 31,
                               2003         2002
                           (Unaudited)   (Audited)

Finished Goods              $  75,000    $ 75,000
Work-in-Process               233,600     221,100
Raw Materials                  69,400      56,900
Manufacturing Supplies         37,200      37,200

    Total                   $ 415,200    $390,200


NOTE 4 -  DEFERRED COMPENSATION PAYABLE:

In 1987 the Company entered into an agreement, amended in 1997
and 1999, which provides for a 72 month schedule of payments to
its chief executive officer.

In connection with the refinancing of the First Union Small
Business Capital (formerly Money Store Commercial Mortgage Inc.
(see Note 5)  a modified deferred compensation payment schedule
commencing January 1, 1999 was agreed to by the Company and it's
chief executive officer.

The Company executed a mortgage subordinate to the existing
first mortgage (see note 5) secured by land and building at 65
Rushmore Street, Westbury, New York in favor of the chief
executive officer to insure amounts due him on the deferred
compensation agreement.

A new 72 month schedule consists of a 24 month period of reduced
consecutive monthly payments, to be followed by an 18-month
period of no payments except for monthly interest.  At the end
of the 42nd month, the total of the delayed payments becomes due
followed by 30 months of principal and interest payments.

Notwithstanding the above schedule for payments, other than a
life insurance policy to cover death benefits, the Company has
not specifically designated funds with which to meet these
payment requirements.  In view of its continuing total
indebtedness as well as its need for operating capital, there
can be no assurance that the Company will be able to satisfy the
terms of this new agreement in full or in part.  Should such
unfavorable circumstances occur, the terms of the agreement may
have to again be renegotiated to better match the Company's
then-current financial circumstances.

Under the standby agreement of the SBA Loan (see Note 5) The
chief Executor will take no action on the deferred compensation
unless authorized by the lender.

The previously mentioned life insurance policy had a cash
surrender value at December 31, 2002 of $100,400 and is shown
net of loans in the amount of $96,900 under other assets.

<PAGE>

DIONICS, INC.

NOTES TO FINANCIAL STATEMENTS

JUNE 30, 2003 AND DECEMBER 31, 2002


                                      June 30,   December 31,
                                      2003       2002
NOTE 5 -  LOANS PAYABLE -

First Mortgage Loan:

A new loan agreement was entered into
between Dionics, Inc. and Wachovia
Small Business Capital (formerly
the First Union Business Capital)
effective 12/31/1998.

The loan in the principal amount of
$384,685 requires 360 monthly self
liquidating payments.  Interest is
calculated on the unpaid principal
balance at an initial rate of 8.23%
per annum.  The interest rate on the
loan is variable depending on an
independent index related to the
yield of United States Treasury
Notes.  This rate change will occur
once every 60 months.                  $369,100   $371,100

$358,232 of the above proceeds were
used to satisfy the balance of the
Mortgage due D.A.N. Joint Venture
in full.

Term Loans:

Term Loan A - Due D.A.N. Joint Venture.

Certain 1990 loans were replaced by a
new term loan in the principal amount
of $283,850, ("Term Loan A") structured
over two five-year periods.  During the
first five-year period ended 3/31/99, the
Company paid interest only.  During the
second five-year period commencing 4/1/99
the balance due was to be repaid over 60
equal monthly installments, plus interest
at prime plus two percent on the unpaid
                                   balance.

Term Loan C - Due D.A.N. Joint Venture.

Another Term Loan ("Term Loan C")
has a face amount of $167,500 and carries the
same interest rate and payment terms over
two five-year periods as the new $283,850
Term Loan A described in the Paragraph above.


<PAGE>


DIONICS, INC.

NOTES TO FINANCIAL STATEMENTS

JUNE 30, 2003 AND DECEMBER 31, 2002


                                   June 30,    December 31,
                                   2003        2002
NOTE 5 -  LOANS PAYABLE - (Continued)

In conjunction with the refinancing
of the old mortgage D.A.N. Joint
Venture confirmed and acknowledged
that the old mortgage note was paid
in full, that all accrued interest
above the 2% stated rate on Term Loan
A and C was forgiven and canceled.

Effective July 11, 2001, the Company
and D.A.N. Joint Venture entered
into a supplementary agreement which
resulted in the acceptance by D.A.N.
Joint Venture of the sum of $57,500.00
in full payment by Dionics of the
previously deferred interest of
$86,0976.13 on Term Loans A and C.
Further to the supplementary agreement,
principal payment will be paid monthly.
Current interest will now also be paid
on a monthly basis and not accrued.
As of the date of this new agreement,
the balance due on Term Loan A was
$151,386.76 and the balance due on
Term Loan C was $89,335.20. Both loans,
plus their interest, will be paid in
32 consecutive monthly payments,
commencing August 1, 2001.

In September of 2002, due to its
severe negative cash flow, Dionics
became unable to make payments of
principal and interest under Term Loans
A and C. Attempts to negotiate a payment
moratorium with D.A.N. Joint Venture
were unsuccessful, and that company
commenced an action against Dionics,
Inc. in the Supreme Court of the State
of New York.  Subsequently, based on
funding from an SBA loan, D.A.N. Joint
Venture and Dionics, Inc. agreed to
resolve such issues, the action was
discontinued and on January 2, 2003
an amendatory agreement was entered
into between the parties.

It was agreed that as of December 31,
2002 the principal balance on Term
Loan A was $90,064 and on Term Loan
C was $53,146                            88,100     143,200

<PAGE>


DIONICS, INC.

NOTES TO FINANCIAL STATEMENTS

JUNE 30, 2003 AND DECEMBER 31, 2002



                                     June 30,  December 31,
                                     2003      2002

NOTE 5 -  LOANS PAYABLE - (Continued)

Term Loan A principal was to be repaid
with interest at the rate of 10.25%
per annum in 15 equal consecutive
monthly payments of $6,423 each
commencing January 1, 2003 and ending
March 1, 2004.                               2,400      6,300

Term Loan C principal was to be repaid
with interest at the rate of 10.25%
per annum in 15 equal consecutive
monthly payments of $3,790 each
commencing January 1, 2003 and ending
March 2004.                                  1,400      3,700

Total past due interest on Term Loan A
and C as at December 31, 2002 was
agreed to as $5,440. (Accrued at
December 31, 2002)

SBA Loan.

On October 20, 2002 an SBA Loan
in the amount of $305,800 was
approved                                   305,800    305,800

Payment Terms

A) Interest will accrue at the rate
of 4.000% per annum; installment
payments, including principal and
interest, of $5,632 monthly, will
begin 25 months from the date of the
promissory note.  The balance of
principal and interest will be
payable 7 years from the date of the
promissory Note.

B) Each payment will be applied first
to interest accrued to the date of
receipt of each payment, and the
balance, if any, will be applied to
principal.


<PAGE>



DIONICS, INC.

NOTES TO FINANCIAL STATEMENTS

JUNE 30, 2003 AND DECEMBER 31, 2002


                                       June 30,  December 31,
                                       2003      2002

NOTE 5 -  LOANS PAYABLE - (Continued)

SBA Loan.

C) Each payment will be made when
due even if at that time the full
amount of the Loan has not yet been
advanced or the authorized amount
of the Loan has been reduced.

D) Interest will accrue only on funds
actually advanced from the date(s) of
each advance, but in no case sooner
than 24 months from the date of the
promissory Note

Collateral.

Dionics, Inc. will provide the
following collateral:

Deed of Trust/Mortgage on real
estate located at 65 Rushmore Street
Westbury, New York 11590.  Said Deed
of Trust/Mortgage to be subject only
to the following:

1. Trust Deed/Mortgage held by
Wachovia Small Business Capital
(formerly First Union Business
Capital), Plainville, New York
with a current approximate
balance of $369,900.

2. SBA Loan with a current
balance of $305,800.

3. Mortgage subordinate to the above
two mortgages in favor of the
chief executive officer (see Note 4)


Total Loan Payable                      766,800       830,100

Less: Amount due within one year         96,300       126,800

Long-Term Portion                      $670,500      $703,300


<PAGE>



DIONICS, INC.

NOTES TO FINANCIAL STATEMENTS

JUNE 30, 2003 AND DECEMBER 31, 2002



NOTE 6 -  COLLATERALIZED ASSETS -

The Wachovia Small Business Capital (formerly First Union
Business Capital Mortgage) loan is secured by a First Mortgage
on the Company's Westbury Property.  All of the Company's assets
other than the Westbury Property, are pledged to the remaining
loans due to D.A.N. Joint Venture.


NOTE 7 -  STOCK OPTION PLAN

In September 1997, the Board of Directors of the Company adopted
the 1997 Incentive Stock Option Plan (the "1997 Plan") for
employees of the Company to purchase up to 250,000 shares of
common Stock of the Company.  Options granted under the 1997
plan are "incentive stock options" as defined in Section 422 of
the Internal Revenue Code.  Any stock options granted under the
1997 Plan shall be granted at no less than 100% of the fair
market value of the Common Stock of the Company at the time of
the grant.  As of December 31, 2002, options to acquire 192,500
shares of Common Stock have been granted under the 1997 Plan
which includes (i) 120,000 options originally granted on
September 11, 1997 and repriced on February 21, 2002 in order to
reduce the exercise price from $.38 to $.10 per share and (ii)
68,500 additional options granted on February 21, 2002 with an
exercise price of $.10 per share and (iii) 4,000 additional
options granted on April 8, 2002 with an exercise price of $.20
per share.  As of December 31, 2002, 57,500 options were
available for future grant.  Since the market price of the
Company's Common Stock was below the exercise option at June 30,
2003 and December 31, 2002 the options were Anti-Dilutive for
the six month ended June 30, 2003 and the twelve months ended
December 31, 2002.


NOTE 8 -  INCOME TAXES:

As of December 31, 2002 the Company had available a federal
operating loss carry forward of $1,091,200.  This net operating
loss originated in 1992, 2001 and 2002 and may be carried
forward and expires as follows:

    Year of Origin        Amount       Carry Forward
                                       Expires In

          1992      $  115,200          2007

          2001         373,000          2016

          2002         603,000          2017

                    $1,097,200

<PAGE>

DIONICS, INC.

NOTES TO FINANCIAL STATEMENTS

JUNE 30, 2003 AND DECEMBER 31, 2002

<PAGE>

NOTE 9 -  COMMITMENT

The Company has an agreement with its chief executive officer to
pay to his widow or estate for a period of five (5) years
following his death an amount per year equal to the annual
salary being earned by him at the time of his death, provided
that he was in the employ of the Company at the time of his
death.  Such arrangements had previously been funded by life
insurance policies owned by the Company on his life, but
currently remains unfunded.



NOTE 10 - BONUS PAID IN COMPANY SHARES:

On February 15, 2002 the Company repurchased 76,347 shares of
Dionics, Inc. shares of common stock from the Company's 401(k)
Plan.  These shares had been contributed by the Company to the
401(k) Plan during 1993.  The amount paid on February 22, 2002
was $3,817.35 or $.05 per share which management determined to
be the fair purchase price.  The proceeds from the repurchase
were placed into the respective 401(k) accounts of the employees
in proportion to the 401(k) Plan shares which had been
attributed to each of them.  In addition, the Company then
issued the same number of shares as a bonus to the same eleven
employees.  The employees may not dispose of these share in less
than one year as these were unregistered shares.  There are no
more shares of Dionics, Inc. remaining in the Company 401(k)
Plan.  The outlay of $3,817.35 has been charged as an expense to
the various department of the Company.  Such 76,347 shares
issued in February 2002 were distributed under the Company 2002
Stock Compensation Plan (the "2002 Plan") which was adopted by
the Company in February 2002.  The company may issue up to
150,000 shares under the 2002 Plan.  As of June 30, 2003, no
other shares have been granted under the 2002 Plan.




<PAGE>

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


LIQUIDITY AND CAPITAL RESOURCES

Having been rescued from its "near-death" experience at the end
of 2002 by a last-minute SBA loan of $305,800, the Company was
able to negotiate new terms for a default position on another
older loan with The Cadle Company. The new funding also permitted
the Company to pay all of its long over-due Accounts Payable and
to re-establish a "current" status with its vendors. Although the
Company is still, at the end of the Second Quarter, presently
operating under negative cash flow conditions, the negativity gap
is shrinking and the SBA funding should permit the Company  to
reach cash flow breakeven before exhausting those funds. This
outcome is of course beyond Management's ability to guarantee,
but the recent moderate brightening of the business environment
does encourage us to be cautiously optimistic. Nonetheless, we
remain in a strict survival mode of operations, holding all
expenses to the absolute minimum that is still consistent with
doing business in a forward-looking manner.

Part of the Company's efforts to conserve cash have also involved
reducing our workweek and signing up our employees for New York
State's Shared Work Program, a system of partial unemployment
benefits. Employees, although forced to tighten their belts, at
least received enough combined weekly income to maintain
themselves financially. Very recently, our increasing production
workload has caused us to modestly increase the workweek and
reduce our dependence on the Shared Work Program. And, in
addition to payroll reductions, the Company is also limiting its
purchases to those items that are absolutely necessary for
ongoing operations.

In spite of the many virtues of "saving," however, we do not
believe we can reach cash flow breakeven on savings alone. It is
necessary to increase sales volume, as well, and toward that goal
the Company has continued its Engineering and Development
efforts. New products are now making their way into the Company's
current sales results, including new Solid State Relays (SSRs)
for the F-16 fighter aircraft, new (probably patentable)
MOSFET-drivers for Implantable Cardiac Defibrillators and new
(probably patentable) devices for very high-volume LED-based
aircraft lighting systems. As these products gain further
acceptance, their contribution to growing sales volume, evident
in Second Quarter results,  will continue to fuel our return to
breakeven and then to profitability. They are also fueling our
cautious optimism concerning the Company's near-term business
outlook.

At June 30, 2003 Working Capital stood at a negative $52,900.
However, since the terms of the SBA loan required that the
Company's CEO put his Deferred Compensation program "on Hold" for
the duration of that loan, recalculating the Working Capital
without such obligation brings it  to a positive $408,100. This
would compare to Working Capital of $515,300 at June 30, 2002,
calculated in the same fashion.

RESULTS OF OPERATIONS

Sales in the Second Quarter of 2003 rose 51.3 percent as compared
to the same period last year, reaching $262,600 versus $173,600
in the Second Quarter of 2002. This reflects the recent moderate,
but encouraging new order improvement in the current period.
Armed with the knowledge that the Third Quarter of 2003 appears
ready to possibly continue the trend of increasing sales volume,
instead of suffering its traditional seasonal decrease, it is
ever more reasonable to think that quarterly performance actually
did bottom out during 2002. Unfortunately, visibility is still
very limited, and so predictions beyond a few months from now are
impossible.

Operating Profits in the Second Quarter of 2003 were just
slightly negative with a loss of $3,800 but greatly improved when
compared to the loss of $169,600 in the same period last year.
Increased Sales volume

<PAGE>

was largely responsible for the
improvement, in addition to Payroll reduction and spending
constraints.

The Net Loss for the Second Quarter of 2003 was significantly
reduced to $15,000 as compared to a Net Loss of $176,500 in the
Second Quarter of 2002. Again, sales volume increases coupled
with payroll and spending decreases produced the significant
improvement.

Six-Month results for 2003 also showed significant improvement,
with Sales volume of $425,700 as compared to $314,200 in the same
period last year, an increase of 35.5%. Operating losses were
similarly improved, dropping to a loss of $87,500 in the
First-Half of 2003 as compared to an operating loss of  $384,300
in the First-Half of 2002. Increasing Sales volume combined with
tighter spending constraints produced the improvement.

As indicated earlier, prospects for further improvement in the
Third Quarter of 2003 seem reasonable, but visibility beyond that
time is still quite limited. The Company has a modest cash
cushion from the SBA loan it recently received, and it must nurse
those funds while struggling back toward cash flow breakeven.
Clearly, the jury is still out but, now that our "year from Hell"
is six-months behind us, Management can dare to look forward and
devote itself to exploiting the "possibilities for survival and
growth" rather than looking back over its shoulder and grimly
recognize that "serious risks of failure still persist."

THE PRECEDING TEXT CONTAINS FORWARD-LOOKING STATEMENTS WHICH
REFLECT MANAGEMENT'S BEST JUDGMENT OF CURRENTLY AVAILABLE
INFORMATION. SHOULD CERTAIN ASSUMPTIONS FAIL TO MATERIALIZE, OR
UNEXPECTED ADVERSE DEVELOPMENTS OCCUR, THE COMPANY MAY NOT REACH
MANAGEMENT'S GOALS.


Item 3. Controls and Procedures.

The Company's Chief Executive Officer and Principal Financial
Officer has evaluated the effectiveness of the Company's
disclosure controls and procedures (as such term is defined in
Rules 13a-14(c) and 15d-14(c) under the Securities Exchange Act
of 1934, as amended (the "Exchange Act")) as of a date within 90
days prior to the filing date of this quarterly report. Based on
such evaluation, such officer has concluded that the Company's
disclosure controls and procedures are effective in alerting him
on a timely basis to material information relating to the Company
(including its consolidated subsidiaries) required to be included
in the Company's periodic filings under the Exchange Act. There
have not been any significant changes in the Company's internal
controls or in other factors that could significantly affect such
controls subsequent to the date of this evaluation.


<PAGE>

PART II - OTHER INFORMATION

Item 1.  Legal Proceedings.

Reference is made to the Company's Form 10-KSB for the year ended
December 31, 2002 and in particular to Part I, Item 3, the full
contents of which are incorporated by reference herein in
accordance with Rule 12b-23 of the General Rules and Regulations
under the Securities Exchange Act of 1934, for information on the
action commenced in December 2002 against the Company by D.A.N.
Joint Venture which action was discontinued in January 2003.

There are no other material pending legal proceedings to which
the Company is a party or to which any of its property is
subject.

Item 2.  Changes in Securities.

     None.

Item 3.  Defaults Upon Senior Securities.

Reference is made to the Company's Form 10-KSB for the year ended
December 31, 2002 and in particular to Part I, Item 1, "Other
Information - Loans Payable", the full contents of which are
incorporated by reference herein in accordance with Rule 12b-23
of the General Rules and Regulations under the Securities
Exchange Act of 1934, for information on the default in payment
of principal and interest due to D.A.N. Joint Venture which
occurred in the fourth quarter of  2002 (see also Note 5 to the
Financial Statements) which resulted in the legal action referred
to in Item 1 above being commenced by D.A.N. Joint Venture.  As
a result of an Amendatory Agreement being entered into by the
parties as of January 2, 2003, such loans are no longer in
default and the action referred to in Item 1 above has been
discontinued.

Item 4.  Submission of Matters to a Vote of Security-Holders.

          None.

Item 5.  Other Information.

          None.

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

          (a)  Exhibits.

     99.1 Certification pursuant to U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

     (b)  Reports on Form 8-K.

          Listed below are reports on Form 8-K filed during the
fiscal quarter ended June 30, 2003.

     None.

<PAGE>

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.


                                DIONICS, INC.
                                (Registrant)


Dated: August 7, 2003     By: /s/ Bernard Kravitz
                              Bernard Kravitz, President


Dated: August 7, 2003     By: /s/ Bernard Kravitz
                              Bernard Kravitz,
                              Principal Financial Officer

<PAGE>


CERTIFICATIONS

I, Bernard Kravitz, certify that:

1.   I have reviewed this quarterly report on Form 10-QSB of
Dionics, 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; and

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.


Dated: August 7, 2003     By: /s/ Bernard Kravitz
                              Bernard Kravitz,
                              President and
                              Chief Executive Officer
                              (Principal Executive Officer)

<PAGE>

I, Bernard Kravitz certify that:

1.   I have reviewed this quarterly report on Form 10-QSB of
Dionics, 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; and

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.


Dated: August 7, 2003     By: /s/ Bernard Kravitz
                              Bernard Kravitz,
                              Principal Financial Officer