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 September 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 Number)
Organization)

                   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 November 1, 2003 (excluding 164,544 treasury shares)




                 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 September 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  17


Item 3   Controls and Procedures        18




                          DIONICS, INC.


                       September 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 nine months ended
September 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.


                            DIONICS, INC.

                           BALANCE SHEETS



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

                           A S S E T S

CURRENT ASSETS:
  Cash                                        $   91,800    $   28,200
  Accounts Receivable Trade
    (Less Estimated Doubtful Accounts
    of $7,300 in 2003 and $7,300 in
    2002) - (Note 6)                              75,000        95,600
  Inventory - Notes 2, 3 and 6                   435,200       390,200
  Prepaid Expenses and Other Current
    Assets                                        30,900       255,800

     Total Current Assets                        632,900       796,900



PROPERTY, PLANT AND
  EQUIPMENT - (Notes 2 and 6)
    (At Cost Less Accumulated
      Depreciation of $1,692,300
      in 2003 and $1,686,900 in 2002)             72,100        67,200



DEPOSITS AND OTHER ASSETS -
 (Notes 2 and 5)                                  40,300        42,800


     Total                                    $  745,300    $  906,900




All amounts have been rounded to the nearest $100.

The accompanying notes are integral part of this statement.

                            DIONICS, INC.

                           BALANCE SHEETS


                                               SEPTEMBER 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)                            $   65,900    $  126,800
  Accounts Payable                                107,700        81,500
  Accrued Expenses                                 52,600        40,200
  Equipment Lease Obligation                        2,000           -0-

     Total Current Liabilities                    228,200       248,500


Long-Term Debt Less Current
  Maturities - (Note 5)                           669,300       703,300
Equipment Lease Obligation                          7,000           -0-
Deferred Compensation Payable - (Note 4)          501,000       501,000

     Total Liabilities                          1,405,500     1,452,800

CONTINGENCIES AND COMMITMENTS


                     SHAREHOLDERS' (DEFICIENCY)

Common Shares - $.01 Par Value
  Authorized 5,000,000 Shares
    Issued 3,848,222 Shares in 2003
    and    3,848,222 in 2002 (Note 7 and 10)       38,400        38,400
Additional Paid-in Capital                      1,522,800     1,522,800
(Deficit)                                      (2,000,800)   (1,886,500)
                                                 (439,600)     (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)            (660,200)     (545,900)


          Total                                $  745,300     $ 906,900




* Restated - Note 4

All amounts have been rounded to the nearest $100.

The accompanying notes are integral part of this statement.


                            DIONICS, INC.

                  CONDENSED STATEMENT OF OPERATIONS



                                                 NINE MONTHS ENDED
                                                   SEPTEMBER 30,
                                                2003            2002
                                             (UNAUDITED)     (UNAUDITED)


SALES                                       $  690,300     $  455,400
COST AND EXPENSES:
  Cost of Sales (Including
    Research and Development Costs)            516,200        669,600
  Selling, General and Administrative
    Expenses                                   259,100        293,200

     Total Costs and Expenses                  775,300        962,800

NET INCOME (LOSS) FROM OPERATIONS              (85,000)      (507,400)

DIVIDENDS AND OTHER INCOME                       3,200          5,900

                                               (81,800)      (501,500)
OTHER DEDUCTIONS
  Interest Expense                              31,600         33,300

NET INCOME (LOSS) FOR THE PERIOD
  BEFORE INCOME TAXES                         (113,400)      (534,800)

INCOME TAXES                                       900            900

NET INCOME (LOSS) FOR THE PERIOD            $ (114,300)    $ (535,700)

NET INCOME (LOSS) PER SHARE -
  Basic                                     $  (.03103)    $   .14543

  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.


                            DIONICS, INC.

                  CONDENSED STATEMENT OF OPERATIONS




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


SALES                                         $ 264,600    $  141,200

COST AND EXPENSES:
  Cost of Sales (Including Research
    and Development Costs)                      188,800       218,500
  Selling, General and Administrative
    Expenses                                     73,300        75,800

     Total Costs and Expenses                   262,100       294,300

NET INCOME (LOSS) FROM OPERATIONS                 2,500      (153,100)

DIVIDENDS AND OTHER INCOME                        2,700           300
                                                  5,200      (152,800)
OTHER DEDUCTIONS:
  Interest Expense                                9,800        11,000

NET (LOSS) FOR THE PERIOD BEFORE
  INCOME TAXES                                   (4,600)     (163,800)

INCOME TAXES                                        100          -0-

NET (LOSS) FOR THE PERIOD                    $   (4,700)   $ (163,800)

NET (LOSS) PER SHARE -
  Basic                                      $ (.001275)   $  (.04447)
  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.

                            DIONICS, INC.

                       STATEMENT OF CASH FLOWS



                                                     NINE MONTHS ENDED
                                                        SEPTEMBER 30,
                                                      2003        2002
                                                   (UNAUDITED) (UNAUDITED)

CASH FLOWS FROM OPERATING ACTIVITIES:




  Net (Loss)                                       $(114,300)  $(535,700)
  Adjustment to Reconcile Net Income to
     Net Cash provided from Operating Activities:
      Depreciation and Amortization                    5,400       3,900
  Changes in Operating Assets and Liabilities:
    Decrease in Accounts Receivable                   20,600      80,600
    (Increase) in Inventory                          (45,000)    (16,600)
    (Increase) Decrease in Prepaid Expenses and
     Other Current Assets                             (2,000)     18,600
    Decrease in Deposits and Other Assets              2,500         500
    (Decrease) in Deferred Compensation Payable          -0-     (13,800)
    Increase in Accounts Payable                      26,200      31,700
    Increase in Accrued Expenses                      12,400      10,800
    Decrease in SBA Loan Receivable                  255,800         -0-
     Net Cash Provided by (Used In)
        Operating Activities                         161,600    (420,000)
CASH FLOWS (USED FOR) FINANCING ACTIVITIES:
  Repayment of Debt                                  (87,800)    (61,700)
CASH FLOWS (USED FOR) INVESTING ACTIVITIES:
  Purchase of Equipment                              (10,200)     (2,000)
NET INCREASE (DECREASE) IN CASH                       63,600    (483,700)

CASH - Beginning of Period                            28,200     551,000

CASH - End of Period                               $  91,800   $  67,300



All amounts have been rounded to the nearest $100.

The accompanying notes are integral part of this statement.



                           DIONICS, INC.

                   NOTES TO FINANCIAL STATEMENTS

             SEPTEMBER 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 2003.

          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





                           DIONICS, INC.

                   NOTES TO FINANCIAL STATEMENTS

             SEPTEMBER 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.





                           DIONICS, INC.

                   NOTES TO FINANCIAL STATEMENTS

             SEPTEMBER 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:

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

          Finished Goods               $  78,000       $ 75,000
          Work-in-Process                244,000        221,100
          Raw Materials                   69,600         56,900
          Manufacturing Supplies          43,600         37,200

                 Total                 $ 435,200       $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 became 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
          Executive 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.

                           DIONICS, INC.

                   NOTES TO FINANCIAL STATEMENTS

             SEPTEMBER 30, 2003 AND DECEMBER 31, 2002


                                          September 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.                       $368,000   $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")
          stemming from the Original Mortgage 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.





                           DIONICS, INC.

                   NOTES TO FINANCIAL STATEMENTS

             SEPTEMBER 30, 2003 AND DECEMBER 31, 2002

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

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

          On January 2, 2003 an amendatory
          agreement was entered into between
          the Joint Venture and Dionics, Inc.

          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                       59,600      143,200

          Term Loan A principal was to be re-
          paid 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.            1,100        6,300

          Term Loan C principal was to be re-
          paid 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.                 700        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.

                           DIONICS, INC.

                   NOTES TO FINANCIAL STATEMENTS

             SEPTEMBER 30, 2003 AND DECEMBER 31, 2002


                                           September 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:

          A) 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 $368,000.

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

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


          Total Loan Payable                     735,200        830,100

          Less: Amount due within one year        65,900        126,800

               Long-Term Portion                $669,300      $ 703,300






                           DIONICS, INC.

                   NOTES TO FINANCIAL STATEMENTS

             SEPTEMBER 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 September 30, 2003 and December 31, 2002 the
          options were Anti-Dilutive for the nine month ended September 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







                           DIONICS, INC.

                   NOTES TO FINANCIAL STATEMENTS

             SEPTEMBER 30, 2003 AND DECEMBER 31, 2002




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 September 30, 2003, no other shares have been
          granted under the 2002 Plan.





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 presently operating under negative cash flow
conditions, the negativity gap has been shrinking through the first
three quarters. Unless the sudden recent softening of incoming
business continues, the SBA funding should hopefully permit the
Company  to reach cash flow breakeven before exhausting those funds.
This outcome is of course beyond Management's ability to guarantee,
but in spite of a recent softening, the  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 trying to do 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. Our employees, although forced to tighten their belts, at
least received enough combined weekly income to maintain themselves
financially. In recent quarters, a rising production workload 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. These include new Solid State Relays (SSRs) for the
F-16 fighter aircraft, new (probably patentable) MOSFET-drivers for
both the Joint Strike Fighter F-35 program and Implantable Cardiac
Defibrillators and new (probably patentable) devices for very
high-volume LED-based aircraft lighting and traffic signal systems.
As these programs mature and the products gain further acceptance,
they should contribute to growing sales volume. Some of these
programs are currently in an "in-between-orders" status, however,
resulting in what is hoped will be a temporary softening. At the
same time, these products are fueling our cautious optimism
concerning the Company's longer-term business outlook.

     Working Capital at September 30, 2003 stood at $404,700,
compared to $548,400 at December 31, 2002.

RESULTS OF OPERATIONS

     Sales in the Third Quarter of 2003 rose 87.4 percent as
compared to the same period last year, reaching $264,600 versus
$141,200 in the Third Quarter of 2002. This reflects an increased
new order input for that period and made it possible for the Third
Quarter of 2003 to continue the trend of increasing sales volume,
instead of suffering its traditional seasonal decrease.
Unfortunately, early Fourth Quarter order inputs have taken a
surprising pause, and with visibility still very limited,
predictions beyond the very near-term are impossible.

     Operating Profits in the Third Quarter of 2003 were just
slightly positive with a gain of $2,500 but greatly improved when
compared to the loss of $153,100 in the same period last year.
Increased Sales volume was largely responsible for the improvement,
in addition to Payroll reduction and spending constraints.

     The Net Loss for the Third Quarter of 2003 was significantly
reduced to $4,700 as compared to a Net Loss of $163,800 in the Third
Quarter of 2002. Again, sales volume increases coupled with payroll
and spending decreases produced the significant improvement.

     Nine-Month results for 2003 also showed significant
improvement, with Sales volume of $690,300 as compared to $455,400
in the same period last year, an increase of 51.6%. Operating losses
were similarly improved, dropping to a loss of $85,000 in the
Nine-Months of 2003 as compared to an operating loss of  $507,400 in
the Nine-Months of 2002. Increasing Sales volume combined with
tighter spending constraints produced the improvement.

     As indicated earlier, prospects for further improvement in
the Fourth Quarter of 2003 seem rather dim, due to a sudden slowdown
in incoming orders. 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. Pursuing its many new
product opportunities also requires more cash than does merely
hanging on in a survival mode. Clearly, the jury is still out but,
now that our "year from Hell" is nine-months behind us, Management
must again both search for growth capital while also solidifying its
survival.  Unfortunately we must again look back over our shoulder
and grimly recognize that "serious risks of failure still persist"
although longer term prospects remain encouraging.

     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 reviewed the Company's disclosure controls and
procedures as of the end of the period covered by this report.
Based upon this review, such officer believes that the Company's
disclosure controls and procedures are effective in timely alerting
him to material information required to be included in this report.
There have been no significant changes in internal control over
financial reporting that occurred during the fiscal quarter covered
by this report that have materially affected, or are reasonably
likely to materially affect, the Company's internal control over
financial reporting.




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 SecurityHolders.

          None.

Item 5.  Other Information.

          None.

Item 6.  Exhibits and Reports on Form 8K.

          (a)  Exhibits.

     31.1 Certification of Chief Executive Officer pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002 (Rules 13a-14 and
15d-14 of the Exchange Act)
     31.2 Certification of Principal Financial Officer pursuant
to Section 302 of the Sarbanes-Oxley Act of 2002 (Rules 13a-14 and
15d-14 of the Exchange Act)
     32.1 Certification pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350)

     (b)  Reports on Form 8K.

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

None.


       SIGNATURES

        In accordance with the requirements of the Exchange Act, the
Registrant caused this Report to be signed on its behalf by the
undersigned thereunto duly authorized.


                                     DIONICS, INC.
                                     (Registrant)


Dated: November 12, 2003      By:    /s/ Bernard Kravitz
                                     Bernard Kravitz, President


Dated: November 12, 2003      By:    /s/ Bernard Kravitz
                                     Bernard Kravitz, Principal
                                     Financial Officer