UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   Form 10-QSB

--------------------------------------------------------------------------------
(Mark one)

[X] Quarterly Report Under Section 13 or 15(d) of the Securities Exchange
    Act of 1934

    For the quarterly period ended 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: 0-14247


                        Century Park Pictures Corporation
        (Exact name of small business issuer as specified in its charter)

      Minnesota                                               41-1458152
(State of incorporation)                                (IRS Employer ID Number)

                     4701 IDS Center, Minneapolis, MN 55402
                    (Address of principal executive offices)

                                 (612) 333-5100
                           (Issuer's telephone number)

--------------------------------------------------------------------------------

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 [ ] NO [X]

State the number of shares outstanding of each of the issuer's classes of common
equity as of the latest practicable date: July 25, 2003: 63,670,141

Transitional Small Business Disclosure Format (check one): YES [ ] NO [X ]
<PAGE>
                        CENTURY PARK PICTURES CORPORATION

                 Form 10-QSB for the Quarter ended June 30, 2003

                                Table of Contents


                                                                        Page
                                                                        ----
PART I - FINANCIAL INFORMATION

  Item 1   Financial Statements                                            3

  Item 2   Management's Discussion and Analysis or Plan of Operation      12

  Item 3   Controls and Procedures                                        14

PART II - OTHER INFORMATION

  Item 1   Legal Proceedings                                              14

  Item 2   Changes in Securities                                          14

  Item 3   Defaults Upon Senior Securities                                15

  Item 4   Submission of Matters to a Vote of Security Holders            15

  Item 5   Other Information                                              15

  Item 6   Exhibits and Reports on Form 8-K                               15

SIGNATURES                                                                16

                                       2
<PAGE>
ITEM 1 - PART 1 - FINANCIAL STATEMENTS

                        CENTURY PARK PICTURES CORPORATION
                                 BALANCE SHEETS
                             June 30, 2003 and 2002

                                   (UNAUDITED)
<TABLE>
<CAPTION>
                                                                 June 30, 2003       June 30, 2002
                                                                 -------------       -------------
<S>                                                               <C>                 <C>
                                     ASSETS
CURRENT ASSETS
   Cash on hand and in bank                                       $        --         $        --
                                                                  -----------         -----------
     TOTAL CURRENT ASSETS                                                  --                  --
                                                                  -----------         -----------

PROPERTY AND EQUIPMENT - AT COST
   Furniture and fixtures                                              94,077              94,077
   Less accumulated depreciation                                      (94,077)            (94,077)
                                                                  -----------         -----------
     NET PROPERTY AND EQUIPMENT                                            --                  --
                                                                  -----------         -----------
OTHER ASSETS
   Rent deposits                                                          926                 926
                                                                  -----------         -----------

TOTAL ASSETS                                                      $       926         $       926
                                                                  ===========         ===========

                      LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES
   Notes payable                                                  $   100,000         $   400,000
   Accounts payable                                                        --               1,281
   Accrued compensation                                               354,500             354,500
   Accrued interest payable                                            73,714             307,259
   Other accrued expenses                                               9,027               9,027
   Advances from shareholder                                           20,917               7,855
                                                                  -----------         -----------
     TOTAL CURRENT LIABILITIES                                        558,158           1,079,922
                                                                  -----------         -----------

COMMITMENTS AND CONTINGENCIES

SHAREHOLDERS' EQUITY
   Common stock - $0.001 par value
     200,000,000 shares authorized
     63,670,141 and 9,886,641 shares
     issued and outstanding, respectively                              63,670               9,887
   Additional paid-in capital                                       6,713,597           6,182,981
   Accumulated deficit                                             (7,334,499)         (7,271,864)
                                                                  -----------         -----------

     TOTAL SHAREHOLDERS' EQUITY                                      (557,232)         (1,078,996)
                                                                  -----------         -----------

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY                        $       926         $       926
                                                                  ===========         ===========
</TABLE>
The financial information presented herein has been prepared by management
without audit by independent certified public accountants.
The accompanying notes are an integral part of these financial statements.

                                       3
<PAGE>
                        CENTURY PARK PICTURES CORPORATION
                 STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
               Nine and Three months ended June 30, 2003 and 2002

                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                              Nine months      Nine months    Three months     Three months
                                                 ended            ended           ended           ended
                                             June 30, 2003    June 30, 2002   June 30, 2003   June 30, 2002
                                             -------------    -------------   -------------   -------------
<S>                                           <C>              <C>              <C>             <C>
REVENUES                                      $        --      $       --      $        --      $       --
                                              -----------      ----------      -----------      ----------
EXPENSES
   General and administrative expenses             12,051           7,855            1,774           1,481
                                              -----------      ----------      -----------      ----------

LOSS FROM OPERATIONS                              (12,051)         (7,855)          (1,774)         (1,481)

OTHER INCOME (EXPENSE)
   Interest expense                               (37,980)        (36,625)         (12,022)        (12,875)
                                              -----------      ----------      -----------      ----------

LOSS BEFORE PROVISION FOR INCOME TAXES            (50,031)        (46,480)         (13,796)        (14,356)

PROVISION FOR INCOME TAXES                             --              --               --              --
                                              -----------      ----------      -----------      ----------

NET LOSS                                          (50,031)        (46,480)         (13,796)        (14,356)

OTHER COMPREHENSIVE INCOME                             --              --               --              --
                                              -----------      ----------      -----------      ----------

COMPREHENSIVE LOSS                            $   (50,031)     $  (46,480)     $   (13,796)     $  (14,356)
                                              ===========      ==========      ===========      ==========
Loss per weighted-average share
 of common stock outstanding,
 computed on Net Loss - basic
 and fully diluted                                    nil             nil              nil             nil
                                              ===========      ==========      ===========      ==========
Weighted-average number of shares
 of common stock outstanding                   11,068,696       9,886,641       13,432,806       9,886,641
                                              ===========      ==========      ===========      ==========
</TABLE>

The financial information presented herein has been prepared by management
without audit by independent certified public accountants.
The accompanying notes are an integral part of these financial statements.

                                       4
<PAGE>
                        CENTURY PARK PICTURES CORPORATION
                            STATEMENTS OF CASH FLOWS
                    Nine months ended June 30, 2003 and 2002

                                   (UNAUDITED)
<TABLE>
<CAPTION>
                                                                             Nine months       Nine months
                                                                                ended             ended
                                                                            June 30, 2003     June 30, 2002
                                                                            -------------     -------------
<S>                                                                           <C>               <C>
CASH FLOWS FROM OPERATING ACTIVITIES
   Net Loss                                                                   $ (50,031)        $ (46,480)
   Adjustments to reconcile net income to net cash
    provided by operating activities
     Contribution of interest expense related to
      suspended interest payable on notes payable                                37,980                --
     Increase (Decrease) in
      Accounts payable and accrued expenses                                          --            38,625
                                                                              ---------         ---------

NET CASH USED IN OPERATING ACTIVITIES                                           (12,051)           (7,855)
                                                                              ---------         ---------

CASH FLOWS FROM INVESTING ACTIVITIES                                                 --                --
                                                                              ---------         ---------

CASH FLOWS FROM FINANCING ACTIVITIES
   Funds advanced by officer/shareholder                                         12,051             7,855
                                                                              ---------         ---------

NET CASH PROVIDED BY FINANCING ACTIVITIES                                        12,051             7,855
                                                                              ---------         ---------

INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                                     --                --

Cash and cash equivalents at beginning of period                                     --                --
                                                                              ---------         ---------

Cash and cash equivalents at end of period                                    $      --         $      --
                                                                              =========         =========
SUPPLEMENTAL DISCLOSURES OF INTEREST AND INCOME TAXES PAID
   Interest paid during the period                                            $      --         $      --
                                                                              =========         =========
   Income taxes paid (refunded)                                               $      --         $      --
                                                                              =========         =========
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES
   Conversion of outstanding notes payable into common stock                  $ 300,000         $      --
                                                                              =========         =========
   Conversion of accrued interest payable into common stock                   $ 237,834         $      --
                                                                              =========         =========
</TABLE>

The financial information presented herein has been prepared by management
without audit by independent certified public accountants.
The accompanying notes are an integral part of these financial statements.

                                       5
<PAGE>
                        CENTURY PARK PICTURES CORPORATION

                          NOTES TO FINANCIAL STATEMENTS

NOTE A - ORGANIZATION AND DESCRIPTION OF BUSINESS

Century  Park  Pictures  Corporation  (Company)  was  incorporated  in  1983  in
accordance with the Laws of the State of Minnesota.

In  prior  periods,  the  Company  developed,   produced  and  marketed  various
entertainment  properties,   including  without  limitation,   the  intellectual
product(s) of entities engaged in the motion picture, television, and theatrical
state productions,  such as creative writers,  producers and directors,  for the
motion picture, pay/cable and commercial television markets.

The Company has effectively had no operations,  assets or liabilities  since its
fiscal year ended September 30, 1999.

NOTE B - PREPARATION OF FINANCIAL STATEMENTS

The  Company  follows  the  accrual  basis  of  accounting  in  accordance  with
accounting principles generally accepted in the United States of America and has
adopted a year-end of September 30.

The preparation of financial statements in conformity with accounting principles
generally  accepted in the United States of America requires  management to make
estimates  and  assumptions  that  affect  the  reported  amounts  of assets and
liabilities  and disclosure of contingent  assets and liabilities at the date of
the  financial  statements  and the  reported  amounts of revenues  and expenses
during the reporting period. Actual results could differ from those estimates.

Management further acknowledges that it is solely responsible for adopting sound
accounting  practices,   establishing  and  maintaining  a  system  of  internal
accounting  control and preventing and detecting  fraud. The Company's system of
internal  accounting  control is designed to assure,  among other items, that 1)
recorded  transactions  are valid; 2) valid  transactions  are recorded;  and 3)
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 of the  Company  for the  respective  periods  being
presented

During interim periods, the Company follows the accounting policies set forth in
its annual  audited  financial  statements  filed with the U. S.  Securities and
Exchange  Commission  on its  Annual  Report on Form  10-KSB  for the year ended
September 30, 2002. The  information  presented  within these interim  financial
statements  may not  include all  disclosures  required  by  generally  accepted
accounting  principles  and the  users of  financial  information  provided  for
interim periods should refer to the annual  financial  information and footnotes
when reviewing the interim financial results presented herein.

In the opinion of management,  the accompanying  interim  financial  statements,
prepared in  accordance  with the U. S.  Securities  and  Exchange  Commission's
instructions   for  Form  10-QSB,   are   unaudited  and  contain  all  material
adjustments,  consisting  only of  normal  recurring  adjustments  necessary  to
present fairly the financial condition,  results of operations and cash flows of
the Company for the respective  interim  periods  presented.  The current period
results of operations are not necessarily indicative of results which ultimately
will be reported for the full fiscal year ending September 30, 2003.

For  segment  reporting  purposes,  the Company  operated  in only one  industry
segment during the periods represented in the accompanying  financial statements
and makes all  operating  decisions and  allocates  resources  based on the best
benefit to the Company as a whole.

                                       6
<PAGE>
                        CENTURY PARK PICTURES CORPORATION

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

NOTE C - GOING CONCERN UNCERTAINTY

The Company has effectively had no operations,  assets or liabilities  since its
fiscal year ended September 30, 1999.

The Company has no operating activities, no cash on hand, no profit and operates
a business plan with inherent risk. Because of these factors,  our auditors have
issued an audit  opinion for the Company which  includes a statement  describing
our going concern  status.  This means,  in our auditor's  opinion,  substantial
doubt about our ability to  continue  as a going  concern  exists at the date of
their opinion.

The  Company's  continued  existence is  dependent  upon its ability to generate
sufficient cash flows from operations to support its daily operations as well as
provide sufficient resources to retire existing liabilities and obligations on a
timely basis.

The Company  anticipates  offering future sales of equity  securities.  However,
there is no assurance that the Company will be able to obtain additional funding
through the sales of additional  equity  securities  or, that such  funding,  if
available, will be obtained on terms favorable to or affordable by the Company.

If no additional  operating  capital is received  during the next twelve months,
the  Company  will be  forced  to rely on  existing  cash in the  bank  and upon
additional  funds  loaned  by  management  and/or  significant  stockholders  to
preserve the integrity of the corporate  entity at this time. In the event,  the
Company  is  unable to  acquire  advances  from  management  and/or  significant
stockholders, the Company's ongoing operations would be negatively impacted.

It  is  the  intent  of  management  and  significant  stockholders  to  provide
sufficient  working  capital  necessary to support and preserve the integrity of
the corporate entity.  However, no formal commitments or arrangements to advance
or loan funds to the Company or repay any such advances or loans exist. There is
no legal obligation for either management or significant stockholders to provide
additional future funding.

While the Company is of the opinion that good faith  estimates of the  Company's
ability to secure additional  capital in the future to reach our goals have been
made, there is no guarantee that the Company will receive  sufficient funding to
sustain operations or implement any future business plan steps.

NOTE D - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

1. CASH AND CASH EQUIVALENTS

   For Statement of Cash Flows purposes,  the Company considers all cash on hand
   and in banks, including accounts in book overdraft positions, certificates of
   deposit and other  highly-liquid  investments with maturities of three months
   or less, when purchased, to be cash and cash equivalents.

2. PROPERTY AND EQUIPMENT

   Property and  equipment  consists of furniture  and fixtures and is stated at
   the lower of depreciated cost or net realizable value.

                                       7
<PAGE>
                        CENTURY PARK PICTURES CORPORATION

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

NOTE D - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED

3. INCOME TAXES

   The Company  uses the asset and  liability  method of  accounting  for income
   taxes.  At June 30, 2003 and 2002,  respectively,  the deferred tax asset and
   deferred tax liability  accounts,  as recorded when material to the financial
   statements,  are  entirely  the result of  temporary  differences.  Temporary
   differences   represent   differences  in  the   recognition  of  assets  and
   liabilities for tax and financial reporting purposes,  primarily  accumulated
   depreciation and  amortization,  allowance for doubtful accounts and vacation
   accruals.

   As of June 30, 2003 and 2002, the deferred tax asset related to the Company's
   net operating loss  carryforward is fully reserved.  Due to the provisions of
   Internal Revenue Code Section 338, the Company may have limited net operating
   loss  carryforwards  available  to offset  financial  statement or tax return
   taxable  income in future periods as a result of any future change in control
   involving  50  percentage  points  or  more  of the  issued  and  outstanding
   securities of the Company.

4. INCOME (LOSS) PER SHARE

   Basic earnings (loss) per share is computed by dividing the net income (loss)
   by the  weighted-average  number of shares of common stock  outstanding.  The
   calculation of fully diluted  earnings  (loss) per share assumes the dilutive
   effect  of the  exercise  of  outstanding  options  and  warrants,  using the
   treasury  stock  method,  at either the  beginning of the  respective  period
   presented  or the date of issuance,  whichever is later.  As of June 30, 2003
   and 2002,  respectively,  the  Company  has no  outstanding  stock  warrants,
   options or convertible  securities  which could be considered as dilutive for
   purposes of the loss per share calculation.

NOTE E - FAIR VALUE OF FINANCIAL INSTRUMENTS

The carrying amount of cash,  accounts  receivable,  accounts  payable and notes
payable, as applicable,  approximates fair value due to the short term nature of
these items  and/or the current  interest  rates  payable in relation to current
market conditions.

Interest  rate risk is the risk  that the  Company's  earnings  are  subject  to
fluctuations  in interest  rates on either  investments  or on debt and is fully
dependent  upon  the  volatility  of  these  rates.  The  Company  does  not use
derivative instruments to moderate its exposure to interest rate risk, if any.

Financial  risk  is  the  risk  that  the  Company's  earnings  are  subject  to
fluctuations in interest rates or foreign exchange rates and are fully dependent
upon the  volatility  of  these  rates.  The  company  does  not use  derivative
instruments to moderate its exposure to financial risk, if any.

NOTE F - NOTES PAYABLE

The Company has twelve separate notes payable to various individuals aggregating
$400,000,  including one to the Company's Chief Executive Officer of $50,000, at
June 30, 2003 and 2002,  respectively.  The notes bear interest at rates ranging
between 12% to 15% and were secured by the Company's right,  title, and interest
in the Pike. The notes originally matured between June and December 1996.

                                       8
<PAGE>
                        CENTURY PARK PICTURES CORPORATION

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

NOTE F - NOTES PAYABLE - CONTINUED

On  July  31,  2002,  the  Company's  Board  of  Directors  and  the  respective
noteholders  approved the  extension of the ultimate  maturity date of the notes
through  December 3, 2003. In conjunction  with the extension,  the  noteholders
agreed to discontinue the accrual of interest subsequent to July 31, 2002.

The effect of the  discontinuance  of interest  accruals  subsequent to July 31,
2002 will be charged to  operations  as a component of interest  expense with an
offset to  contributed  additional  paid-in  capital to  recognize  the economic
effect of the suspended and forgiven  interest on these notes in the  respective
future period.

For the period from  August 1, 2002  through  September  30, 2002 and the period
from  October  1,  2002  through  June 30,  2003,  the  Company  has  recognized
approximately  $8,583 and $37,980,  respectively,  in additional paid-in capital
due to the suspended interest on these notes.

The noteholders  have the right to convert,  at any time at the holder's option,
all outstanding principal and accrued, but unpaid,  interest as of July 31, 2002
into  shares  of  the  Company's  restricted,  unregistered  common  stock  at a
conversion  rate of $0.01 per share. On June 25, 2003,  noteholders  aggregating
$300,000 in  outstanding  principal  and  $237,835 in accrued  interest  payable
exercised  their  respective   conversion   rights  and  received  an  aggregate
53,783,500  shares of restricted,  common stock upon conversion.  As of June 30,
2003,  there were four (4)  $25,000  notes  outstanding  with  accrued  interest
payable on these notes of approximately $73,714.

NOTE G - RELATED PARTY TRANSACTIONS

Through June 30, 2003, the Company's  Chief  Executive  Officer has advanced the
Company  approximately  $20,917 to support operations,  settle outstanding trade
accounts  payable and provide  working  capital.  The advance is repayable  upon
demand and is non-interest bearing and is unsecured.

As of June 30, 2003 and 2002, respectively, the Company owed the Company's Chief
Executive Officer approximately $354,500 for cumulative accrued salary.

NOTE H - INCOME TAXES

The  components of income tax  (benefit)  expense for the nine months ended June
30, 2003 and 2002, respectively, are as follows:

                                      Nine months               Nine months
                                         ended                     ended
                                     June 30, 2003             June 30, 2002
                                     -------------             -------------
      Federal:
       Current                        $         --             $         --
       Deferred                                 --                       --
                                      ------------             ------------
                                                --                       --
                                      ------------             ------------
     State:
       Current                                  --                       --
       Deferred                                 --                       --
                                      ------------             ------------
                                                --                       --
                                      ------------             ------------
         Total                        $         --             $         --
                                      ============             ============

                                       9
<PAGE>
                        CENTURY PARK PICTURES CORPORATION

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

NOTE H - INCOME TAXES - CONTINUED

As of June 30, 2003, the Company has a Federal net operating  loss  carryforward
of  approximately  $3,100,000  and a State net operating  loss  carryforward  of
approximately  $790,000  to offset  future  taxable  income.  Subject to current
regulations, these carryforwards will expire between 2002 and 2015.

The  Company's  income tax expense for each of the nine month periods ended June
30, 2003 and 2002, respectively,  differed from the statutory federal rate of 34
percent as follows:

<TABLE>
<CAPTION>
                                                                    Nine months      Nine months
                                                                       ended            ended
                                                                   June 30, 2003    June 30, 2002
                                                                   -------------    -------------
<S>                                                                  <C>              <C>
Statutory rate applied to earnings (loss) before income taxes        $(17,000)        $(15,800)
Increase (decrease) in income taxes resulting from:
  State income taxes                                                       --               --
  Other, including reserve for deferred tax asset                      17,000           15,800
                                                                     --------         --------
     Income tax expense                                              $     --         $     --
                                                                     ========         ========
</TABLE>

Temporary differences, consisting primarily of statutory differences between the
financial  statement  carrying  amounts and tax bases of assets and  liabilities
give rise to deferred  tax assets and  liabilities  as of the  respective  years
ended September 30, 2002 and 2001.

<TABLE>
<CAPTION>
                                                                Year ended September 30, 2002
                                                     ---------------------------------------------
                                                       Federal           State            Total
                                                     -----------      -----------      -----------
<S>                                                  <C>              <C>              <C>
Deferred tax assets:
   Other (current)                                   $    96,000      $    35,000      $   131,000
   Net operating loss carryforwards (non-current)        932,000           77,000        1,009,000
                                                     -----------      -----------      -----------
                                                       1,028,000          112,000        1,140,000
Valuation allowance                                   (1,028,000)        (112,000)      (1,140,000)
                                                     -----------      -----------      -----------
   Net Deferred tax asset                            $        --      $        --      $        --
                                                     ===========      ===========      ===========
Deferred tax liabilities                             $        --      $        --      $        --
                                                     ===========      ===========      ===========

                                                                Year ended September 30, 2001
                                                     ---------------------------------------------
                                                       Federal           State            Total
                                                     -----------      -----------      -----------
Deferred tax assets:
   Other (current)                                   $    96,000      $    35,000      $   131,000
   Net operating loss carryforwards (non-current)        932,000           77,000        1,009,000
                                                     -----------      -----------      -----------
                                                       1,028,000          112,000        1,140,000
Valuation allowance                                   (1,028,000)        (112,000)      (1,140,000)
                                                     -----------      -----------      -----------
   Net Deferred tax asset                            $        --      $        --      $        --
                                                     ===========      ===========      ===========
Deferred tax liabilities                             $        --      $        --      $        --
                                                     ===========      ===========      ===========
</TABLE>
                                       10
<PAGE>
                        CENTURY PARK PICTURES CORPORATION

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

NOTE H - INCOME TAXES - CONTINUED

During the years ended September 30, 2002 and 2001, respectively,  the valuation
allowance increased  (decreased) by approximately $-0- and $(5,000).  During the
years ended  September  30, 2002 and 2001,  respectively,  the Company  recorded
valuation allowances of $1,140,000,  respectively, on the deferred tax assets to
reduce the total amounts that  management  believes will ultimately be realized.
Realization of deferred tax assets is dependent upon  sufficient  future taxable
income during the period that deductible temporary differences and carryforwards
are  expected  to be  available  to reduce  taxable  income.  There was no other
activity in the valuation allowance accounts

NOTE J - COMMON STOCK TRANSACTIONS

On June  25,  2003,  the  Company  issued  an  aggregate  53,783,500  shares  of
restricted, unregistered common stock in redemption of various outstanding notes
payable  in the face  amount of  approximately  $300,000  and  accrued  interest
payable of  approximately  $237,835,  pursuant  to the  conversion  terms of the
respective  notes.  The  valuation  of this  transaction  was equal to the "fair
value" of the Company's common stock on the conversion date.

NOTE K - COMMITMENTS AND CONTINGENCIES

The Company  leases  office space under a  noncancellable  operating  lease that
expires  August 31, 2002.  The space has been  sub-leased to a separate  company
owned by the  Company's  CEO.  The Company  incurred no expense  related to this
lease  during   either  of  the  years  ended   September  30,  2002  and  2001,
respectively,  nor the  nine  month  periods  ended  June  30,  2003  and  2002,
respectively.


                (Remainder of this page left blank intentionally)

                                       11
<PAGE>
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS

(1) CAUTION REGARDING FORWARD-LOOKING INFORMATION

Certain  statements  contained  in this  quarterly  filing,  including,  without
limitation, statements containing the words "believes", "anticipates", "expects"
and  words  of  similar  import,  constitute  forward-looking  statements.  Such
forward-looking  statements  involve known and unknown risks,  uncertainties and
other factors that may cause the actual results,  performance or achievements of
the Company,  or industry  results,  to be materially  different from any future
results,   performance   or   achievements   expressed   or   implied   by  such
forward-looking statements.

Such factors include, among others, the following:  international,  national and
local general economic and market conditions:  demographic  changes; the ability
of the Company to sustain,  manage or  forecast  its growth;  the ability of the
Company to successfully make and integrate acquisitions;  raw material costs and
availability;  new product  development and  introduction;  existing  government
regulations  and  changes  in,  or  the  failure  to  comply  with,   government
regulations;  adverse publicity;  competition; the loss of significant customers
or suppliers;  fluctuations  and  difficulty in forecasting  operating  results;
changes in business strategy or development  plans;  business  disruptions;  the
ability  to attract  and  retain  qualified  personnel;  the  ability to protect
technology; and other factors referenced in this and previous filings.

Given  these  uncertainties,  readers  of this Form  10-QSB  and  investors  are
cautioned not to place undue reliance on such  forward-looking  statements.  The
Company  disclaims  any  obligation  to update any such  factors or to  publicly
announce the result of any  revisions to any of the  forward-looking  statements
contained herein to reflect future events or developments.

(2) RESULTS OF OPERATIONS, LIQUIDITY AND CAPITAL RESOURCES

Century  Park  Pictures  Corporation  (Company)  was  incorporated  in  1983  in
accordance with the Laws of the State of Minnesota.

The Company  develops,  produces and markets various  entertainment  properties,
including without limitation, the intellectual product(s) of entities engaged in
the motion  picture,  television,  and  theatrical  state  productions,  such as
creative writers, producers and directors, for the motion picture, pay/cable and
commercial television markets.

A brief  synopsis of the Company's  former  operations  and  subsidiaries  is as
follows:

   International  Theatres Corporation (ITC) was a 100 percent owned subsidiary,
   which owned and  operated  the  Chanhassen  Dinner  Theatres  in  Chanhassen,
   Minnesota.  During the year ended  September 30, 1999, ITC was transferred to
   the Company's majority shareholder. During the normal course of business, ITC
   granted  credit to its  corporate  clients.  ITC  performed  on-going  credit
   evaluations of its customers'  financial  condition and generally required no
   collateral from them.

   Minnesota Arena Football,  Inc. d.b.a.  Minnesota Fighting Pike (Pike), a 100
   percent owned subsidiary, was an indoor  professional  football team that the
   Company  obtained  the rights to during the fiscal year ended  September  30,
   1996. The Pike ceased operations on August 31, 1996. As of December 31, 1999,
   Minnesota  Arena  Football  was  legally  dissolved.  During  the year  ended
   September 30, 2001, all  outstanding  liabilities of Minnesota Arena Football
   were written off.

   The Company had a 30 percent  investment  in Willy Bietak  Productions,  Inc.
   (WBPI),  which  produced  touring  ice  shows and theme  shows  appearing  in
   shopping  malls,  theaters,   casinos,  arenas,  and  major  amusement  parks
   throughout the United States.  During the year ended  September 30, 1999, the
   Company's  investment  in WBPI  was  transferred  to the  Company's  majority
   shareholder.

The Company has effectively had no operations,  assets or liabilities  since its
fiscal year ended September 30, 1999.

                                       12
<PAGE>
General and administrative  expenses for the nine months ended June 30, 2003 and
2002,  respectively,   were  approximately  $12,052  and  $7,855,  respectively.
Interest expense on the outstanding  $400,000 in notes payable was approximately
$37,980 and $38,625 for each of the respective nine month periods.

On  July  31,  2002,  the  Company's  Board  of  Directors  and  the  respective
noteholders  approved the  extension of the ultimate  maturity date of the notes
through  December 3, 2003. In conjunction  with the extension,  the  noteholders
agreed to discontinue  the accrual of interest  subsequent to July 31, 2002. The
effect of the  discontinuance of interest  accruals  subsequent to July 31, 2002
will be charged to operations as a component of interest  expense with an offset
to contributed  additional  paid-in  capital to recognize the economic effect of
the  suspended  and forgiven  interest on these notes in the  respective  future
period.  For the period from August 1, 2002 through  September  30, 2002 and the
nine months ended June 30, 2003, the Company has recognized approximately $8,585
and $37,980,  respectively,  in additional  paid-in capital due to the suspended
interest on these notes.  On June 25, 2003,  holders of eight (8) notes totaling
$300,000,  with accrued  interest payable of  approximately  $237,835  exercised
their conversion rights and were issued an aggregate 53,783,500 shares of common
stock.

Net  income   (loss)  for  the  nine  months  ended  June  30,  2003  and  2002,
respectively,  was approximately $(50,031) and $(46,480). Earnings per share for
the  respective  nine month  periods  ended June 30, 2003 and 2002 was $0.00 and
$0.00 on the weighted-average post-reverse split shares issued and outstanding.

The  Company  does not  expect  to  generate  any  meaningful  revenue  or incur
operating  expenses for purposes  other than  fulfilling  the  obligations  of a
reporting company under the Securities Exchange Act of 1934 (Exchange Act).

At June 30, 2003 and 2002,  respectively,  the  Company  had working  capital of
approximately $(558,158) and $(1,079,922).

Management  intends to  continue to restrict  expenditures  with  respect to the
future  development  of  entertainment  properties  and to market its  completed
properties.  The Company has two completed properties.  The costs of development
have been written off. Accordingly, the Company will incur little, if any, costs
of marketing.  Management believes these actions may contribute to the Company's
liquidity. The Company has no identified commitments for capital expenditures as
of June 30, 2003 and anticipates no significant capital  expenditures for future
periods.

The Company  intends to continue to seek out potential  acquisitions.  Since the
Company has no available bank lines of credit,  there are no assurances that the
Company will be able to  successfully  identify any  potential  acquisitions  or
that, if  identified,  it will obtain  financing  under terms  acceptable to the
Company.  Management  presently  considers  an  acquisition  or a merger  of the
Company a viable alternative.

The Company has no operating activities, no cash on hand, no profit and operates
a business plan with inherent risk. Because of these factors,  our auditors have
issued an audit  opinion for the Company which  includes a statement  describing
our going concern  status.  This means,  in our auditor's  opinion,  substantial
doubt about our ability to  continue  as a going  concern  exists at the date of
their opinion.

The  Company's  continued  existence is  dependent  upon its ability to generate
sufficient cash flows from operations to support its daily operations as well as
provide sufficient resources to retire existing liabilities and obligations on a
timely basis.

The Company  anticipates  offering future sales of equity  securities.  However,
there is no assurance that the Company will be able to obtain additional funding
through the sales of additional  equity  securities  or, that such  funding,  if
available, will be obtained on terms favorable to or affordable by the Company.

If no additional  operating  capital is received  during the next twelve months,
the  Company  will be  forced  to rely on  existing  cash in the  bank  and upon
additional  funds  loaned  by  management  and/or  significant  stockholders  to
preserve the integrity of the corporate  entity at this time. In the event,  the
Company  is  unable to  acquire  advances  from  management  and/or  significant
stockholders, the Company's ongoing operations would be negatively impacted.

                                       13
<PAGE>
It  is  the  intent  of  management  and  significant  stockholders  to  provide
sufficient  working  capital  necessary to support and preserve the integrity of
the corporate entity.  However, no formal commitments or arrangements to advance
or loan funds to the Company or repay any such advances or loans exist. There is
no legal obligation for either management or significant stockholders to provide
additional future funding.

While the Company is of the opinion that good faith  estimates of the  Company's
ability to secure additional  capital in the future to reach our goals have been
made, there is no guarantee that the Company will receive  sufficient funding to
sustain operations or implement any future business plan steps.

ITEM 3 - CONTROLS AND PROCEDURES

As required by Rule 13a-15 under the Exchange  Act,  within the 90 days prior to
the filing date of this report,  the Company  carried out an  evaluation  of the
effectiveness of the design and operation of the Company's  disclosure  controls
and  procedures.  This evaluation was carried out under the supervision and with
the  participation  of  the  Company's   management,   including  the  Company's
President,  Chief Executive and Financial  Officer.  Based upon that evaluation,
the Company's  President,  Chief Executive and Financial  Officer concluded that
the Company's disclosure controls and procedures are effective.  There have been
no significant  changes in the Company's  internal controls or in other factors,
which could  significantly  affect internal controls  subsequent to the date the
Company carried out its evaluation.

Disclosure  controls and procedures are controls and other  procedures  that are
designed to ensure that information  required to be disclosed in Company reports
filed or submitted under the Exchange Act is recorded, processed, summarized and
reported,  within the time  periods  specified  in the  Securities  and Exchange
Commission's  rules and  forms.  Disclosure  controls  and  procedures  include,
without limitation,  controls and procedures designed to ensure that information
required to be  disclosed  in Company  reports  filed under the  Exchange Act is
accumulated  and  communicated  to  management,  including the  Company's  Chief
Executive  and  Financial  Officer as  appropriate,  to allow  timely  decisions
regarding required disclosure.

                           PART II - OTHER INFORMATION

ITEM 1 - LEGAL PROCEEDINGS

None

ITEM 2 - CHANGES IN SECURITIES

On June 25, 2003,  holders of eight (8)  separate  notes  payable  issued by the
Company  exercised their conversion rights to receive  restricted,  unregistered
common stock of the Company in satisfaction of the outstanding principal and any
accrued,  but unpaid,  interest.  The contractual  conversion rate was $0.01 per
share.  The  following  table  shows  the  shares  issued in  settlement  of the
outstanding principal and accrued interest.

                             Outstanding       Accrued Interest     Number of
   Noteholder                  Principal           Payable        Shares Issued
   ----------                  ---------           -------        -------------
Anthony Silverman              $100,000         $    94,404         19,440,400
Anthony Silverman                15,000              26,067          2,606,700
Emmett Mitchell                  10,000               7,378          1,737,800
Fred Bernstein                   50,000              37,005          8,700,500
M. A. Leibovit                   25,000              18,445          4,344,500
Thomas Miller                    25,000              43,303          4,330,300
Thomas Miller                    25,000              43,445          4,344,500
Thomas Scallen (*)               50,000              32,788          8,278,800
                               --------         -----------         ----------
                               $300,000         $   237,835         53,783,500
                               ========         ===========         ==========
----------
(*) Mr. Scallen is the Company's President and Chief Executive Officer.

                                       14
<PAGE>
The  Company  experienced  a defacto  change in  control as the number of shares
issued  in the  debt  conversion,  exclusive  of  Mr.  Scallen's  shares,  equal
approximately  71.47% of the  issued  and  outstanding  shares of the  Company's
common stock, post-conversion.

ITEM 3 - DEFAULTS ON SENIOR SECURITIES

None

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

Exhibits

   31.1  Certification pursuant to Section 302 of Sarbanes-Oxley Act of 2002.
   32.1  Certification pursuant to Section 906 of Sarbanes-Oxley Act of 2002.

Reports on Form 8-K - None

--------------------------------------------------------------------------------

                                   SIGNATURES

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

                                            CENTURY PARK PICTURES CORPORATION


Dated: July 29, 2003                        /s/ Thomas K. Scallen.
       -------------                        ------------------------------------
                                                               Thomas K. Scallen
                                              Chairman, Chief Executive Officer,
                                            Chief Financial Officer and Director

                                       15