UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

**FORM 10-QSB**

X__Quarterly report under section 13 or 15(d) of the Securities Exchange Act of 1934 for the
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 ______.

**PACIFIC CMA, INC.**

(Exact name of registrant as specified in its charter)

|Colorado                                       | 0-27653                  | 84-1475073                          
|---------------------------------------------- | ------------------------ | ------------------------------------
|(State or other jurisdiction of
incorporation) | (Commission File
Number) | (IRS Employer Identification
Number)

|4750 Table Mesa Drive

Boulder, CO       | 80305     
|---------------------------------------- | ----------
|(Address of principal executive offices) | (Zip Code)

Registrant's telephone number, including area code:  (303) 494-3000

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the
Securities 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 ....

Applicable only to issuers involved in bankruptcy proceedings during the past five years.

Check whether the issuer has filed all documents and reports required to be filed by Section 12,
13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a
court.  Yes .....  No .....

Applicable only to corporate issuers

State the number of shares outstanding of each of the issuer's classes of common equity, as of the
latest practicable date:  At September 30, 2003, there were 22,422,450 shares outstanding.

Transitional Small Business Disclosure Format (Check one):  Yes .....     No ..X..

---

PART 1 - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS AND EXHIBITS

(a)  The unaudited financial statements of registrant for the nine  months ended September 30,
2003, follow.  The financial statements reflect all adjustments which are, in the opinion of
management, necessary to a fair statement of the results for the interim period presented.









|INDEX TO FINANCIAL STATEMENTS:                       | 
|---------------------------------------------------- | 
|                                                     | 
|Condensed Consolidated  Balance Sheets               | 
|Condensed Consolidated Statements of Operations      | 
|Condensed Consolidated Statements of Cash Flows      | 
|Notes to Condensed Consolidated Financial Statements | 



---

PACIFIC CMA, INC.

FORM 10-Q

PART 1	FINANCIAL INFORMATION

ITEM 1	FINANCIAL STATEMENTS



**PACIFIC CMA, INC.**

**(CONDENSED CONSOLIDATED BALANCE SHEETS)******
**(Unaudited)**
******September 30,**

**2003**
****
December 31,

2002**$**
****
$**ASSETS******************Current assets********Cash and cash equivalents
**676,791**
****
441,657Restricted cash
**2,279,117**
****
2,655,589Trade receivables, net of allowance for doubtful accounts of $137,289
**7,494,292**
****
6,464,141Deposits, prepayments and other
**2,339,696**
****
1,116,007Loan receivable
**76,874**
****
249,600Deferred income taxes
**82,350**
****
82,350**********Total current assets**
**12,949,120**
****
11,009,344********Property, plant and equipment, net
**274,654**
****
361,578Goodwill
**2,683,768**
****
2,683,768Intangible asset, net
**2,049,667**
****
2,478,667Deferred taxes
**2,613**
****
2,613Loan receivable
**-**
****
66,224Certificate of deposit
**50,000**
****
50,000Restricted cash
**769,231**
****
-**********Total assets**
**18,779,053**
****
16,652,194

See notes to condensed consolidated financial statements.



---

**PACIFIC CMA, INC.**

******(CONDENSED CONSOLIDATED BALANCE SHEETS)**

|                                                   | **(Unaudited)**             | **** |                   
|-------------------------------------------------- | --------------------------- | ---- | ------------------
|                                                   | **September 30,**

**2003** | **** | December 31,

2002
|                                                   | **$**                       | **** | $                 
|**LIABILIITES AND STOCKHOLDERS' EQUITY**           |                             |      |                   
|                                                   |                             |      |                   
|****************Current liabilities                |                             |      |                   
|********Bank overdrafts                            | **2,578,858**               | **** | 742,914           
|Trade payables                                     | **8,674,150**               | **** | 7,855,965         
|Accrued charges and other creditors                | **292,679**                 | **** | 509,316           
|Due to directors                                   | **99,382**                  | **** | 411,667           
|Obligations under finance leases                   | **43,984**                  | **** | 38,124            
|Debt maturing within one year                      | **396,930**                 | **** | 479,607           
|Tax payable                                        | **269,546**                 | **** | 240,845           
|                                                   |                             |      |                   
|**********Total current liabilities**              | **12,355,529**              | **** | 10,278,438        
|Obligations under finance leases                   | **28,196**                  | **** | 37,820            
|Deferred tax liability                             | **387,697**                 | **** | 580,747           
|                                                   |                             |      |                   
|**********Total liabilities**                      | **12,771,422**              | **** | 10,897,005        
|                                                   |                             |      |                   
|**********Commitments and contingencies (Note 9)** | **-**                       | **** | -                 
|                                                   |                             |      |                   
|**********Stockholders' equity**                   |                             |      |                   
|********Common stock with no par value             | **1,592,343**               | **** | 1,551,865         
|Additional paid-in capital                         | **1,786,718**               | **** | 1,786,718         
|Other comprehensive loss                           | **(8,325)**                 | **** | (8,325)           
|Retained earnings                                  | **2,636,895**               | **** | 2,424,931         
|                                                   |                             |      |                   
|**************Total stockholders' equity**         | **6,007,631**               | **** | 5,755,189         
|                                                   |                             |      |                   
|********Total liabilities and stockholders' equity | **18,779,053**              | **** | 16,652,194        

See notes to condensed consolidated financial statements.

---

**PACIFIC CMA, INC.**

**(CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS)**

|                                                                 | **(Unaudited)**

**Three months ended
September 30,** |      | **(Unaudited)**

**Nine months ended**

**September 30,**
|---------------------------------------------------------------- | ----------------------------------------------------- | ---- | ---------------------------------------------------------
|                                                                 | **2003**                                              |      | 2002                                                     
|                                                                 | **$**                                                 |      | $                                                        
|                                                                 |                                                       |      |                                                          
|******Freight forwarding income**                                | **19,550,380**                                        |      | 17,493,832                                               
|                                                                 |                                                       |      |                                                          
|******Operating expenses**                                       |                                                       |      |                                                          
|Cost of forwarding                                               | **(16,777,218)**                                      |      | (14,719,203)                                             
|Selling and administrative expenses                              | **(2,493,373)**                                       |      | (1,966,707)                                              
|Depreciation and amortization                                    | **(191,252)**                                         |      | (190,943)                                                
|                                                                 |                                                       |      |                                                          
|Total operating expenses                                         | **(19,461,843)**                                      |      | (16,876,853)                                             
|                                                                 |                                                       |      |                                                          
|Income from operations                                           | **88,537**                                            |      | 616,979                                                  
|                                                                 |                                                       |      |                                                          
|Non-operating income (expense)                                   |                                                       |      |                                                          
|Net gain on disposal of a subsidiary                             | **-**                                                 |      | -                                                        
|Interest and other income                                        | **57,806**                                            |      | 42,646                                                   
|Interest expense                                                 | **(47,782)**                                          |      | (23,347)                                                 
|                                                                 |                                                       |      |                                                          
|Net non-operating income                                         | **10,024**                                            |      | 19,299                                                   
|                                                                 |                                                       |      |                                                          
|Income before income taxes                                       | **98,561**                                            |      | 636,278                                                  
|                                                                 |                                                       |      |                                                          
|Provision for income taxes                                       | **17,583**                                            |      | (248,880)                                                
|                                                                 |                                                       |      |                                                          
|Net income                                                       | **116,144**                                           |      | 387,398                                                  
|                                                                 |                                                       |      |                                                          
|Net income per share                                             |                                                       |      |                                                          
|                                                                 |                                                       |      |                                                          
|Weighted average number of
shares outstanding                    |                                                       |      |                                                          
|Basic                                                            | **22,434,134**                                        |      | 22,198,312                                               
|                                                                 |                                                       |      |                                                          
|Diluted                                                          | **22,611,786**                                        |      | 22,322,543                                               
|                                                                 |                                                       |      |                                                          
|Net income per share of common
stock 

******Basic and Diluted** | **0.01**                                              | **** | 0.02                                                     

See notes to condensed consolidated financial statements.

**PACIFIC CMA, INC.**

---

******(CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS)**

|                                                                                               |      | Unaudited
Nine months ended
|---------------------------------------------------------------------------------------------- | ---- | ---------------------------
|                                                                                               |      | **September 30,**

**2003**
|                                                                                               |      | **$**                      
|**Cash flows from operating activities:**                                                      | **** |                            
|Net income                                                                                     |      | **211,964**                
|                                                                                               |      |                            
|**Adjustments to reconcile net income to net cash (used in) provided
by operating activities** |      |                            
|Depreciation and amortization                                                                  |      | **577,988**                
|Loss on disposal of property, plant and equipment                                              |      | **11,021**                 
|Net gain on disposal of a subsidiary                                                           |      | **-**                      
|Compensation cost                                                                              |      | **93,446**                 
|                                                                                               |      |                            
|**********Changes in working capital:**                                                        | **** |                            
|Tax refundable                                                                                 |      | **-**                      
|Trade receivables                                                                              |      | **(1,030,151)**            
|Deposits, prepayments and other                                                                |      | **(1,542,042)**            
|Deferred taxes                                                                                 |      | **(193,050)**              
|Trade payables                                                                                 |      | **818,185**                
|Accrued charges and other creditors                                                            |      | **(216,637)**              
|Tax payable                                                                                    |      | **28,701**                 
|                                                                                               |      |                            
|**********Net cash (used in) provided by operating activities**                                | **** | **(1,240,575)**            
|                                                                                               |      |                            
|**Cash flows from investing activities:**                                                      | **** |                            
|Loan receivable                                                                                |      | **238,950**                
|Acquisition of property, plant and equipment                                                   |      | **(47,495)**               
|Sales proceeds from disposal of property, plant and equipment                                  |      | **10,897**                 
|Instalments paid for acquisition of a subsidiary                                               |      | **(600,000)**              
|Instalments received for disposal of a subsidiary                                              |      | **265,385**                
|                                                                                               |      |                            
|**Net cash used in investing activities**                                                      | **** | **(132,263)**              
|                                                                                               |      |                            
|**Cash flows from financing activities:**                                                      | **** |                            
|Restricted cash                                                                                |      | **(392,759)**              
|Inception of new finance lease contracts                                                       |      | **-**                      
|Capital element of finance lease payments                                                      |      | **(40,251)**               
|Repayment to a director                                                                        |      | **(12,285)**               
|Bank overdrafts                                                                                |      | **1,835,944**              
|Borrowing of short-term debts                                                                  |      | **320,513**                
|Repayment of short-term debts                                                                  |      | **(103,190)**              
|                                                                                               |      |                            
|**Net cash provided by (used in) financing activities**                                        | **** | **1,607,972**              
|                                                                                               |      |                            
|**Net increase (decrease) in cash and cash equivalents**                                       | **** | **235,134**                
|**Exchange difference**                                                                        | **** | **-**                      
|**Cash and cash equivalents at beginning of period**                                           | **** | **441,657**                
|                                                                                               |      |                            
|**********Cash and cash equivalents at end of period**                                         | **** | **676,791**                

See notes to condensed consolidated financial statements.

---

**PACIFIC CMA, INC.**

**NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS**

**Note 1.	Basis of Presentation**

****

The accompanying unaudited condensed consolidated financial statements of Pacific CMA, Inc. (the
"Company") and its subsidiaries (the "Group") as of September 30, 2003 and December 31, 2002 and for
the nine months and three months ended September 30, 2003 and 2002 have been prepared in accordance
with accounting principles generally accepted in the United States of America for interim financial
information and with the instructions to Form 10-Q and Article 10 of Regulation S-X of the Securities
Exchange Act of 1934. Accordingly, they do not include all of the information and footnotes required by
accounting principles generally accepted in the United States of America for complete financial statements.
In the opinion of the Company's management, all adjustments, consisting only of normal recurring
adjustments, considered necessary to present fairly the condensed consolidated financial statements have
been made.

The condensed consolidated statement of operations for the nine months and three months ended
September 30, 2003 and 2002, and cash flows for the nine months ended September 30, 2003
and 2002 are not necessarily indicative of the results that may be expected for the entire year.
These condensed consolidated financial statements should be read in conjunction with the
consolidated financial statements and the related notes thereto for the year ended December 31,
2002 included in the Company's Form 10-KSB filed on April 10, 2003.

In December 2002, the FASB issued SFAS No. 148, "Accounting for Stock-Based
Compensation - Transition and Disclosure - an amendment of FASB Statement No. 123".  This
Statement amends SFAS No. 123, "Accounting for Stock-Based Compensation", to provide
alternative methods of transition for a voluntary change to the fair value based method of
accounting for stock-based employee compensation. In addition, this Statement amends the
disclosure requirements of SFAS No. 123 to require prominent disclosures in both annual and
interim financial statements about the method of accounting for stock-based employee
compensation and the effect of the method used on reported results. Certain provisions of SFAS
No. 148 are effective for fiscal years ending after December 15, 2002 and other provisions are
effective for fiscal years beginning after December 15, 2002. The adoption of SFAS No. 148
will not have any significant impact on the Group's condensed consolidated financial statements.

**Restatement of financial statements**

Subsequent to the issuance of the Group's 2002 and 2003 first quarter consolidated financial
statements, management determined that the financial statements for 2002's second and third
quarters, 2002 full year, as well as 2003 first quarter required restatement due to the recognition
of a non-contractual customer relationship intangible asset at the date of acquisition of Airgate.

The Airgate acquisition occurred on April 30, 2002, shortly after the required implementation
date of SFAS No. 141 and SFAS No. 142.  At the time of the transaction, the Company made
a diligent attempt to apply the provisions of SFAS No. 141.  It determined that it did not have
a legal-contractual relationship with its customers.  Further, it did not believe that its relationship
with its customers met the 'separability' criterion.  However, the Company understands that in
adopting SFAS No. 141, practice has evolved which considers a broader concept of customer
relationship intangibles.  Accordingly, Management now believes that a portion of the purchase
price of Airgate should be assigned to a non-contractual customer relationship intangible asset
with its corresponding deferred tax liability recognized in accordance with SFAS No. 109.

The restatement is attributable only to the recognition of a non-contractual customer
relationship, its amortization charges as well as the corresponding tax benefits.  The restatement
decreased the Group's 2002 first three quarters' net income by $154,028 from $722,850 or $0.03
per share, as originally reported, to $568,822 or $0.03 per share.  As a result, the restatement
reduced the Group's retained earnings by $154,028 from $2,444,931 as originally reported, to
$2,290,903.  Operating expenses and provision for income taxes for the 2002 third and first three
quarter presented herein have been restated.

**Note 2.	Principles of Consolidation**

The condensed consolidated financial statements include the financial statements of the
Company and its subsidiaries.  All significant intercompany balances and transactions have been
eliminated in consolidation.

******Note 3.	Comprehensive income**

Comprehensive income for the three months and nine months ended September 30, 2003 and
2002 equaled the reported net income.  Accumulated other comprehensive loss for all periods
represent foreign currency translation gains and losses resulting from the translation of
subsidiaries' financial statements denominated in currencies other than United States dollars into
United States dollars.

---

**PACIFIC CMA, INC.**

**NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS**

**Note 4.	Earnings Per Share**

The following is a reconciliation of the numerator and denominator of basic and diluted earnings per share

| | ****(unaudited)**

************Three Months Ended September30,** |  | ****(unaudited)**

**********Nine Months Ended September 30,**
| | ---------------------------------------------------------------- |  | --------------------------------------------------------------
| | ******2003**                                                     |  | 2002                                                          

|                                                                | ******Income** | **** | ******Shares**     |                    | **********Per-Share 
Amount** | ****                 | Income                  |  | Shares     |    | Per-Share
Amount |            | **********Income** | **** | **Shares**         | **** | **Per-Share 
Amount** | **** | ****Income  |      | Shares     |      | Per-Share
Amount
|--------------------------------------------------------------- | -------------- | ---- | ------------------ | ------------------ | ----------------------------- | -------------------- | ----------------------- |  | ---------- | -- | ---------------- | ---------- | ------------------ | ---- | ------------------ | ---- | --------------------- | ---- | ----------- | ---- | ---------- | ---- | ----------------
|                                                                | ****$**        |      |                    | ****************** | ************$******           | **********           | **$                     |  |            | ** | **$              | ********** | ************$**    |      |                    |      | ****************$**   |      | **$         |      |            |      | **$             
|                                                                |                |      |                    |                    |                               |                      |                         |  |            |    |                  |            |                    |      |                    |      |                       |      |             |      |            |      |                 
|******************Net Income**                                  | **116,144**    | **** |                    |                    |                               |                      | ****************387,398 |  |            |    |                  | ****       | ******211,964**    | **** | ****               | **** | ****                  | **** | ****568,822 | **** | ****       | **** | ****            
|                                                                |                |      |                    |                    |                               |                      |                         |  |            |    |                  |            |                    |      |                    |      |                       |      |             |      |            |      |                 
|**********************Basic EPS******                           | ****           |      |                    |                    |                               | ******************** | ****                    |  |            |    |                  | ****       | ****               | **** | ****               | **** | ****                  | **** | ****        | **** | ****       | **** | ****            
|Income available to
common stockholders                         | **116,144**    | **** | **22,434,134**     | ****               | **0.01**                      | ****                 | 387,398                 |  | 22,198,312 |    | 0.02             |            | ******211,964**    |      | ******22,433,823** | **** | **0.01**              | **** | 568,822     |      | 21,240,636 |      | 0.03            
|                                                                |                |      |                    |                    |                               |                      |                         |  |            |    |                  |            |                    |      |                    |      |                       |      |             |      |            |      |                 
|********************Effect of dilutive
securities               |                |      |                    |                    |                               |                      |                         |  |            |    |                  |            |                    |      |                    |      |                       |      |             |      |            |      |                 
|************************Stock options                           | **-**          | **** | **177,652**        | ****               |                               |                      | ********-               |  | 124,231    |    |                  |            | ******-**          | **** | **177,652**        | **** |                       |      | ********-   |      | 124,231    |      |                 
|                                                                |                |      |                    |                    |                               |                      |                         |  |            |    |                  |            |                    |      |                    |      |                       |      |             |      |            |      |                 
|******************Diluted EPS******                             | ****           |      |                    |                    |                               | ******************** | ****                    |  |            |    |                  | ****       | ****               | **** | ****               | **** | ****                  | **** | ****        | **** | ****       | **** | ****            
|Income available to
common stockholders
and assumed
conversions | **116,144**    |      | ******22,611,786** |                    | ******0.01**                  | ****                 | 387,398                 |  | 22,322,543 |    | 0.02             | ****       | ******211,964**    |      | **22,611,475**     |      | ******0.01**          | **** | 568,822     |      | 21,364,867 |      | 0.03            

Stock options were granted to purchase 200,000 shares of common stock at an exercise price of $0.098 on September 1, 2000.
These options are still outstanding at the end of September 30, 2003 and will expire on August 31, 2005.



During the first and third quarter of 2003, stock grants to purchase 900 shares and 28,000 shares of common stock have been granted and
exercised at an exercise price of $nil respectively pursuant to the terms stipulated in the Company's 2000 Stock Plan.  In addition, on July
12, 2003, 32,000 shares of common stock were also issued to a public relation consultant firm as a
consideration for services rendered. (note 5).



**Note 5.****Common Stock**

As of September 30, 2003 and December 31, 2002, the Company's authorized capital stock
comprised of 100,000,000 shares of common stock, no par value and 10,000,000 shares of
preferred stock, no par value.  As of September 30, 2003 and December 31, 2002, the
Company's issued and outstanding capital stock comprised of 22,422,450 and 22,483,350 shares
of common stock and no shares of preferred stock respectively.

On February 4, 2003, 900 shares of common stock were issued pursuant to the Company's 2000
Stock Plan (note 4).  These shares are valued at approximately $558.

On July 12, 2003, 32,000 shares of common stock were issued to a public relation consultant
firm as consideration for its services to promote the Group's business image.  These shares are
valued at approximately $23,680.  No cash consideration was received in respect of the stock
issue.

On August 14, 2003, 28,000 shares of common stock were issued pursuant to the Company's
2000 Stock Plan.  These shares are valued at approximately $16,240.  The stock grants were
made to the Group's employees as compensation for their services and no cash consideration
was received.

**Note 6.****Pledge of Assets**

At balance sheet date, the Group had pledged the following assets:



Restricted cash deposits of $3,048,348 in respect of general banking facilities granted by
bankers.



(b)	 Shares in the newly acquired subsidiary (representing 81% interest) to the sellers in respect
of the consideration payable to them for the acquisition of the subsidiary.

**Note 7.	Banking facilities**

As of September 30, 2003, to finance its working capital the Group's available banking facilities
were approximately $7,000,000 mainly obtained from creditworthy commercial banks in Hong
Kong.  As of that date, the total amount of banking facilities utilized was $4,413,629.  This was
made up of (i) about $2,578,858 of overdrafts; (ii) about $1,436,423 of invoice trust receipts
which are included in trade payables; (iii) about $129,118 of short-term bank loans; and (iv)
about $269,230 of bank guarantees for granting credit facilities to a subsidiary for airfreight
payment.





**Note 8.	Non-cash transactions**

****

In addition to the information disclosed elsewhere in these financial statements, during the first
quarter of 2003, the Group entered into finance lease arrangements in respect of assets with a
total capital value at the inception of the contracts of $36,487.

**Note 9.	Commitments and contingencies**



*Commitments under operating leases*



During the nine-months ended September 30, 2003, the Group has entered into a new operating
lease agreement in respect of an office space.  As of September 30, 2003, its future minimum
lease payments are $70,400.



*Cargo space commitments*

****The Group has entered into written agreements with various carriers pursuant to which the
Group is committed to utilize a guaranteed minimum amount of cargo space each year.  As of
September 30, the minimum amount of such cargo space committed to utilize is approximately
$11,420,000, of which approximately $1,800,000 is to be utilized in 2003.

**Note 10.	Related party transactions**

|**********Name and relationship of related parties** |                                        
|---------------------------------------------------- | ---------------------------------------
|                                                     |                                        
|********Name                                         | Relationship with the Company          
|Mr. Lam King Ko, Alfred ('Mr. Lam')                  | Shareholder and director of the Company
|Mr. Scott Turner ('Mr. Turner')                      | Shareholder and director of the Company
|Ms. Chan Wai Ying, Louisa ('Ms. Chan')               | Director of the Company                

During the three months and nine months ended September 30, 2003 and 2002, the Group had
the following balances and transactions with related parties:

|                                             |  | **(unaudited)**

**Three months ended
September 30,** |  | **(unaudited)**

**Nine months ended
September 30,**
|-------------------------------------------- |  | ----------------------------------------------------- |  | ----------------------------------------------------
|                                             |  | **2003**                                              |  | 2002                                                
|                                             |  | **$**                                                 |  | $                                                   
|Acquisition of a subsidiary
from Mr. Turner: |  |                                                       |  |                                                     
|- consideration paid                         |  | **-**                                                 |  | -                                                   

(a)	As of September 30, 2003, the balance due to Mr. Lam from the Group amounting to
$9,548 is collateralized, interest-free and has no fixed repayment terms.

(b)	The consideration payable to Mr. Turner for the acquisition of Airgate, after netting off
a loan receivable of $60,166 due from him to Airgate, is $89,834, which is collateralized
by Airgate's shares, interest-free and repayable in December 2003 pursuant to the stock
purchase agreement.

(c)	As of September 30, 2003, general banking and loan facilities granted by various bankers
to the Group were secured by Mr. Lam's and Ms. Chan's personal guarantees amounting
to approximately $6,603,000.

**********Note 11.	Segment Information**

(a)	Business segments

The Group operates mainly in three business segments, being the provision of (i) air forwarding, (ii) sea forwarding and (iii) land
forwarding services.  The accounting policies adopted by the Group for segment reporting are described in the summary of
significant accounting policies in the Company's Form 10-K filed for the year ended December 31, 2002.

(i)	The following table summarized the Group's operations for the nine months ended September 30, 2003 and 2002 (unaudited)
analyzed into air, sea and land forwarding services:

|                                               | **Air Forwarding****** | **** | ******Sea Forwarding****** | **** | ******Land Forwarding****** | **** | ******Total**
|---------------------------------------------- | ---------------------- | ---- | -------------------------- | ---- | --------------------------- | ---- | -------------
|                                               | **2003**               | **** | 2002                       |      | **2003**                    |      | 2002         
|                                               | **$**                  | **** | $                          |      | **$**                       |      | $            
|                                               |                        |      |                            |      |                             |      |              
|********Turnover                               | **31,340,435**         | **** | 20,322,755                 |      | **19,198,146**              |      | 10,711,276   
|                                               |                        |      |                            |      |                             |      |              
|Cost of forwarding                             | **(26,241,456)**       |      | (16,924,214)               |      | **(16,539,458)**            |      | (9,026,363)  
|                                               |                        |      |                            |      |                             |      |              
|Depreciation and amortization                  | **(356,161)**          |      | (218,855)                  |      | **(125,166)**               |      | (69,638)     
|                                               |                        |      |                            |      |                             |      |              
|Interest expenses                              | **(70,095)**           |      | (57,349)                   |      | **(3,921)**                 |      | (2,900)      
|                                               |                        |      |                            |      |                             |      |              
|Other segment expenses
attributable to segment | **(1,938,727)**        |      | (1,207,060)                |      | **(1,016,517)**             |      | (537,210)    
|                                               |                        |      |                            |      |                             |      |              
|Taxation                                       | **70,501**             |      | (203,934)                  |      | **32,058**                  |      | (117,497)    
|                                               |                        |      |                            |      |                             |      |              
|Segment income (loss)                          | **2,804,497**          |      | 1,711,343                  |      | **1,545,142**               |      | 957,668      
|Net other unallocated expenses                 |                        |      |                            |      |                             |      |              
|                                               |                        |      |                            |      |                             |      |              
|Net income                                     |                        |      |                            |      |                             |      |              

****

******Note 11.	Segment Information (continued)**

(a)	Business segments (continued)

(ii)	The following table summarized the selected segment data for the three months ended September 30, 2003 and 2002
(unaudited):

|                                               | **Air Forwarding****** | **** | ******Sea Forwarding****** | **** | ******Land Forwarding****** | **** | ******Total**
|---------------------------------------------- | ---------------------- | ---- | -------------------------- | ---- | --------------------------- | ---- | -------------
|                                               | **2003**               |      | 2002                       |      | **2003**                    |      | 2002         
|                                               | **$**                  |      | $                          |      | **$**                       |      | $            
|                                               |                        |      |                            |      |                             |      |              
|Turnover                                       | **11,306,643**         |      | 10,879,425                 |      | **8,243,737**               |      | 6,614,407    
|                                               |                        |      |                            |      |                             |      |              
|Cost of forwarding                             | **(9,627,254)**        |      | (9,084,972)                |      | **(7,149,964)**             |      | (5,634,231)  
|                                               |                        |      |                            |      |                             |      |              
|Depreciation and amortization                  | **(116,951)**          |      | (120,463)                  |      | **(41,795)**                |      | (39,819)     
|                                               |                        |      |                            |      |                             |      |              
|Interest expenses                              | **(24,473)**           |      | (21,817)                   |      | **(1,657)**                 |      | (1,530)      
|                                               |                        |      |                            |      |                             |      |              
|Other segment expenses
attributable to segment | **(658,910)**          |      | (602,773)                  |      | **(384,075)**               |      | (286,138)    
|                                               |                        |      |                            |      |                             |      |              
|Taxation                                       | **3,329**              |      | (163,120)                  |      | **14,254**                  |      | (85,760)     
|                                               |                        |      |                            |      |                             |      |              
|Segment income                                 | **882,384**            |      | 886,280                    |      | **680,500**                 |      | 566,929      
|Net other unallocated expenses                 |                        |      |                            |      |                             |      |              
|                                               |                        |      |                            |      |                             |      |              
|********Net income                             |                        |      |                            |      |                             |      |              

****(iii)	The following table summarized the Group's assets as of period ended September 30, 2003 and 2002 (unaudited) analyzed
into air, sea and land forwarding services:

|                         | ******Air Forwarding****** | **** | ******Sea Forwarding****** | **** | ******Land Forwarding****** | **** | ******Total**
|------------------------ | -------------------------- | ---- | -------------------------- | ---- | --------------------------- | ---- | -------------
|                         | **2003**                   | **** | 2002                       |      | **2003**                    | **** | 2002         
|                         | **$**                      | **** | $                          |      | **$**                       | **** | $            
|                         |                            |      |                            |      |                             |      |              
|**********Goodwill**     | **2,012,826**              | **** | 2,012,826                  |      | **670,942**                 | **** | 670,942      
|Intangible asset, net    | **1,537,250**              | **** | 1,966,250                  |      | **512,417**                 | **** | 655,417      
|Other assets             | **9,812,243**              | **** | 8,894,235                  |      | **4,233,375**               | **** | 2,855,596    
|                         |                            |      |                            |      |                             |      |              
|**********Total assets** | **13,362,319**             | **** | 12,873,311                 |      | **5,416,734**               | **** | 4,181,955    



**Note 11.	Segment Information (continued)**

(b)	Details of individual customers accounting for more than 5% of the Group's sales for the
three months and nine months ended September 30, 2003 and 2002 are as follows:

|                   |  | **(Unaudited)**

**Three months ended
September 30,** |  | **(Unaudited)**

**Nine months ended
September 30,**
|------------------ |  | ----------------------------------------------------- |  | ----------------------------------------------------
|                   |  | ******200****3**                                      |  | 2002                                                
|                   |  |                                                       |  |                                                     
|**Major customer** |  | ******%**                                             |  | %                                                   
|                   |  |                                                       |  |                                                     
|B                  |  | **19**                                                |  | 17                                                  
|C                  |  | **-**                                                 |  | 5                                                   
|D                  |  | **-**                                                 |  | 6                                                   
|Q                  |  | **7**                                                 |  | -                                                   
|R                  |  | **14**                                                |  | -                                                   



(c)	Geographical segments

The table below summarized the Group's turnover for the three months and nine months
ended September 30, 2003 and 2002 analyzed into geographical locations:

|              |      | **(unaudited)**

**Three months ended
September 30,** |  | **(unaudited)**

**Nine months ended
September 30,**
|------------- | ---- | ----------------------------------------------------- |  | ----------------------------------------------------
|              |      | **2003**                                              |  | 2002                                                
|              |      | **$**                                                 |  | $                                                   
|**Turnover**  | **** |                                                       |  |                                                     
|              |      |                                                       |  |                                                     
|* IATA Area 1 |      | **2,291,283**                                         |  | 2,632,916                                           
|* IATA Area 2 |      | **5,239,057**                                         |  | 1,492,817                                           
|* IATA Area 3 |      | **12,020,040**                                        |  | 13,368,099                                          
|              |      |                                                       |  |                                                     
|TOTAL         |      | **19,550,380**                                        |  | 17,493,832                                          

****(d)	Geographical segments

****The table below summarized the Group's assets as of period ended September 30, 2003
and 2002 analyzed into geographical locations:

|             | **(unaudited)**

**As of September 30, 2003** |  | (unaudited)

As of September 30, 2002
|------------ | --------------------------------------------- |  | -------------------------------------
|             | **Trade
receivables**                         |  | **********Other
assets**             
|             | **$**                                         |  | **$**                                
|             |                                               |  |                                      
|**Assets**   |                                               |  |                                      
|*IATA Area 1 | **5,752,194**                                 |  | **5,876,094**                        
|*IATA Area 2 | **178,062**                                   |  | **-**                                
|*IATA Area 3 | **1,564,036**                                 |  | **5,408,667**                        
|             |                                               |  |                                      
|TOTAL        | **7,494,292**                                 |  | **11,284,761**                       

IATA Area 1 comprises all of the North and South American Continent and the adjacent islands,
Greenland, Bermuda, the West Indies and the islands of the Caribbean Sea, the Hawaiian Islands (including
Midway and Palamyra).

IATA Area 2 comprises all of Europe (including the European part of the Russian Federation) and the
adjacent islands, Iceland, the Azores, all of Africa and the adjacent islands, Ascension Island, that part of
Asia lying west of and including Iran (Islamic Rep. 6f).

IATA Area 3 comprises all of Asia and the adjacent islands, except that portion included in IATA Area
2, all of the East Indies, Australia, New Zealand and the adjacent islands, the islands of the Pacific Ocean,
except those included in IATA Area 1.

---

**ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION OR PLAN OF OPERATIONS**

**SPECIAL NOTE OF CAUTION REGARDING FORWARD-LOOKING
STATEMENTS**

****Certain statements in this report, including statements in the following discussion, which
are not statements of historical fact, are what are known as "forward-looking statements,"
which are basically statements about the future. For that reason, these statements involve
risk and uncertainty since no one can accurately predict the future. Words such as "plans,"
"intends," "will," "hopes," "seeks," "anticipates," "expects," and the like, often identify
such forward-looking statements, but are not the only indication that a statement is a
forward-looking statement. Such forward-looking statements include statements
concerning our plans and objectives with respect to the present and future operations of
the Company, and statements, which express or imply that such present and future
operations will, or may, produce revenues, income or profits. Numerous factors and
future events could cause the Company to change such plans and objectives, or fail to
successfully implement such plans or achieve such objectives, or cause such present and
future operations to fail to produce revenues, income or profits. Therefore, the reader is
advised that the following discussion should be considered in light of the discussion of
risks and other factors contained in this report on Form 10QSB and in the Company's
other filings with the Securities and Exchange Commission. No statements contained in
the following discussion should be construed as a guarantee or assurance of future
performance or future results.

***Critical Accounting Policies and Estimates*****

Management's discussion and analysis of financial condition and results of operations are
based upon Pacific CMA Inc.'s consolidated financial statements. These statements have
been prepared in accordance with accounting principles generally accepted in the United
States of America. These principles require management to make certain estimates,
judgments and assumptions that affect the reported amounts of assets, liabilities, revenues
and expenses, and related disclosure of contingent assets and liabilities. On an on-going
basis, we evaluate our estimates, based on historical experience, and various other
assumptions that are believed to be reasonable under the circumstances, the results of
which form the basis for making judgments about the carrying values of assets and
liabilities that are not readily apparent from other sources. Actual results may differ from
these estimates under different assumptions or conditions.

The following critical accounting policies rely upon assumptions, judgments and
estimates and were used in the preparation of our consolidated financial statements:

Recognition of Cost of Forwarding

The billing of cost of forwarding is usually delayed. As a result, we must estimate the cost
of purchased transportation and services, and accrue an amount on a load-by-load basis in
a manner that is consistent with revenue recognition. Such estimate is based on past
trends, and on the judgment of management. Historically, upon completion of the
payment cycle (receipt and payment of transportation bills), the actual aggregate
transportation costs are not materially different than the accrual. However, in any case in
which the actual cost varies significantly from the accrual, a revision to the accrual would
be required.

Accounting for Income Taxes

In preparing our consolidated financial statements, we are required to estimate our
income taxes in each of the jurisdictions where we operate. This process involves
estimating actual current tax exposure, together with assessing temporary differences
resulting from differing treatment of items for tax and accounting purposes. These
differences result in deferred tax assets and liabilities, which are included in our
consolidated balance sheet. We must then assess the likelihood that our deferred tax
assets will be recovered from future taxable income, and to the extent that we believe that
recovery is not likely, we must establish a valuation allowance. To the extent we establish
a valuation allowance, we must include an expense within the tax provision of the
statement of income in each period in which the allowance is increased.

Significant judgment is required in determining the provision for income taxes, deferred
tax assets and liabilities, and any valuation allowance, against our deferred tax assets. In
the event that actual results differ from these estimates or the estimates are adjusted in
future periods, then we may need to establish an additional valuation allowance, which
could materially impact our financial position and results of operations. Based on our
current financial projections, we currently believe that we will realize 100% of our
deferred tax asset.

Valuing long-lived assets, intangible and goodwill

We assess the impairment of identifiable long-lived assets, purchased intangible assets
and goodwill whenever events or changes in circumstances indicate that the carrying
amount may be impaired. Factors that we consider when evaluating for possible
impairment include the following:

1. Significant under-performance relative to expected historical or projected future
operating results;

2. Significant changes in the manner of our use of the acquired assets or the strategy for
our overall business; and

3. Significant negative economic trends.

When determining whether the carrying value of long-lived assets and goodwill is
impaired based upon the existence of one or more of the above factors, we determine the
existence of an impairment by comparison of the carrying amount of the asset to expected
future cash flows to be generated by the asset. If such assets are considered impaired, the
impairment is measured as the amount by which the carrying value of the assets exceeds
the fair value of the assets. As of September 30, 2003, goodwill totaled approximately
$2.68 million, intangible amounted to approximately $2 million and our long-lived assets,
consisting primarily of net property, plant and equipment, totaled $274,654.

As required by SFAS No. 142, goodwill and intangible assets with indefinite lives are to
no longer to be amortized, but rather are to be tested at least annually for impairment.
This pronouncement also requires that intangible assets with definite lives be amortized
over their respective lives to their estimated residual value and reviewed for impairment
in accordance with SFAS No. 144, "Accounting for the Impairment or Disposal of Long-Lived Assets". On April 30, 2002, we acquired 81% of the common stock of Airgate
International Corporation, a privately held New York based freight forwarder. As
required by SFAS No. 142, we allocated the purchase price to the assets, liabilities,
intangibles and goodwill acquired, based on the fair value at the date of acquisition. We
recorded $2.86 million of intangible assets with finite lives (customer relationships) and
$2.68 million in goodwill associated with this acquisition. The intangible customer
relationship asset is amortized over a period of five years while goodwill is not
amortized, but rather is tested annually for impairment in accordance with SFAS No. 142.
The acquisition was accounted for as a purchase, and the results of operations of Airgate
for the period from January 1, 2003 to September 30, 2003, and its financial condition as
of December 31, 2002 and September 30, 2003 are reflected in our condensed
consolidated financial statements as of December 31, 2002 and September 30, 2003. All
significant intercompany balances and transactions have been eliminated in consolidation.

******OVERVIEW**

****The following discussion is applicable to the Company's financial condition and results of
operations for the periods ended September 30, 2003 and September 30, 2002.

Pacific CMA, Inc. (Pacific CMA) does not directly carry on any business activities.
Through its Hong Kong based subsidiary, AGI Logistics (HK) Ltd. (AGI), and its New
York based subsidiary, Airgate International Corp. (Airgate), Pacific CMA facilitates and
provides Supply Chain Management Solutions, Contract Logistics Services and
International Freight Forwarding Services.

Its wholly owned subsidiary, AGI Logistics (HK) Ltd. (AGI), operates an integrated
logistics and freight forwarding business which is based in Hong Kong and which
primarily handles delivery of goods in South China and Hong Kong to overseas countries,
mainly the Far East region and the US. The principal services provided by AGI are
airfreight forwarding, ocean freight forwarding, and warehousing. In the Far East region,
Mainland China is the target market for AGI Group expansion.

The business of AGI was first established in August 1998 and now consists of its own
operations, as well as those of its subsidiaries. On January 1, 2001, its Hong Kong
incorporated subsidiaries included Sparkle Shipping, Godown, Wharf & Transp. Co., Ltd.
(Sparkle) and Guangzhou Huasheng Int'l Forwarding Ltd. (GZ Huasheng), and AGI
Logistics (Shenzhen) Ltd. (AGI (Shenzhen)) which was incorporated in The Peoples
Republic of China ("the PRC"). On June 14, 2002, GZ Huasheng was renamed as
Guangdong Springfield Logistics Services Ltd. (GD Springfield). On June 5, 2003, GD
Springfield was renamed as Shenzhen Careship International Transportation Ltd. (SZ
Careship).  AGI (Shenzhen) and Sparkle were disposed of by AGI Group on May 11,
2001 and April 2, 2002, respectively, in conjunction with a decision by AGI to
concentrate on the international freight forwarding business. The business activities of
Sparkle were concentrated on local feeder voyages and trucking operations along the
Jujiang Delta Area of Mainland China and it was determined that Sparkle would need to
purchase its own boats and trucks to maintain its competitive position. As a result, its
business operations diverged from the Group's non-asset based strategic plan. AGI Group
has elected to concentrate its resources and investments on the operations of AGI HK and
SZ Careship in order to seek to improve the tonnage performance in Hong Kong and
South China, US and Europe.

On April 30, 2002, Pacific CMA completed the acquisition of control of Airgate, a
privately held New York-based freight forwarder that was established in 1990. Airgate is
a non-asset based logistics services company. Pacific CMA intends to continue the
operations of Airgate in substantially the same manner as they were conducted prior to
the acquisition. Airgate primarily handles import air and ocean shipments from the Far
East and Southwest Asia to the US. Pacific CMA International, LLC, a Colorado limited
liability company that is wholly owned by the Company, acquired 81% of the issued and
outstanding common stock of Airgate.

The following discussion concerning results of operations and liquidity and capital
resources of Pacific CMA, is based solely upon the business operations which are carried
on by the group consisting of its wholly owned subsidiary AGI and its subsidiaries, and
the results of Airgate from January to September 2003.

The significant new developments, which have occurred during the period ending
September 30, 2003, include the following:

1.  We entered into agreements with new agency partners in Dubai and Sri Lanka.

2.  We made plans to expand our investment in Shanghai, PRC, starting from the second
quarter of 2003.

3.  Airgate International Corp. officially accepted as a member of the Customs-Trade
Partnership Against Terrorism (C-TPAT) program, a joint initiative between the U.S.
government and business, aimed at increasing the protection of cargo into and out of the
United States while simultaneously improving the flow of trade. It is anticipated that
certified C-TPAT participants will benefit through reduced inspections and border
processing time and a closer working relationship with U.S. Customs representatives

4.  Pacific CMA, Inc. concluded its first U.S.-based commercial banking agreement with
Far East National Bank providing up to $2,500,000 in funding for both general corporate
purposes as well as funding of account receivables

5.  Pacific CMA, Inc. retains Duncan Capital LLC as its Investment Banker.

****

******RESULTS OF OPERATIONS**

******THREE MONTHS ENDED SEPTEMBER 30, 2003 COMPARED WITH THREE
MONTHS ENDED SEPTEMBER 30, 2002**

********BUSINESS SEGMENT OPERATING RESULTS****

****Freight forwarders are compensated on a transactional basis for the movement of goods
and provision of related services to their customers. Therefore, our revenue is derived
from our freight forwarding services based upon the rates that we charge our customers
for the movement of their freight from origin to destination. The carrier's contract is with
us, not with our customers. We are responsible for the payment of the carrier's charges
and we are legally responsible for the shipment of the goods. We are responsible for any
claims for damage to the goods while in transit. In most cases, we receive reimbursement
from the carriers for any claims. Since many shippers do not carry insurance sufficient to
cover all losses, we also carry insurance to cover any unreimbursed claims for goods lost
or destroyed in the event of a total loss. Gross revenue represents the total dollar value of
services we sell to our customers. Our costs of transportation, products and handling
include the direct cost of transportation, including tracking, rail, ocean, air and other
costs. We commit to pay for space with shippers prior to receiving committed orders from
our customers. We act principally as a service provider to add value and expertise in the
procurement and execution of these services for our customers. Therefore, our gross
profits (gross revenues less the direct costs of transportation, products, and handling) are
indicative of our ability to source, add value and resell services and products that are
provided by third parties.

Total revenue for the three months ended September 30, 2003, increased 11.76%
compared with the three months ended September 30, 2002, from $17,493,832 in 2002 to
$19,550,380 in 2003. The increase in revenue was due to organic growth of both AGI and
Airgate, excluding the inter-company transactions among the group companies.

Revenue growth for the quarter was impacted by the recent phenomenon in the U.S. retail
manufacturing industry (particularly apparel) to reduce excess inventory exposure by
delaying usual pre-holiday manufacturing levels by at least two weeks.  Recognizing recent
growth trends in the world economy, this sector has actually returned to normal purchase and
inventory levels during the current quarter.  The result should be a pickup in business levels
 in the fourth quarter which offsets the delayed business levels from the third quarter.

The two weeks apparel manufacturing industry production delay also impacted our
Company's business mix between freight and cargo for the quarter.  As retail manufacturing
clients lowered their manufacturing levels for the quarter, the percentage of our mix
increased in the cargo shipping category, as air cargo needs dropped (which is heavily
garment manufacturing driven) with the retail manufacturing drop.



The revenue of Airgate represented approximately 75% of our total revenue for the third
quarter of 2003. Airgate focuses its operations on the import of goods from the Far East,
and leases its own bonded warehouse where deconsolidation of cargo is performed. In
order to explore new markets in the Midwest, Airgate established a new office in
Chicago, Illinois in June 2002.

During the period, our cost of forwarding increased 13.98%, from $14,719,498 in 2002 to
$16,777,218 in 2003. This increase in costs was primarily the result of our organic
growth.

Gross margin for the period decreased from 15.86% in 2002 to 14.18 % in 2003 and gross
profit (revenue minus cost of forwarding) for the period increased $1,467 from
$2,774,629 in 2002, to $2,773,162 in 2003. Overall, we realized a net income of
$116,144 in 2003 compared with a net income of $330,716 in 2002.

The results of operations for each segment are as follows:

Airfreight operations: Revenue from airfreight operations increased 3.93% from
$10,879,425 in 2002 to $11,306,643 in 2003. Airfreight revenue for AGI Group was
$3,594,369, while airfreight revenue for Airgate was $9,085,964, and offsetting inter-company transactions totaled $1,373,690. The volumes of airfreight were improved in
2003 compared with 2002 but our results for the third quarter of 2003 continued to be
adversely affected by the outbreak of the SARS virus in Asia which began at the end of
March, 2003.  Both the number of purchase orders and freight volumes were decreased
during the second quarter of 2003 as a result of the SARS outbreak.  In addition, the
supply of cargo space was decreased dramatically as a result of cancellation of many
freighter and passenger flights, and freight costs were maintained at a high level.
Although freight volumes began to increase again in the third quarter after the SARS
outbreak was contained, the tight supply of air space continued and our power to increase
prices to our customers was limited. Except for the SARS factor, the Company actually
experienced operating improvements in 2003 as compared to 2002.  Compared with last
year, we had more new sources of customers and agents for the business of air import.
The amount of traffic to India was increased, and there was new traffic to Mobasa, Africa.
In addition, after the end of the second Gulf War, the war surcharge and fuel surcharge
were decreased which led to an increase in air traffic.  Costs for airfreight forwarding
operations increased 5.97%, from $9,084,972 in 2002 to $9,627,254 in 2003. Airfreight
cost attributable to AGI Group was $3,054,588, while airfreight cost attributable to
Airgate was $7,946,356, and offsetting inter-company costs were $1,373,690. The gross
profit margin was decreased from 16.49% in 2002 to 14.85% in 2003. The overall gross-profit was decreased from $1,794,453 in 2002 to $1,679,389 in 2003 .

Total segment overhead attributable to the airfreight operation decreased from $908,173
in 2002 to $ 797,005 in 2003. Details regarding the overhead expenses are discussed
below under the section titled "Other Operating Expenses."

Overall, net segment income for the airfreight operation was slightly decreased for the
period, from $886,280 in 2002 to $882,384 in 2003.

Sea freight operation: Revenue from sea freight operations increased 24.63% to
$8,243,737 in 2003 from $6,614,407 in 2002. Sea freight revenue for AGI Group was
$1,670,437, while sea freight revenue for Airgate was $6,749,072, and offsetting inter-company transactions were $175,772. The increase in revenue for the period was due to
revenues derived from new customers in new markets as well as an increase in shipment
quantities.  The addition of new agents in India, Japan and Turkey resulted in more
customers using our network and increased business in the growing Shanghai
marketplace.  There was also an incremental increase in our revenues from freight
consolidation in Chicago. Since ocean liners had a general rate increase, which became
effective May 1, 2003 (peak season surcharge and rate adjustment), ocean traffic costs
also recorded an increase. Costs for sea freight forwarding operations increased 26.90%,
from $5,634,231 in 2002 to $7,149,964 in 2003. Sea freight costs attributable to AGI
Group were $1,295,335, while costs attributable to Airgate were $6,030,401, and inter-company costs were $175,772. The gross profit margin was relatively constant.  It was
14.82% in 2002, and 13.27% in 2003. However, as a result of increased revenues, overall
gross profits increased 11.59% to $1,093,773.

Total segment overhead attributable to sea freight operations increased 8.91%, from
$379,454 in 2002 to $413,247 in 2003. Overall net income for sea freight increased
20.03%, from $566,929 in 2002 to $680,500 in 2003.

OTHER OPERATING EXPENSES

*SELLING AND ADMINISTRATIVE EXPENSES*

Selling and administrative expenses during the third quarter increased 26.78%, to
$2,493,373 in 2003 from $1,966,707 in 2002. The following factors caused the increase
in expenses:

There was a significant incremental increase in expenses for the following items in this
quarter:  compensation costs for Employee Stock Plan, sales commissions, insurance,
local traveling, postage and courier fees, as well as salaries and allowances..

*DEPRECIATION AND AMORTIZATION*

There was a significant increase in depreciation and amortization expense in the third
quarter of 2003, which is attributable to the amortization of an intangible customer
relationship asset recorded in conjunction with the acquisition of Airgate on April 30,
2002. We recorded this asset at cost $2,860,000, and it is being amortized on a straight-line basis over a period of 5 years. During the three months ended September 30, 2003,
the amortization expense attributable to this asset was $143,000.

NON-OPERATING INCOME

*INTEREST EXPENSES*

Interest expenses increased to $47,782 in the third quarter of 2003, from $23,347 in third
quarter of 2002. The increase in interest expenses is due primarily to the bank trust
receipts (invoice financing), bank loans and bank overdrafts involved

NET INCOME.

Net income in the third quarter of 2003 amounted to $116,144 as compared with
$387,398 for the third quarter of 2002.  The decrease in net income was due to the
revenue and cost factors explained above.



******NINE MONTHS ENDED SEPTEMBER 30, 2003 COMPARED WITH NINE
MONTHS ENDED SEPTEMBER 30, 2002**

********BUSINESS SEGMENT OPERATING RESULTS

Total revenue for the nine-month period ended September 30, 2003 increased 62.82%
compared with the period ended September 30, 2002, from $31,039,968 in 2002 to
$50,538,581 in 2003. The increase in revenue was primarily the result of the organic
growth of AGI as well as the inclusion of Airgate's revenues for the full nine-month
period (as compared to the inclusion of only five months in 2002.

During the first nine months of 2003, our Company's revenue growth was also less than
expected because of impacts from the second Gulf War and the outbreak of the SARS virus
this spring. Both of these factors substantially dissipated in the third quarter.



Revenue derived from the operations of AGI increased approximately 12.49% during the
period as compared with 2002. This significant organic growth was the result of the
following factors:

1.	An increase in routed freight traffic from existing agency partners;

2.	An increase in the number of new overseas agency partners;

3.	Improvements in the agency network which enabled AGI to secure new freight
business;

4.	Entering new markets in India, Japan and Sri Lanka.

The revenue of Airgate represented approximately 73% of our total revenue for the
nine-month period ended September 30, 2003. Airgate focuses its operations on the
import of goods from the Far East. Airgate currently leases its own bonded
warehouse where deconsolidation of cargo is performed. In order to enter new
markets in the Midwest, Airgate established a new office in Chicago, Illinois in June
2002.

During the period, our cost of forwarding increased 64.77%, from $25,963,970 in
2002 to $42,780,914 in 2003. This increase in costs was due to the organic growth of
AGI and to the inclusion of Airgate freight for the full nine-month period.

Gross margin for the period decreased from 16.35% in 2002 to 15.35% in 2003 and
gross profit (revenue minus cost of forwarding) for the period increased 52.83%,
from $5,075,998 in 2002, to $7,757,667 in 2003. Overall, we realized a net income
of $211,964 in 2003 compared with a net income of $722,850 in 2002.

The results of operations for each segment are as follows:

Airfreight operations: Revenue from airfreight operations increased 54.21%, from
$20,322,755 in 2002 to $31,340,435 in 2003. Airfreight revenue for AGI Group was
$10,448,354, while airfreight revenue for Airgate was $24,868,830, and offsetting
inter-company transactions totaled $3,976,749. The volumes of airfreight were
improved in 2003 compared with 2002, but in 2003 our results were adversely
affected by both the second Gulf War and by the outbreak of the SARS virus in
Asia. Prior to the beginning of the war, importers were concerned about the possible
impact of the war on costs, and extra payments for fuel and security.  It was also
expected that if war began, the space for airfreight shipment would be decreased in
order to allow for space reallocations to the U.S. government.  These factors led to
an increase in air traffic prior to the beginning of the war in the first quarter.  The
tonnage increase caused the demand for shipment space to increase as well, which
led to a rise in the cost of space in the first quarter.  Rate adjustments to clients were
limited to moderate levels, since customers were reluctant to absorb the whole
magnitude of the rate increase. Both the number of purchase orders and freight
volumes were decreased during the second quarter of 2003 as a result of the SARS
outbreak. In addition, the supply of cargo space was decreased dramatically as a
result of cancellation of many freighter and passenger flights, and freight costs were
maintained at a high level. Although freight volumes began to increase again in the
third quarter after the SARS outbreak was contained, the tight supply of air space
continued and our power to increase prices to our customers was limited. Except for
the SARS factor and the impact of the second Gulf War, the Company actually
experienced operating improvements in 2003 as compared to 2002. We had more
new sources of customers and agents for air-import that led to an increase in air
traffic, like those to India, and the new traffic to Mobasa, Africa.  Costs for the
airfreight forwarding operations increased 55.05%, from $16,924,214 in 2002 to
$26,241,456 in 2003. Airfreight cost attributable to AGI Group was $8,703,903,
while airfreight cost attributable to Airgate was $21,613,460, and offsetting inter-company costs were $4,075,907. The gross profit margin was quite constant, 16.72%
in 2002 and 16.27 % in 2003. As a result of increased revenues, overall gross profits
increased 50.03% to $5,098,979.

Total segment overhead attributable to the airfreight operation increased from
$1,687,198 in 2002 to $2,294,482 in 2003. Details regarding the increase in
overhead expenses are discussed below under the section title "Other Operating
Expenses."

Overall, net segment income for the airfreight operation increased 54.10% for the
period, from $1,711,343 in 2002 to $2,804,497 in 2003. The increase in net income
was mainly the result of the inclusion of Airgate's business and the improvement in
the results of the AGI Group.

Sea freight operation: Revenue from sea freight operations increased 79.23% to
$19,198,146 in 2003 from $10,711,276 in 2002. Sea freight revenue for AGI Group
was $4,344,404, while sea freight revenue for Airgate was $15,348,916, and
offsetting inter-company transactions were $495,174. The increase in revenue for the
period was due to inclusion of Airgate revenues for the full nine-month period (as
compared ton only five months in 2002), and to revenues derived from new
customers in new markets. Since ocean liners proposed a general rate increase to
take effect on May 1, 2003, customers increased their shipments in order to take
advantage of lower rates in effect before the pending rate increases.  Thus ocean
traffic recorded an increase in the first quarter. In addition, our new agents in India,
Japan and Turkey introduced more customers into our network which led to more
revenue from the Shanghai market in the second and third quarters. There was also
an increment in the quantity of freight consolidation in Chicago. The general
increase of peak season surcharges and rate adjustments by ocean liners starting May
1, 2003, resulted in an increase in ocean traffic costs.  Costs for the sea freight
forwarding operation increased 83.24%, from $9,026,363 in 2002 to $16,539,458 in
2003. Sea freight costs attributable to AGI Group were $3,393,815, while costs
attributable to Airgate were $13,619,041, and inter-company costs were $473,398.
As a result, the gross profit margin decreased from 15.73% in 2002 to 13.85% in
2003. However, as a result of increased revenues, overall gross profits increased
57.79%, to $2,658,688.

Total segment overhead attributable to the sea freight operation increased 53.12%,
from $727,245 in 2002 to $1,113,546 in 2003. Overall net income for the sea freight
operation increased 54.03%, from $ in 2002 to $1,545,142 in 2003. The increase in
net income was mainly the result of inclusion of Airgate's operations and the
improvement in the results of the AGI Group.

OTHER OPERATING EXPENSES

*SELLING AND ADMINISTRATIVE EXPENSES*

Selling and administrative expenses increased 84.32%, to $7,083,480 in 2003 from
$3,843,125 in 2002. The following factors caused the increase in expenses:

There was a significant incremental increase in expenses for the following items in
this period: advertising, sales commissions, compensation costs, entertainment,
insurance, legal and professional fees, local traveling, motor vehicle expenses,
postage and courier fees, rent and rates, repair and maintenance, salaries and
allowance, sundry expenses, telephone, fax and bank charges.

Overseas traveling: Expenses related to overseas traveling increased 16.91%, from
$132,475 in 2002 to $154,873 in 2003.  The increase in travel expenses was mainly
due to costs attributable to an increased number of trips to the U.S., Singapore,
Japan and Taiwan for meetings with investment bankers and discussions related to
capital raising efforts.

Legal and professional fees: Total legal fees incurred during the period ended
September 30, 2003 were $430,493, as compared to $198,673 in the prior year
period. The increase in legal fees was primarily the result of matters related to
working on a registration statement and work related to potential listing of our
shares on a stock exchange.

*DEPRECIATION AND AMORTIZATION*

There was a significant increase in depreciation and amortization expense during the
period ended September 30, 2003, which is attributable to the amortization of an
intangible customer relationship asset recorded in conjunction with the acquisition
of Airgate on April 30, 2002.  We recorded this asset at cost ($2,860,000) and it is
being amortized on a straight-line basis over a period of 5 years.  During the period
ended September 30, 2003, the amortization expense attributable to this asset was
$429,000.

NON-OPERATING INCOME

***INTEREST AND OTHER INCOME*

**Interest and other income increased from $96,179 in the nine-month period of  2002
to $143,949 in <the nine-month period of  2003.  This was due to the interest income
from loan receivables and management fee income received from third parties.

*INTEREST EXPENSES*

Interest expenses increased to $130,743 in the nine-month period of 2003 from
$61,020 in the nine-month period of  2002. The increase in interest expenses is due
primarily to bank trust receipts (invoice financing), bank loans and bank overdrafts
involved.

NET INCOME

Net income  for the   nine-month period  of 2003 amounted to $ 211,964   as compared
with $  568,822  in the nine-month period of 2002 .  The decrease in net income was
due to the revenue and cost factors explained above.





******RISK FACTORS AFFECTING COMPANY OPERATIONS**

****The Company's ability to provide service to its customers is highly dependent on
good working relationships with a variety of entities such as airlines, steamship
carriers and governmental agencies.

Unlike other U.S. logistics companies, the Company bears a significant amount of
inventory risk. We pay for the guarantees we put up to the carriers, even if we do not
have any customer cargo to fill the space. We are not able to ask our clients to make
these guarantees and, accordingly, we assume all of the risks.

The Company has freight forwarders liability insurance that covers it against claims
from clients. We take responsibility for the cargo, and we are responsible for its safe
delivery. Therefore, we can be held responsible and incur losses if anything goes
wrong.

Changes in governmental deregulation efforts, regulations governing the Company's
products, and/or the international trade and tariff environment could all affect the
Company's business in unpredictable ways.

Management believes the Company's business has not been significantly or
adversely affected by inflation in the past. Historically, the Company has generally
been successful in passing cost increases to its customers by means of price
increases. However, competitive market place conditions could impede the
Company's ability to pass on future cost increases to customers and could erode the
Company's operating margins.

The Company continues to assess and improve financial controls, and has negotiated
successfully with its banks to get credit facilities for future financial needs.

Additional risks and uncertainties include:

1. Governmental deregulation efforts, regulations governing the Company's products
and/or the international trade and tariff environment adversely affecting our ability to
provide services to customers.

2. Competitive marketplace conditions impeding the ability of the Company to pass
future cost increases to customers.

3. Dependence of the Company on international trade resulting from favorable
worldwide economic conditions.

4. Dependence of the Company on retention and addition of significant customers.

5. The ability to recruit and retain skilled employees in a tight labor market.

6. The ability of the Company to develop and implement information systems to
keep pace with the increasing complexity and growth of the Company's business.

7. Following the September 11 attacks, airlines charge additional costs such as a fuel
surcharge, insurance surcharge and war risk surcharge. These surcharges are
generally passed through to shippers and consignees, which increases their shipping
costs. As a result of these increased costs, the shipping incentive of customers has
been reduced, and the rate of order cancellation has increased.

8. During March of 2003, The World Health Organization received reports of
'Severe Acute Respiratory Syndrome' in various parts of the world.  SARS caused
airlines to reduce capacity and adversely affected external trade from Hong Kong
and the Pearl River Delta.  The Company's operations were adversely affected by
this health problem.



**LIQUIDITY AND CAPITAL RESOURCES**

****We used $1,240,575 of cash in operating activities during the nine-month ended
Sept 30, 2003, as compared with cash inflow of $404,952 in the same period of
2002. This increase in the use of cash was mainly attributable to additional amounts
used in deposits, prepayments and other receivables. It is also due to an increase in
Deferred Tax assets as well as non-cash transaction for amortization of customer
intangible.

Net cash used in investing activities was $132,263, and $260,298 during the nine-month ended Sept 30, 2003 and 2002, respectively. During the period from January
to September 2003, we paid a $600,000 installment loan related to the acquisition of
Airgate. We also used $47,495 to acquire plant and equipment to improve our office
facilities.  We received payment of a loan receivable in the amount of $238,950, and
we also received an additional $265,385 from the disposal of a subsidiary in 2002.

Additional cash deposits totaling approximately $392,759 were pledged to banks to
generate additional bank facilities, and are classified as restricted cash. This increase
was offset by the inception of bank overdrafts of $1.8 million.

Working capital was $593,591 and $730,906 as of Sept 30, 2003 and December 31,
2002 respectively.(inclusive of restricted cash). We believe that we will be able to
rely on cash flow from operations for short-term liquidity, and also believe that we
have adequate liquidity to satisfy our material commitments for the twelve months
following September 30, 2003. We also believe that we can obtain additional
liquidity through further negotiation of short-term loans from banks to satisfy our
short-term funding needs, if any.

We intend to continue our expansion plans through a mixture of organic growth and
acquisitions. Future acquisitions will focus on companies that serve as freight
forwarders in key markets or offer services (such as customs brokerage) that
complement our existing services. We intend to achieve organic growth through the
establishment of new branch offices in the U.S. and joint ventures in the PRC, and
through a major marketing campaign through the Indian subcontinent, including
India, Sri Lanka and Bangladesh. In order to achieve this goal, we will be required to
raise a certain amount of capital. To a certain extent, these activities will have a
significant impact on both liquidity and capital resources.



**CONTRACTUAL OBLIGATIONS AND COMMERCIAL COMMITMENT**

From time to time, we have entered into various contractual obligations, which may
be summarized as follows:

|**** | **** | **Payments Due by Period**
|---- | ---- | --------------------------

|**Contractual
Obligations**    | **Total**  | **Less
than 1
year** | **1-3
years** | **4 - 5
years** | **Thereafter**
|------------------------------ | ---------- | -------------------- | ------------- | --------------- | --------------
|                               | $          | $                    | $             | $               | $             
|Finance
lease
Obligations      | 72,180     | 43,984               | 28,196        | -               | -             
|Secured
Loan                   | 300,000    | 300,000              | -             | -               | -             
|Unsecured
Bank
Loans           | 246,930    | 246,930              | -             | -               | -             
|Operating
Leases               | 1,269,800  | 394,328              | 469,415       | 387,224         | 18,833        
|Cargo
Space
Commitments        | 11,411,170 | 11,411,170           | -             | -               | -             
|Material
Employment
Agreements | 1,122,750  | 499,000              | 623,750       | -               | -             



We have finance lease obligations of $72,180 as of September 30, 2003, of which
$43,984 is repayable within one year, and $28,196 is repayable after 1 year.

As of September 30, 2003, we have $300,000 in loan payables to Mr. Scott Turner
(our director) and Mr. Thomas Zambuto, in respect of the consideration for the
acquisition of Airgate International Corp. Pursuant to the stock purchase agreements,
these $300,000 in loans bear interest on a per annum basis at the prime rate plus
1.5%, and are repayable in two quarterly installments. The loans are secured by a
pledge of the Airgate shares acquired in this transaction. Messrs. Turner and
Zambuto waived the interest payment due on September 30, 2003.

The amount due to directors, totaling $99,382, is comprised of $89,834 due to Mr.
Turner, which includes an outstanding balance of $150,000 representing partial
consideration for the acquisition of Airgate International Corp., after netting off a
loan receivable of $60,166 due from him to a subsidiary.  It also includes $9,548 due
to another director.

Debts maturing within one year amounted to $396,930.  These are comprised of a
loan payable of $150,000 due to Mr. Zambuto, representing partial consideration for
the acquisition of Airgate and unsecured bank loans of $246,930.  Unsecured bank
loans represent an Income Tax Loan of $117,812 and a short-term bank loan of
$129,118.

We also entered into various lease commitments for office premises and warehouses
in the United States, Hong Kong and China. The total outstanding lease
commitments under non-cancelable operating leases are $1,269,800 as of September
30, 2003. As of September 30, 2003, the current portion of these commitments of
$394,328 is payable within one year.

We have entered into written agreements with various sea and airfreight carriers
committing to take up a guaranteed minimum amount of cargo space each year. As
of September 30, 2003, the amount outstanding for such commitments to be entered
in 2003 was approximately $11,411,170.****

In connection with the acquisition of Airgate International Corporation, we also
entered into three-year employment agreements, dated April 30, 2002, with Mr.
Turner and Mr. Zambuto, respectively, as described in a Current Report on Form 8-K filed on May 14, 2002. Under these agreements, we agreed to pay each of them an
annual base salary of $249,500 per annum commencing January 1, 2003, and for
each year thereafter during the term of their employment agreements.

As of September 30, 2003, our commercial commitments may be summarized as
follows:

|**Other
Commercial
Commitments** | **Total Amounts
Committed** | **Amount of
Commitment
Expiration Per
Period**
|-------------------------------- | --------------------------- | ----------------------------------------------
|                                 |                             | **Less than 1 year**                          
|                                 | **$**                       | **$**                                         
|Overdraft                        | 2,578,858                   | 2,578,858                                     
|Invoice Trust
Receipt            | 1,436,423                   | 1,436,423                                     
|Income tax loan                  | 117,812                     | 117,812                                       
|Short-tern bank
loans            | 129,118                     | 129,118                                       
|Guarantees by
bank               | 269,230                     | 296,230                                       

As of September 30, 2003, to finance our working capital, our available banking
facilities were approximately $7 million, mainly obtained from creditworthy
commercial banks in Hong Kong. As of that date, the total amount of bank credit
facilities utilized was $4,413,629. This was made up of (i) $2,578,858 of overdrafts;
(ii) $1,436,423 of invoice trust receipts included in trade payables; (iii) $117,812 of
Income Tax loan, (iv) $129,118 of short-term bank loans; and (v) $269,230 of bank
guarantees for granting credit facilities to a subsidiary for airfreight payment. While
these banks are not obligated to advance any further funds to us, we believe that
absent any significant downtrend in business, these sources of credit will continue to
be available to us.

****

******OUTLOOK**

Despite a global economic downturn, we believe the following factors may have a
positive impact on our future results of operation and our financial conditions:

China Takes Off

According to a recent research conducted by Barrow Street Research, Inc, China has
turned into a formidable exporting machine.  Between 1990 and 2003, China's total
exports grew eight times to over $380 billion.  China's share of global exports will
reach 6% in 2003, a 54% growth from 2000.  The report also states that China
accounted for 16% of the growth in the world economy, ranking second only to the
US.  The rising trading power of China has been especially important for
transportation companies. With extensive operational centers based in Hong Kong
and South China, management believes the Company is well positioned to take
advantage of this rapid growth in trade

Closer Economic Partnership Arrangement ("CEPA")

The Closer Economic Partnership Arrangement that was signed on June 29, 2003,
which originally is focused on stimulating and enhancing Hong Kong's economic
recovery. In theory, this act significantly lowers the barriers for Hong Kong
enterprises to tap the Mainland China market.

Under the CEPA, Hong Kong companies are permitted to set up wholly owned
enterprises in the Mainland to provide logistics services and related consultancy
services for ordinary road freight, and to engage in the management and operation of
logistics services through electronic means. It permits freight forwarding agents to
operate in the Mainland on a wholly owned basis a full two years ahead of China's
WTO entrance timetable, and will permit such agents to enjoy national treatment in
respect of the minimum registered capital requirement. In addition, it eliminates the
import tariffs to the Mainland on a host of goods made in Hong Kong, allowing most
Hong Kong companies to sell high value-added products across the border. In terms
of economic benefits, the CEPA has good potential to open up many new business
opportunities in the Mainland for Hong Kong. Although it is difficult to quantify the
potential benefit we may realize from CEPA, through our Hong Kong-based AGI
Logistics (HK) Ltd, Shenzhen Careship Transportation Limited, as well as AGI
China Ltd, we believe we can enjoy "first mover" advantage.

Outsourcing of non-core activities

Companies are increasingly outsourcing freight forwarding; warehousing and other
supply chain activities so that they may focus on their respective core competencies.
Companies are increasingly turning to freight forwarders, and logistics and supply
chain management providers, to manage their purchase orders and assure timely
delivery of products at a lower cost and at greater efficiency than if the function was
undertaken directly.

Globalization of trade

As barriers to international trade are gradually reduced, international trade will
similarly increase. In addition, companies are increasingly sourcing for supplies and
raw materials from the most competitive suppliers throughout the world. This form
of sourcing would generally also lead to increased volumes of trade.

Increased need for time-definite delivery

The demand for just-in-time and other time definite delivery has increased as a result
of the globalization of manufacturing, greater implementation of demand-driven
supply chains, the shortening of product cycles and the increasing value of
individual shipments.

A shift towards a decreasing number of global supply chain management providers

Companies are decreasing the number of freight forwarders and supply chain
management providers with which they interact so that they might work with a
limited number of providers who are familiar with their requirements, processes and
procedures, and who can function as long-term partners. As such, freight forwarders
that are globally integrated and are able to provide a full complement of services,
including pick-up and delivery, shipment via air, sea and land, warehousing and
distribution and customs brokerage, are well positioned to gain from this shift**.**

ITEM 3.	CONTROLS AND PROCEDURES

The Company's Chief Executive Officer and Chief Financial Officer (or those persons
performing similar functions), after evaluating the effectiveness of the Company's disclosure
controls and procedures (as defined in Rules 13a-14(c) and 15d-14(c) under the Securities
Exchange Act of 1934, as amended) as of a date within 90 days before the filing date of this
quarterly report (the "Evaluation Date"), have concluded that, as of the Evaluation Date, the
Company's disclosure controls and procedures were effective to ensure the timely collection,
evaluation and disclosure of information relating to the Company that would potentially be
subject to disclosure under the Securities Exchange Act of 1934, as amended, and the rules and
regulations promulgated thereunder. There were no significant changes in the Company's internal
controls or in other factors that could significantly affect the internal controls subsequent to the
Evaluation Date.

---

PART II

ITEM 1.   LEGAL PROCEEDINGS

From time to time, the Company may become involved in legal proceedings occurring in the
ordinary  course of business.  Subject to the uncertainties inherent in any litigation, the Company
believes that there are no pending or threatened proceedings that are reasonably likely to result in
a material adverse change in it's financial condition or operations.

ITEM 2.	CHANGES IN SECURITIES AND USE OF PROCEEDS

None.

ITEM 3.	DEFAULTS UPON SENIOR SECURITIES

None.

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

None.

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

(a)        Exhibits

31.1 	Certifications pursuant to Rule 13a-14(a) or 15d-14(a) under theSecurities
Exchange Act of 1934, as amended.

32.1 	Certifications pursuant to 18 U.S.C. Section 1350, as adopted pursuant toSection
906 of the Sarbanes-Oxley Act of 2002.

(b)	Reports on Form 8-K

Two reports were filed on Form 8-K during the quarter ended September 30,
2003, as follows:

(1)   Report on Form 8-K dated July 15, 2003, reporting issuance of press release
containing earnings estimates.

(2)    Report on Form 8-K dated August 26, 2003, reporting issuance of press
release containing earnings estimates.

---

******SIGNATURES**

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

******PACIFIC CMA, INC.**



By:/S/ ALFRED LAM

 Alfred Lam, Chairman and Treasurer

By:/S/ SCOTT TURNERScott Turner, President and Director

By:/S/ LOUISA CHANLouisa Chan, Director

By:/S/ HENRIK M. CHRISTENSENHenrik M. Christensen, Director



By:/S/ KAZE CHANKaze Chan, DirectorBy: /S/ TAN KAY HOCKTan Kay Hock, Director

By: /S/ LIU KWONG SANG

Liu Kwong Sang, Director

By: /S/ KIM PETERSENKim Petersen, Director

Date: November 14, 2003

---

**31.1 Certification pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange
Act of 1934, as amended**

I, Scott Turner, certify that:

I have reviewed this quarterly report on Form 10-QSB of Pacific CMA, Inc.

Based on my knowledge, this 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 report;

Based on my knowledge, the financial statements, and other financial information
included in this report, fairly present in all material respects the financial condition, results of
operations and cash flows of the company as of, and for, the periods presented in this report;

The company's other certifying officer(s) and I are responsible for establishing and
maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and
15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the company and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls
and procedures to be designed under our supervision, to ensure that material information relating
to the company, including its consolidated subsidiaries, is made known to us by others within
those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal
control over financial reporting to be designed under our supervision, to provide reasonable
assurance regarding the reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the company's disclosure controls and procedures and
presented in this report our conclusions about the effectiveness of the disclosure controls and
procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the company's internal control over financial
reporting that occurred during the period covered by the annual report that has materially
affected, or is reasonably likely to materially affect, the company's internal control over financial
reporting; and

The company's other certifying officer(s) and I have disclosed, based on our most recent
evaluation of internal control over financial reporting, to the company's auditors and the audit
committee of the company's board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of
internal control over financial reporting which are reasonably likely to adversely affect the
company's ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees
who have a significant role in the company's internal control over financial reporting.

|Date:	November 14, 2003 | By:/S/ SCOTT TURNERScott Turner, President and Director
|----------------------- | -------------------------------------------------------

---

**31.2 	Certification pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange
Act of 1934, as amended**

I, Alfred Lam, certify that:

I have reviewed this quarterly report on Form 10-QSB of Pacific CMA, Inc.

Based on my knowledge, this 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 report;

Based on my knowledge, the financial statements, and other financial information
included in this report, fairly present in all material respects the financial condition, results of
operations and cash flows of the company as of, and for, the periods presented in this report;

The company's other certifying officer(s) and I are responsible for establishing and
maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and
15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the company and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls
and procedures to be designed under our supervision, to ensure that material information relating
to the company, including its consolidated subsidiaries, is made known to us by others within
those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal
control over financial reporting to be designed under our supervision, to provide reasonable
assurance regarding the reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the company's disclosure controls and procedures and
presented in this report our conclusions about the effectiveness of the disclosure controls and
procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the company's internal control over financial
reporting that occurred during the period covered by the annual report that has materially
affected, or is reasonably likely to materially affect, the company's internal control over financial
reporting; and

The company's other certifying officer(s) and I have disclosed, based on our most recent
evaluation of internal control over financial reporting, to the company's auditors and the audit
committee of the company's board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of
internal control over financial reporting which are reasonably likely to adversely affect the
company's ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees
who have a significant role in the company's internal control over financial reporting.

|Date:	November 14, 2003 | By:/S/ ALFRED LAMAlfred Lam, Chairman and Treasurer
|----------------------- | ---------------------------------------------------

---

**32.1  Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906
of the Sarbanes-Oxley Act of 2002**

In connection with the Quarterly Report of Pacific CMA, Inc. (the "Company") on Form
10-QSB for the period ending September 30, 2003, as filed with the Securities and Exchange
Commission on the date hereof (the "Report"), I, Scott Turner, President and a Director of the
Company, certify, pursuant to 18 U.S.C. ss. 1350, as adopted pursuant to ss. 906 of the Sarbanes-Oxley Act of 2002, that:(1) The Report fully complies with the requirements of section 13(a) or
15(d) of the Securities Exchange Act of 1934; and(2) The information contained in the Report
fairly presents, in all material respects, the financial condition and results of operations of the
Company.

By:/S/ SCOTT TURNERScott Turner, President and Director

Date:  November 14, 2003****

---

**32.2** **Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906
of the Sarbanes-Oxley Act of 2002**

In connection with the Quarterly Report of Pacific CMA, Inc. (the "Company") on Form
10-QSB for the period ending September 30, 2003, as filed with the Securities and Exchange
Commission on the date hereof (the "Report"), I, Alfred Lam, Chairman and Treasurer of the
Company, certify, pursuant to 18 U.S.C. ss. 1350, as adopted pursuant to ss. 906 of the Sarbanes-Oxley Act of 2002, that:(1) The Report fully complies with the requirements of section 13(a) or
15(d) of the Securities Exchange Act of 1934; and(2) The information contained in the Report
fairly presents, in all material respects, the financial condition and results of operations of the
Company.

By:/S/ ALFRED LAM

Alfred Lam, Chairman and TreasurerDate: November 14, 2003