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

                                 FORM 10-QSB/A

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

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

               For the quarterly period ended:  March 31, 2003

                      Commission file number 000-25415

                  Twin Faces East Entertainment Corporation
           (Exact name of registrant as specified in its charter)

Nevada                                                 94-3326901
(State or other jurisdiction of                  (I.R.S. Employer
incorporation or organization)             Identification Number)

94 Arthur Hills Court
Henderson, Nevada                                           89074
(Address of Principal Executive Offices)               (Zip Code)

                               (702) 617-8832
            (Registrant's telephone number, including area code)

Indicate  by check mark whether the registrant (1) filed all reports required
to  be  filed by Section 13 or 15(d) of the Securities Exchange Act  of  1934
during the last 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 ____

     The  number of shares of Common Stock, $0.001 par value, outstanding  on
March 31, 2003, was 8,527,348 shares, held by approximately 47 shareholders.

     Transitional Small Business Disclosure Format (check one):

                           Yes           No     X

<PAGE>
*THIS AMENDMENT IS BEING FILED TO INCLUDE THE CERTIFICATION PURSUANT TO 18
U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY
ACT OF 2002.  THE CERTIFICATION IS ATTACHED HERETO AS EXHIBIT 32.

                        ITEM 1.  FINANCIAL STATEMENTS
<TABLE>

                  Twin Faces East Entertainment Corporation
                        (a Development Stage Company)
                                Balance Sheet

                                              March 31, 2003  December 31,
                                               (Unaudited)        2002
                                                                (Audited)
Assets

Current assets:
<S>                                         <C>               <C>
     Cash and equivalents                    $           35    $         65
                                             --------------    ------------
          Total current assets                           35              65
                                             --------------    ------------
Fixed assets, net                                         0             201



Other noncurrent assets                             230,000         230,000
                                             --------------    ------------
                                             $      230,035    $    230,266
                                             ==============    ============
Liabilities and Stockholders' Equity

Current liabilities:
     Accrued salaries and benefits           $      968,765    $    826,915
     Other accrued expenses                         784,865         694,063
     Short-term note payable                         73,000          73,000
     Stockholders' advances                         458,749         458,749
                                             --------------    ------------
     Total current liabilities                    2,285,379       2,052,727
                                             --------------    ------------
          Long-term debt                            465,900         465,900
                                             --------------    ------------
                                                  2,751,279       2,518,627
                                             --------------    ------------
Stockholders' equity:
     Preferred stock                                      -               -
     Common stock                                     8,527           8,527
     Additional paid-in capital                   1,136,268       1,136,208
     (Deficit) accumulated during               (3,696,064)     (3,463,181)
development stage
     Prior period adjustment                         30,025          30,025
                                             --------------    ------------
                                                (2,521,244)     (2,288,361)
                                             $      230,035    $    230,266
                                             ==============    ============
</TABLE>

 The accompanying notes are an integral part of these financial statements.

<PAGE>
<TABLE>


                  Twin Faces East Entertainment Corporation
                        (a Development Stage Company)
                          Statements of Operations

                                      For the three months   December 5, 1997
                                              ended           (inception) to
                                            March 31,           March 31,
                                        2003        2002           2003
Pre-Operating Revenue
<S>                                <C>            <C>        <C>
Interest income                     $        -     $       -  $          878
                                    ----------     ---------  --------------
Pre-Operating Expenses:
     Professional services              25,525        84,615         891,977
     Salaries and benefits             133,750         5,000       1,493,934
     Travel                              8,789         8,708         230,349
     Automobile                         13,764         8,948         200,239
     Lodging                             5,007         1,561         157,476
     Miscellaneous                          30            24          63,387
     Insurance                          10,904        10,072         118,327
     Telephone                           2,283         3,142          63,878
     Office and postage                  9,892         6,779          89,424
     Entertainment and meals             5,616         5,225         134,221
     Pre-production costs                    -                        39,801
     Advertising                             -                         1,823
     Depreciation and amortization           -                           901
                                    ----------     --------- ---------------
                                       215,560       134,074       3,485,737
                                    ----------     --------- ---------------
Net pre-operating (loss)             (215,560)     (134,074)     (3,484,859)

Other income (expenses):
     Interest                         (17,123)             -        (85,605)
                                    ----------     --------- ---------------
Net (loss) before discontinued       (232,683)     (134,074)     (3,570,464)
operations

(Loss) from discontinued operations          -             -       (125,600)
                                    ----------     ---------  --------------
Net (loss)                          $ (232,683)   $ (134,074)    $(3,696,064)
                                    ==========     =========  ==============
Weighted average number of
common shares outstanding - basic    8,085,682     7,919,000
and fully diluted
                                    ==========     =========
Net (loss) per share before         $   (0.03)     $  (0.02)
discontinued operations
Net (loss) per share from                 0.00          0.00
discontinued operations
                                    ----------     ---------
Net (loss) per share - basic and
fully diluted                       $   (0.03)     $  (0.02)
                                    ==========    ==========

</TABLE>

 The accompanying notes are an integral part of these financial statements.

<PAGE>
<TABLE>

                  Twin Faces East Entertainment Corporation
                        (a Development Stage Company)
                    Consolidated Statement of Cash Flows

                                         For the three months   December 5,
                                                ended               1997
                                              March 31,         (inception)
                                                                to March 31,
                                           2003        2002         2003
<S>                                   <C>          <C>          <C>
Cash flows from operating activities
Net (loss)                             $(232,683)   $ (134,074)  $(3,696,064)
Depreciation                                   -             -           901
Prior period adjustment                        -             -        30,025
Shares issued for services                     -             -       475,407
Shares issued for employment
enticement                                     -             -         5,000
Shares issued for debt enticement              -             -        20,000
Adjustments to reconcile net (loss) to
net cash
(used) by operating activities:
Other receivables                              -         (100)             -
Increase in accrued salaries and
benefits                                 141,850             -     1,443,966
Increase in other accrued expenses        90,803       122,641       784,865
                                       ----------   -----------  ------------
Net cash (used) by operating
activities                                  (30)      (11,533)     (935,900)
                                       ----------   -----------  ------------
Cash flows from investing activities
Purchase of equipment                          -             -       (1,102)
Investment in Magellan International,
Inc.                                           -      (50,000)     (180,000)
Short-term note payable                        -         6,409        73,000
Proceeds from long-term debt                   -             -       465,900
                                       ----------   -----------  ------------
Net cash provided by investing
activities                                     -      (43,591)       357,798
                                       ----------   -----------  ------------
Cash flows from financing activities
Stockholders' advances                         -             -       458,749
Issuance of common stock                       -        55,000       119,388
                                       ----------   -----------  ------------
Net cash provided by financing
activities                                     -        55,000       578,137
                                       ----------   -----------  ------------
Net increase (decrease) in cash             (30)         (124)            35

Cash and equivalents - beginning              65           390             -
                                       ----------   -----------  ------------
Cash and equivalents - ending          $       35   $       266   $        35
                                       ==========   ===========  ============
Supplemental disclosures:
Interest paid                          $       -   $         -   $         -
                                       ==========   ===========  ============
Income taxes paid                      $        -   $         -  $          -
                                       ==========   ===========  ============
Non-cash transactions:
Shares issued for consulting services  $        -    $        -  $    478,532
                                       ==========   ===========  ============
Number of shares issued for consulting
services                                       -             -     2,464,889
                                       ==========   ===========  ============
Shares issued to satisfy accrued
salaries - related party               $        -    $        -  $    200,000
                                       ==========   ===========  ============
Number of shares issued to satisfy
accrued salaries - related party               -             -     1,000,000
                                       ==========   ===========  ============
Shares issued for employment
enticement                             $       -   $         -  $      5,000
                                       ==========   ===========  ============
Number of shares issued for employment
enticement                                     -             -        50,000
                                       ==========   ===========  ============
Shares issued for debt enticement      $        -   $         -  $     20,000
                                       ==========   ===========  ============
Number of shares issued for debt
enticement                                     -             -       333,333
                                       ==========   ===========  ============
Number of shares issued for
contractual payment to acquire
Magellan                               $        -    $        -  $     50,000
Shares issued for contractual payment
to acquire Magellan                            -             -       500,000
                                       ==========   ===========  ============
</TABLE>

 The accompanying notes are an integral part of these financial statements.

<PAGE>

                  TWIN FACES EAST ENTERTAINMENT CORPORATION
                        (a development stage company)
                   NOTES TO UNAUDITED FINANCIAL STATEMENTS

Note 1 - Basis of Presentation
The  accompanying unaudited condensed financial statements at March 31,  2003
have   been   prepared  in  accordance  with  generally  accepted  accounting
principles  for  interim financial information and with the  instructions  to
Form  10-QSB and reflect all adjustments which, in the opinion of management,
are  necessary for a fair presentation of financial positions as of March 31,
2003  and  results  of operations and cash flows for the three  months  ended
March 31, 2003.  All such adjustments are of a normal recurring nature.   The
results  of  operations for the interim period are not necessarily indicative
of  the  results expected for a full year.  The statements should be read  in
conjunction  with the financial statements and footnotes thereto included  in
the Company's Form 10-KSB for the year ended December 31, 2002.

Note 2 - Going Concern
The accompanying financial statements at March 31, 2003 have been prepared on
a  going concern basis, which contemplated the realization of assets and  the
satisfaction  of liabilities in the normal course of business.   The  Company
has  suffered  losses  from  operations during its  operating  history.   The
ability  of  the  Company to continue as a going concern  is  dependent  upon
obtaining  future  profitable operations.  Management is in  the  process  of
acquiring  and developing products for sale which would generate  revenue  to
sustain  the  operations  of the Company.  The financial  statements  do  not
include any adjustments relating to the recoverability and classification  of
recorded  assets  and classification of liabilities that might  be  necessary
should the Company be unable to continue as a going concern.

Note 3 - Related Party Transactions
The  Company accrued a total of $141,850 in salaries and benefits owed to its
officers and directors during the three months ended March 31, 2003.

The Company accrued a total of $90,803 in other expenses owed to its officers
and directors during the three months ended March 31, 2003.

Note 4 - Subsequent Events
On  May  1,  2003, the Company issued 850,000 shares of its $0.001 par  value
common stock at $0.117 per share to an officer and employee of the Company in
satisfaction of accrued salaries and benefits totaling $99,450.

On  May  9,  2003 the Company issued 10,000 preferred series B  shares  to  a
lender in anticipation of finalizing a loan agreement between the Company and
the lender.

<PAGE>

Item 2. Plan of Operation

    This  report  contains forward-looking statements.   Actual  results  and
events  could  differ  materially  from  those  projected,  anticipated,   or
implicit,  in the forward-looking statements as a result of the risk  factors
set forth below and elsewhere in this report.

   With the exception of historical matters, the matters discussed herein are
forward-looking  statements that involve risks and  uncertainties.   Forward-
looking  statements  include, but are not limited to,  statements  concerning
anticipated  trends in revenues and net income, the date of  introduction  or
completion  of our products, projections concerning operations and  available
cash  flow.   Our  actual results could differ materially  from  the  results
discussed  in  such forward-looking statements primarily  as  the  result  of
insufficient cash to pursue production and marketing efforts.  The  following
discussion  of  our financial condition and results of operations  should  be
read  in  conjunction  with our financial statements and  the  related  notes
thereto appearing elsewhere herein.

Overview

     Twin  Faces was incorporated on December 5, 1997 under the laws  of  the
State of Delaware and reincorporated under the laws of the State of Nevada on
June  17, 1998.  We are in the development stage as an entertainment and film
production company.

      We  have  yet  to  generate revenues from any source  and  there  is  a
substantial going concern issue as to whether we will ever be able to produce
and market our films and generate sufficient, if any, revenues to satisfy our
working capital requirements.  Since inception we have been dependent on  the
sale  of  our  equity  securities and loans from affiliates  to  satisfy  our
working  capital  requirements.   We  continue  to  have  a  working  capital
deficiency that raises substantial concern regarding our ability to  continue
as a going concern.

Plan of Operation

     During  the  next  twelve months we plan to focus  our  efforts  on  our
development  of  four  primary properties, including, "Pages  From  A  Rabbit
Journal",  "The Town That Arrested Santa Claus", and the "Einstein" property.
We  are  also working on the production of a new feature film, "A Real  Man",
written by Johnnie King; however actual production will not commence until we
have sufficient capital for production and marketing.

     Satisfaction of our cash obligations for the next 12 months. Our plan of
operation  has  been stalled by our lack of cash. Under our current  plan  of
operation  we  will be required to generate at least $800,000  (minimal  cash
requirement) to continue in operation for the next 12 months.

     Summary of any product research and development that we will perform for
the  term  of  our  plan  of operation. We do not anticipate  performing  any
significant product research and development under our plan of operation.

     Expected purchase or sale of plant and significant equipment. We do  not
anticipate  the  purchase or sale of any plant or significant  equipment,  as
such items are not required by us at this time or in the next 12 months.

<PAGE>

     Significant  changes in the number of employees. In  the  event  we  are
successful in obtaining additional debt or equity, which will provide us with
the  cash to develop an entertainment product, then in that event we will  be
required to hire 2 additional full time staff members for the company.

Liquidity and Capital Resources

     We have been negotiating with Johnnie King, Director of Film Development
of  the  Company,  for  the  investment of $8,000,000  in  a  combination  of
preferred  stock  and debt.  However, at this time there  are  no  definitive
agreements with Mr. King.  When terms are reached and funding is received  we
will file a Form 8-K disclosing the transaction.

     A  critical  component  of  our operating plan impacting  our  continued
existence  is  the  ability to obtain additional capital  through  additional
equity  and/or debt financing.  We do not anticipate enough positive internal
operating  cash flow until such time as we can generate substantial  revenues
from  fees earned as a result of our documentary films of Dr. Albert Einstein
and feature film and television scripts, which may take the next few years to
fully realize.  In the event we cannot obtain the necessary capital to pursue
our  strategic  plan,  we  may  have to cease or  significantly  curtail  our
operations.  This would materially impact our ability to continue operations.

     Our near term cash requirements are anticipated to be offset through the
receipt  of funds from private placement offerings and loans obtained through
private  sources.   Since inception, we have financed cash flow  requirements
through  debt  financing and issuance of common stock for cash and  services.
As  we  expand  operational  activities, we may continue  to  experience  net
negative  cash  flows  from  operations,  pending  receipt  of  servicing  or
licensing fees, and will be required to obtain additional financing  to  fund
operations  through common stock offerings and bank borrowings to the  extent
necessary to provide working capital.

     Over  the  next  twelve  months we believe  that  existing  capital  and
anticipated  funds  from  operations  will  not  be  sufficient  to   sustain
operations and planned expansion.  Consequently, we will be required to  seek
additional  capital  in  the  future to fund  growth  and  expansion  through
additional  equity or debt financing or credit facilities.  No assurance  can
be  made that such financing would be available, and if available it may take
either the form of debt or equity.  In either case, the financing could  have
a negative impact on our financial condition and our Stockholders.

     We  anticipate  incurring operating losses over the next twelve  months.
Our  lack of operating history makes predictions of future operating  results
difficult  to  ascertain.  Our prospects must be considered in light  of  the
risks, expenses and difficulties frequently encountered by companies in their
early  stage of development.  Such risks include, but are not limited to,  an
evolving  and unpredictable business model and the management of growth.   To
address  these  risks we must, among other things, obtain  a  customer  base,
implement  and  successfully  execute our business  and  marketing  strategy,
continue  to  develop  and  upgrade  technology  and  products,  respond   to
competitive   developments,  and  attract,  retain  and  motivate   qualified
personnel.   There  can  be  no  assurance that  we  will  be  successful  in
addressing  such risks, and the failure to do so can have a material  adverse
effect  on  our  business  prospects,  financial  condition  and  results  of
operations.

<PAGE>

Going Concern

     The  consolidated financial statements included in this filing have been
prepared  in  conformity with generally accepted accounting  principles  that
contemplate the continuance of the Company as a going concern.  The Company's
cash  position  may  be  inadequate to pay all of the costs  associated  with
production and marketing.  Management intends to use borrowings and  security
sales to mitigate the effects of its cash position, however no assurance  can
be  given  that  debt  or  equity financing, if and  when  required  will  be
available.  The financial statements do not include any adjustments  relating
to   the   recoverability   and  classification  of   recorded   assets   and
classification of liabilities that might be necessary should the  Company  be
unable to continue existence.

Item 3. Controls and Procedures

  (a)  Under the supervision and with the participation of our management,
  including our President and Chief Financial Officer, we evaluated the
  effectiveness of the design and operation of our disclosure controls and
  procedures, as such term is defined under Rule 13a-14(c) promulgated under
  the Securities Exchange Act of 1934, as amended, within 90 days prior to the
  filing date of this report.  Based on their evaluation, our President and
  Chief Financial Officer concluded that our disclosure controls and procedures
  are effective.

  (b)  There have been no significant changes (including corrective actions
  with regard to significant deficiencies or material weaknesses) in our
  internal controls or in other factors that could significantly affect these
  controls subsequent to the date of the evaluation referenced in paragraph (a)
  above.

PART II--OTHER INFORMATION

Item 1.    Legal Proceedings

     None

Item 2. Changes in Securities

     On  May 1, 2003, we issued 850,000 shares of our $0.001 par value common
stock  at  $0.117  per share to an officer and employee  in  satisfaction  of
accrued  salaries and benefits totaling $99,450.  The shares were  deemed  to
have  been  issued pursuant to an exemption provided by section 4(2)  of  the
Act, which exempts from registration "transactions by an issuer not involving
any public offering."

     On May 9, 2003, we issued 10,000 preferred series B stock to Mercatus  &
Partners,  Ltd., in anticipation of finalizing a loan agreement  between  the
Company  and  Mercatus  &  Partners, Ltd.   Upon  finalization  of  the  loan
agreement we will file a Form 8-K disclosing the terms of any agreement.

Item 3.    Defaults by the Company upon its Senior Securities

     None

<PAGE>

Item 4.    Submission of Matter to a Vote of Security Holders

     We  held  our  annual  meeting  of shareholders  on  January  31,  2003.
Business conducted at the meeting included the following proposals:

  (1)  To elect three directors to serve until the next annual meeting or until
     their successors are elected and qualified;
(2)  To confirm the reaffirmation of Beckstead & Watts LLP as independent
auditors for the Company;
(3)  To schedule the next annual meeting of shareholders.

      Each share of Common Stock was entitled to one vote.  Only shareholders
of  record  at the close of business on December 31, 2002, were  entitled  to
vote.   The number of outstanding shares at that time was 8,527,348  held  by
approximately  48  shareholders.  The required  quorum  of  shareholders  was
present at this meeting.

Item 5.    Other Information

     On May 9, 2003, we issued 10,000 preferred series B stock to Mercatus  &
Partners,  Ltd., in anticipation of finalizing a loan agreement  between  the
Company  and  Mercatus  &  Partners, Ltd.   Upon  finalization  of  the  loan
agreement we will file a Form 8-K disclosing the terms of any agreement.

Item 6.    Exhibits and Reports of Form 8-K

(a)  Exhibits

(31.1) Certification of Michael Smolanoff Pursuant to Section 302 of the
       Sarbanes-Oxley Act of 2002
(31.2) Certification of Stanley L. Teeple Pursuant to Section 302 of the
       Sarbanes-Oxley Act of 2002
(32.1) Certification of Michael Smolanoff Pursuant to Section 906 of the
       Sarbanes-Oxley Act of 2002
(32.2) Certification of Stanley L. Teeple Pursuant to Section 906 of the
       Sarbanes-Oxley Act of 2002

(b)  Form 8-K

     None


                                 SIGNATURES


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


TWIN FACES EAST ENTERTAINMENT CORPORATION
(Registrant)



By: /S/Michael Smolanoff
      Michael Smolanoff, President

Date: August 26, 2003