U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

(Mark One)

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

                For the quarterly period ended November 30, 2002

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

          For the transition period from _____________ to _____________

                         Commission file number 0-30276
                                                -------

                   ADIRONDACK PURE SPRINGS MT. WATER CO., INC.
              ----------------------------------------------------
              (Exact Name of Small Business Issuer in its Charter)

                NEW YORK                                   11-3377469
      -----------------------------                    -------------------
      (State or other jurisdiction                      (I.R.S. Employer
      incorporated or organization)                    Identification No.)

             100 Quentin Roosevelt Boulevard, Garden City, NY 11530
             ------------------------------------------------------
                    (Address of principal executive offices)

                                 (516) 222-0100
                           ---------------------------
                           (Issuer's Telephone Number)


    -------------------------------------------------------------------------
              (Former name, former address and former fiscal year,
                          if changed since last report)

         Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such
shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days. Yes [X]
No [ ]

                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDINGS DURING THE PRECEDING FIVE YEARS

         Check whether the registrant filed all documents and reports required
to be filed by Section 12, 13 of 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: 17,191,000

           Transitional Small Business Disclosure Format (check one):
                         Yes [ ]                 No [X]
<PAGE>

                   ADIRONDACK PURE SPRINGS MT. WATER CO., INC.
                                   FORM 10-QSB
                                      INDEX

                                                                        Page No.

Part I - Financial Information

     Item 1 - Financial Statements (unaudited)

         Balance Sheets - November 30, 2002 and February 28, 2002            3

         Statements of Operations - Three Months ended November 30,
         2002 and 2001 and period March 7, 1997 (inception) to
         November 30, 2002                                                   4

         Statements of Cash Flows - Three Months ended November 30,
         2002 and 2001 and period March 7, 1997 (inception) to
         November 30, 2002                                                   5

         Notes to Financial Statements                                    6-13

     Item 2 - Management's Discussion and Analysis of Financial
              Condition and Results of Operations                        14-17

Part II - Other Information

     Item 1 - Legal Proceedings                                             18

     Item 2 - Changes in Securities and Use of Proceeds                     18

     Item 4 - Submission of Matters to a Vote of Security Holders           18

     Item 5 - Other Information                                             18

     Item 6 - Exhibits and Reports on Form 8-K                              18

     Signatures                                                             19


                                  Page 2 of 19
<PAGE>

                            ADIRONDACK PURE SPRINGS MT. WATER CO., INC.
                               (A Company in the Development Stage)
                                          BALANCE SHEETS


<TABLE>
<CAPTION>
                                                                       November 30,   February 28,
                                                                           2002           2002
                                                                       -----------    -----------
<S>                                                                    <C>            <C>
ASSETS

Current Assets
   Cash                                                                $    51,197    $    17,819
   Accounts Receivable - Trade                                              33,744         62,744
   Deferred Offering Costs                                                   2,450          2,450
   Inventory                                                                34,860         43,860
-------------------------------------------------------------------------------------------------
Total Current Assets                                                       122,251        126,873
-------------------------------------------------------------------------------------------------

Property and Equipment
   Site Development                                                         85,027         85,027
   Office Equipment, Displays                                               16,924         16,924
   Trademark                                                                21,165         21,165
   Accumulated Depreciation, Amortization                                  (33,231)       (26,740)
-------------------------------------------------------------------------------------------------
Total Property and Equipment                                                89,885         96,376
-------------------------------------------------------------------------------------------------

Other
   Security Deposits                                                         7,500         39,712
-------------------------------------------------------------------------------------------------
TOTAL ASSETS                                                           $   219,636    $   262,961
=================================================================================================


LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities
   Accounts Payable                                                         81,471         90,083
   Accrued Expenses                                                        991,855        419,128
   Debenture Payable                                                        46,350         46,350
   Loan Payable                                                            251,141        295,323
-------------------------------------------------------------------------------------------------
Total Current Liabilities                                                1,370,817        850,884
-------------------------------------------------------------------------------------------------


Stockholders' Equity
   Common Stock - Authorized 40,000,000 Shares $.01 Par Value;
    15,931,000 and 17,191,000 Issued and Outstanding                        48,320         42,320
   Preferred Stock - Series A, Authorized 1,000,000, $.01 Par Value,
    20,000 Shares Issued and Outstanding                                       200            200
   Paid-in Capital                                                         746,396        650,123
   Deficit Accumulated During Development Stage                         (1,376,097)    (1,280,566)
-------------------------------------------------------------------------------------------------
   Deferred Compensation                                                  (570,000)             0
-------------------------------------------------------------------------------------------------
Total Stockholders' Equity                                              (1,151,181)      (587,923)
-------------------------------------------------------------------------------------------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                             $   219,636    $   262,961
=================================================================================================
</TABLE>


                                  Page 3 of 19
<PAGE>

                            ADIRONDACK PURE SPRINGS MT. WATER CO., INC.

                                   (A DEVELOPMENT STAGE COMPANY)

                        STATEMENTS OF OPERATIONS AND (DEFICIT) ACCUMULATED
                                     DURING DEVELOPMENT STAGE

                                          FOR THE PERIODS


<TABLE>
<CAPTION>
                                   September 1, 2002 to   September 1, 2001 to     Inception to
                                     November 30, 2002      November 30, 2001    November 30, 2002
                                   --------------------   --------------------   -----------------
<S>                                    <C>                    <C>                   <C>
REVENUES
   Sales                               $     64,306           $     47,044          $    563,969
------------------------------------------------------------------------------------------------

COST OF SALES
   Beginning Inventory                       34,860                 27,008                     0
   Expenses                                   8,173                 40,842               426,070
   Ending Inventory                         (34,860)               (31,467)              (34,860)
------------------------------------------------------------------------------------------------
Total Cost of Sales                           8,173                 36,383               391,210
------------------------------------------------------------------------------------------------

GROSS PROFIT                                 56,133                 10,661               172,759
------------------------------------------------------------------------------------------------

EXPENSES
   Officer's Salary                          25,000                 25,000               558,333
   Salary                                         0                      0                45,675
   Consulting, Professional Fees             31,388                  5,752               423,383
   Utilities, Telephone                       1,423                  4,205                43,281
   Promotion                                      0                      0                10,044
   Office Rent, Expenses                     52,337                  5,000               288,378
   Taxes                                        885                      0                12,325
   Travel, Auto Expense                       5,668                  4,093                82,668
   Supplies, Insurance, Other                45,005                    254                81,747
   Depreciation, Amortization                 2,687                  2,074                33,231
------------------------------------------------------------------------------------------------

TOTAL EXPENSES                              164,393                 46,378             1,579,065
------------------------------------------------------------------------------------------------

OTHER INCOME (EXPENSES)
   Rent Income                                    0                  2,500               113,867
   Startup Costs                                  0                      0               (75,000)
   Stock Placement Fees                           0                 (1,500)               (8,658)
------------------------------------------------------------------------------------------------

TOTAL OTHER INCOME (EXPENSES)                     0                  1,000                30,209
------------------------------------------------------------------------------------------------

NET (LOSS)                             $   (108,260)          $    (34,717)         $ (1,376,097)
================================================================================================

Earnings (Deficit) Per Share
   Basic                                     (0.006)                (0.002)               (0.080)
   Fully Diluted                             (0.006)                (0.002)               (0.080)

Shares Used in Calculation
   Basic                                 17,191,000             16,068,500            17,191,000
   Fully Diluted                         17,191,000             16,068,500            17,191,000
</TABLE>


                                  Page 4 of 19
<PAGE>

                                   ADIRONDACK PURE SPRINGS MT. WATER CO., INC.

                                          (A DEVELOPMENT STAGE COMPANY)

                                             STATEMENT OF CASH FLOWS
                                                   (UNAUDITED)

                                                 FOR THE PERIOD


<TABLE>
<CAPTION>
                                                                 Three Months Ended               Inception to
                                                        November 30, 2002   November 30, 2001   November 30, 2002
                                                        -----------------   -----------------   -----------------
<S>                                                        <C>                 <C>                 <C>
CASH FLOWS FROM OPERATING ACTIVITIES
      Net Loss                                             $  (108,260)        $   (39,562)        $(1,376,097)
                                                           ===========         ===========         ===========
      Adjustments to Reconcile Net Income to Net Cash
       Provided by Operating Acitvities
        Depreciation, Amortization                               2,687               2,205              33,231
        (Increase) Decrease in Accounts Receivable              29,000                   0             (33,744)
        (Increase) Decrease in Inventory                             0                   0             (34,860)
        Increase in Accrued Expense                             25,000              15,519             494,128
        Increase (Decrease)in Accounts Payable                   1,384                   0              81,471
        Increase in Deferred Offering Costs                          0                   0              (2,450)
--------------------------------------------------------------------------------------------------------------

NET CASH (USED) PROVIDED BY OPERATING ACTIVITIES               (50,189)            (21,838)           (838,321)
--------------------------------------------------------------------------------------------------------------

CASH FLOWS FROM INVESTING ACTIVITIES
      Site Development                                               0                   0             (85,027)
      Purchase of Equipment                                          0                   0             (16,924)
      (Increase) Decrease in Security Deposits                  32,212                   0              (7,500)
      Acquisition of Trademark                                       0              (4,058)            (21,165)
--------------------------------------------------------------------------------------------------------------

NET CASH (USED) BY INVESTING ACTIVITIES                         32,212              (4,058)           (130,616)
--------------------------------------------------------------------------------------------------------------

CASH FLOWS FROM FINANCING ACTIVITIES
      Issuance of Preferred Stock                                    0                   0             200,233
      Increase in Debentures Payable                                 0                   0              46,350
      Increase in Loan Payable                                  (5,932)             15,001             251,141
      Issuance of Common Stock for Provided Services            30,000                                  30,000
      Sale of Common Stock                                           0                   0             492,410
--------------------------------------------------------------------------------------------------------------

NET CASH PROVIDED BY FINANCING ACTIVITIES                       24,068              15,001           1,020,134
--------------------------------------------------------------------------------------------------------------

NET INCREASE (DECREASE) IN CASH                                  6,091             (10,895)             51,197

CASH - Beginning                                                45,106              11,663                   0
--------------------------------------------------------------------------------------------------------------

CASH - Ending                                                   51,197                 768              51,197
==============================================================================================================

Supplemental Disclosures:
      Conversion of Loan Payable to Preferred Stock                  0                   0             200,233
      Stock Issued For Consulting Services                      30,000                   0             105,000
      Stock For Placement Fees                                       0                   0                 499
==============================================================================================================
</TABLE>


                                  Page 5 of 19
<PAGE>

                   ADIRONDACK PURE SPRINGS MT. WATER CO., INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)
                                November 30, 2002


NOTE 1 - ORGANIZATION

         Adirondack Pure Springs Mt. Water Co., Inc. (the Company) is a New York
corporation established March, 1997. It was formed to extract, distribute and
contract private label mountain water from a stream and spring fed reservoir in
both bulk and bottled forms in the northeastern United States. The Company plans
to bottle its drinking water at the source near the Village of Lake George, New
York. The Company has an exclusive ground and water lease with the Incorporated
Village of Lake George, which provides exclusive rights to four water sources,
as well as five acres of property to build a 50,000 square foot bottling plant.

         The Company's primary water source flows into a protected, natural
mountain and spring reservoir at a minimum rate of 560,000 gallons per day of
high quality, natural and mountain spring water. This reservoir is located 2,700
feet up a mountain from the proposed bottling plant site.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

         Property and Equipment - Property and equipment are recorded at cost
when acquired. Improvements that significantly add to the productive capacity or
extend the useful life of the related asset are capitalized. Site development
costs will be amortized over the lesser of the life of the lease or asset.
Office equipment will be depreciated over the estimated useful lives of the
assets ranging from 3 to 7 years. When property or equipment is sold or
otherwise disposed of, the related cost and accumulated depreciation or
amortization is removed from the accounts and any gain or loss is included in
income.

         Maintenance and repairs are charged to expense in the period incurred.

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

         Income Taxes - The Company accounts for income taxes according to the
liability method. Under this method, deferred tax assets and liabilities are
determined based on differences between financial reporting and income tax bases
of assets and liabilities and are measured using enacted tax rates and laws that
are in effect.

                                  Page 6 of 19
<PAGE>

                   ADIRONDACK PURE SPRINGS MT. WATER CO., INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)
                                November 30, 2002


NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

         Method of Accounting - The Company prepares its financial statements on
the accrual method of accounting, recognizing income when earned and expenses
when incurred. Income is considered earned when products are shipped, at which
time customers are billed and revenue is recognized.

         Accounts Receivable - Management considers all accounts receivable to
be collectible. Therefore, no allowance for bad debts has been included in the
statements.

         Impairment of Long-Lived Assets - Long-lived assets (i.e., property,
plant and equipment) held and used by the Company are reviewed for impairment
whenever events or changes in circumstances indicate that the net book value of
the asset may not be recoverable. An impairment loss will be recognized if the
sum of the expected future cash flows (undiscounted and before interest) from
the use of the asset is less than the net book value of the asset. Generally,
the amount of the impairment loss is measured as the difference between the net
book value of the assets and the estimated fair value of the related asset.

         Earnings per Share - Effective for the year ended February 28, 1998,
the Company adopted Statement of Financial Standards No. 128, Earnings Per Share
("FAS 128"). FAS 128 replaces prior earnings per share ("EPS") reporting
requirements and requires the dual presentation of basic and diluted EPS. Basic
EPS excludes dilution and is computed by dividing net income by the weighted
average number of shares outstanding for the period. Diluted EPS reflects the
potential dilution that could occur if securities or other contracts to issue
common stock were exercised or converted into common stock.

         Inventory - The Company reports inventory at the lower of cost or
market value using the first-in, first-out method. Inventory consists of bottles
and packaging materials. Inventory is decreased based on the number of units
bottled per customer orders.

         Incentive Stock Options - The Company adopted its stock incentive plan
on July 1, 1998. The Plan enables the company to grant incentive stock options,
nonqualified options and stock appreciation rights for up to 1.5 million shares
of the Company's common stock. All options must conform to federal income tax
regulations and have an exercise price of not less than the fair value of shares
at the date of the grant (110% of fair value for ten percent or more
shareholders). Fair value is determined on the option issue date using the
market value of the stock on an established exchange or the Black-Scholes model
if the stock is not listed on an exchange at the time options are issued.

                                  Page 7 of 19
<PAGE>

                   ADIRONDACK PURE SPRINGS MT. WATER CO., INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)
                                November 30, 2002


NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Options are issued by a committee established by the board of directors based on
eligibility and must be exercised within terms specified on the grant date.

         For financial statement purposes, compensation expense would be
recorded only if the options were issued below fair value. As of the date of
these financial statements, no options had been issued under the stock incentive
plan. Outside of the stock incentive plan, in conjunction with the offering of
the Company's stock referenced in Note 6, the Company issued options as
compensation to legal counsel for 100,000 shares of common stock at $0.20 per
share. These options were not exercised and have expired during November 2002.

NOTE 3 - INVESTMENT - TRADEMARK

         On April 17, 2000 the Company completed its acquisition of the Max 02
trademark from Creative Beverages of Canada, Inc. The cost of $21,165 is to be
amortized over a period of ten years, its estimated useful life. Amortization
since acquisition to November 30, 2002 was $3,996.

NOTE 4 - LOAN PAYABLE

         At February 28, 1998, the Company had been advanced funds from a
related party. These amounts were non-interest bearing. During the subsequent
fiscal year $200,233 of such loans were converted into preferred stock (see also
Note 7). The balance represents additional advances after such conversion.

NOTE 5 - INCOME TAXES

         No provision for income taxes is required as the Company has incurred
losses during its development stage. These losses are available to offset
taxable years in the future. The losses will be available until 2018 and 2019,
respectively.

NOTE 6 - COMMON STOCK

         The Company's Certificate of Incorporation provided for 200 shares of
common stock, no par value. On August 5, 1998, the shareholders amended the
Certificate of Incorporation. The Company is now authorized to issue 40,000,000
shares of common stock, $.01 par value. Consequently, the initial shareholders
were given a 133,590 for one stock split. Also, during 1998, the Company entered
into an offering of 2,000,000 shares of common stock at an offering price of
$.50 per share. Under this offering 522,000 shares were issued.

                                  Page 8 of 19
<PAGE>

                   ADIRONDACK PURE SPRINGS MT. WATER CO., INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)
                                November 30, 2002


NOTE 6 - COMMON STOCK (Continued)

During February 2000, the Company sold 50,000 units consisting of 1 share of
common stock with 1 warrant at $2.00 per unit. The warrants allow the holder to
obtain additional shares at $3.00 per share. During November 2002, the Company
issued 300,000 shares each to two (2) consultants as compensation for services
rendered (see Note 11 (1), (2)).

NOTE 7 - PREFERRED STOCK

         In August, 1998, the Company amended its Certificate of Incorporation
to authorize the issuance of 1,000,000 shares of undesignated preferred stock
with a $.01 par value. The Board of Directors is authorized to issue preferred
stock in one or more series with varying designations, preferences or other
special rights. The Board has issued 20,000 shares of Series A redeemable
preferred stock, par value $.01 per share. Series A redeemable preferred stock
shall contain preferential liquidation rights in the amount of $200,233 but is
not entitled to dividends or voting rights, except as to matters which may
adversely affect the rights of the Series A redeemable preferred stock or as
otherwise required by law. Redemption of this stock, at the Company's option,
could start January 1, 2001 through payments of up to 20% of the Company's
pre-tax profit. There have not been any redemptions as the Company has not had
any profits.

NOTE 8 - DEFERRED COMPENSATION

         In November 2002, two Consultants commenced providing services (see
NOTE 12). The consultants are being paid in free trading common stock as
designated in their Agreement. Such fees are being amortized over the remainder
of the term of the consulting agreement.

NOTE 9 - COMMITMENTS, CONTINGENCIES

         Properties - The Company has an exclusive ground and water lease with
the Incorporated Village of Lake George, which provides rights to four (4) pure
water sources, as well as five (5) acres of property for construction of an up
to a 50,000 square foot bottling plant. The lease term for the water source is
for five (5) years expiring August 2002 with two five (5) year renewal options.
If the plant is constructed, the lease term extends to 2029. At the termination
of the lease, all improvements become the property of the Village. Initial base
rent for water $.001 per gallon with a minimum $30,000 commencing in the second
year of the lease. The Company has renewed its lease with the Village of Lake
George, and is in the process of renegotiating and extending the term of the
lease.

                                  Page 9 of 19
<PAGE>

                   ADIRONDACK PURE SPRINGS MT. WATER CO., INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)
                                November 30, 2002


NOTE 9 - COMMITMENTS, CONTINGENCIES (Continued)


         The Company has entered into a month-to-month agreement for office
space at 100 Quentin Roosevelt - Suite 404, Garden City, NY 11530. The monthly
rent is $2,300.

         The Company had entered into a lease agreement for office space at 1000
Woodbury Road, Suite 212A, Woodbury, New York 11797. The term ended September
30, 2002. The monthly rental was $2,500.

         The Company had entered into a verbal employment agreement with David
Sackler, its President and Chief Executive Officer, for a term of five years
expiring on April 30, 2002 at a salary of $100,000 per year. The employment
agreement has been extended, under the same terms and conditions through
February 28, 2003.

         The amount of compensation to Mr. Sackler recorded in these financial
statements is as follows:

<TABLE>
<CAPTION>
                                                                        March 7,
                                                                          1997
                                  Sept. 1, 2002     Sept. 1, 2001      (inception)
                                 to November 30,   to November 30,   to November 30,
                                      2002              2001              2002
         ---------------------------------------------------------------------------
<S>                                 <C>               <C>               <C>
         Compensation recorded      $ 25,000          $ 25,000          $558,333
         Compensation paid                 0                 0            64,205
         Compensation deferred        25,000            25,000           494,128
</TABLE>


NOTE 10 - RELATED PARTY TRANSACTIONS

         The Company has entered into a consulting agreement with CES Consulting
Co., Inc. (CES). The agreement was for five (5) years beginning December 31,
1997 at an annual cost of $100,000 per year. Services specified in the agreement
have not been performed; therefore, the parties have agreed that no fees are due
to CES until such time as the parties agree that services will commence and
payments will accrue.

         The Company has entered into a business consulting agreement with
Madison Venture Capital II, Inc. (Madison), of which two shareholders of the
Company are principals. The agreement began on October 1, 1998. The agreement is
for a period of 5 years at the rate of $2,000 per month. Services specified in
the agreement have not been performed; therefore, the parties have agreed that

                                  Page 10 of 19
<PAGE>

                   ADIRONDACK PURE SPRINGS MT. WATER CO., INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)
                                November 30, 2002


NOTE 10 - RELATED PARTY TRANSACTIONS (continued)

no fees are due to Madison until such time as the parties agree that services
will commence and payments will accrue.

NOTE 11 - DEVELOPMENT BOND

         The Company has been approved for a bond offering loan of four million
six hundred and twenty-five thousand dollars ($4,625,000) by the Counties of
Warren and Washington Industrial Development Agency for the purpose of
constructing an up to 50,000 square foot bottling plant. The Company has until
July 31, 2000 to begin the bond offering.

         In June, 2000, the Company decided not to pursue the extension of the
IDA bond offering for several reasons including:

a)       The potential for construction permit approval delays from the
         Adirondack Park Agency (APA) regarding building size. In March, 2000,
         the Company became aware of APA's authority regarding the construction
         of buildings exceeding 10,000 square feet. APA approval for the larger
         structures was rarely received. The Company determined that building
         several smaller structures was not feasible due to the property size.

b)       The bond agreement required hiring of full-time employees. This number
         of full-time employees is not necessary for the operations anticipated
         by the Company and based on the allowed building size.

         The Company reserves the right to resubmit for an IDA bond for a site
facility. The Company presently intends to pursue other, less costly, forms of
funding for construction for a 10,000 square foot bottling facility.

NOTE 12 - SUBSEQUENT EVENTS

         The Company has filed for two trademarks:

   (1)   for the name HYDRO-LITE. The product is a spring water based,
         electrolyte enhanced, flavored sports water. The trademark has been
         accepted, yet protested by Hormel Foods. The Company is currently
         negotiating a resolution of the trademark protest.

   (2)   for the name ADAMS ALE which is water contained in a beer shaped
         bottle. This will be marketed to beverage distributors. The trademark
         has been accepted and will be filed on behalf of the Company.

                                  Page 11 of 19
<PAGE>

                   ADIRONDACK PURE SPRINGS MT. WATER CO., INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)
                                November 30, 2002


NOTE 12 - SUBSEQUENT EVENTS (continued)

         The Company has engaged in three consulting agreements:

   (1)   The Company has signed a consulting agreement with Chi Ming Yu, an
         individual residing in New Jersey. The Company engaged and retained
         Consultant, and Consultant agreed to render services and advice to the
         Company for a two (2) year period commencing June 13, 2002 and ending
         June 12, 2004. The Company shall compensate the Consultant as follows:
         (i) The payment of an annual fee of $150,000.00 or one initial payment
         of 880,000 shares of free trading common stock. (ii) The Consultant
         shall pay all "out-of- pocket" expenses in connection with the services
         rendered and shall not be entitled to reimbursement from the Company.
         The Consultant received an initial payment of 300,000 shares of free
         trading common stock during November 2002.

   (2)   The Company has signed a consulting agreement with Hiu F. Wong, an
         individual residing in New Jersey. The Company engaged and retained
         Consultant, and Consultant agreed to render services and advice to the
         Company for a two (2) year period commencing June 13, 2002 and ending
         June 12, 2004. The Company shall compensate the Consultant as follows:
         (i) The payment of an annual fee of $150,000.00 or one initial payment
         of 880,000 shares of free trading common stock. (ii) The Consultant
         shall pay all "out-of-pocket" expenses in connection with the services
         rendered and shall not be entitled to reimbursement from the Company.
         The Consultant received an initial payment of 300,000 shares of free
         trading common stock during November 2002.

   (3)   The Company has signed a consulting agreement with Ad-Mini-Stra Co., a
         New York corporation. The Company engaged and retained Consultant, and
         Consultant agreed to render services and advice to the Company for a
         two (2) year period commencing June 6, 2002 and ending June 5, 2004.
         The Company shall compensate the Consultant as follows through the
         payment of an annual fee of $172,000.00 or one initial payment of
         1,100,000 shares of free trading common stock.

                                  Page 12 of 19
<PAGE>

                   ADIRONDACK PURE SPRINGS MT. WATER CO., INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)
                                November 30, 2002


NOTE 13 - STOCK OPTIONS

         Stock options issued by the Company as described in Note 2 were issued
on November 15, 1997 and expire on November 15, 2002. For the quarters ended
November 30, 2002 and 2001, the status of these options was as follows:

                                       2002                       2001
                             ------------------------   ------------------------
                             Number of   Option Price   Number of   Option Price
                               Shares     per Share       Shares     per Share
                             ---------   ------------   ---------   ------------

Options outstanding at
beginning of period           100,000        $0.20       100,000        $0.20

Options granted during
period                              0                          0

Options expired
during the period            (100,000)                         0

Options outstanding and
exercisable at end of
period                              0                    100,000        $0.20


         All of the options granted by the Company expired during the quarter
ended November 30, 2002.

                                  Page 13 of 19
<PAGE>

                   ADIRONDACK PURE SPRINGS MT. WATER CO., INC.
                          (A Development Stage Company)


Item 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS

         The following discussion and analysis should be read in conjunction
with the financial statements and accompanying notes appearing elsewhere herein.

         The accompanying financial statements have been prepared in conformity
with the accounting principles stated in the audited financial statements for
the year ended February 28, 2002 and reflect all adjustments which are, in the
opinion of management, necessary for a fair statement of the financial position
as of November 30, 2002, and the results of operations for the periods
presented. The operating results for the interim periods are not necessarily
indicative of results for the full fiscal year.

FORWARD LOOKING STATEMENTS

         When used in this Form 10QSB and in future filings by Adirondack Pure
Springs Mt. Water Co., Inc. (Adirondack) with the Securities and Exchange
Commission, the words or phrases "will likely result," "management expects," or
we expect," "will continue," is anticipated," "estimated," or we expect"," "will
continue," "is anticipated," "estimated," or similar expression or use of the
future tense, are intended to identify forward looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. Readers are
cautioned not to place undue reliance on any such forward-looking statements,
each of which speak only as of the date made. These statements are subject to
risks and uncertainties, some of which are described below and others are
described in other parts of this Form 10QSB. Actual results may differ
materially from historical earnings and those presently anticipated or
projected. We have no obligation to publicly release the result of any revisions
that may be made to any forward-looking statements to reflect anticipated events
or circumstances occurring after the date of such statements.

MARKETING

         Adirondack has its own proprietary brand, AvivA SPRINGS. Adirondack
intends to expand the sales and breadth of product type of AvivA SPRINGS through
its new relationship with the Federated Group, wherein AvivA will be introduced
into grocery distribution. Sales concentration of AvivA will continue in the
specialty retail and health club outlets in the Northeast and expand nationwide.
AvivA SPRINGS will be sold in various sizes, ranging from 16.9 ounce size
bottles to 1 gallon and specialty packs. The Company will continue its efforts
of product placement and event marketing as well as other cost effective
marketing concepts to gain exposure for AvivA SPRINGS, including the 2002
Hamptons Music Festival, a three-week classical music festival in Bridgehampton,
NY, and various fitness and bodybuilding events, including the largest

                                  Page 14 of 19
<PAGE>

                   ADIRONDACK PURE SPRINGS MT. WATER CO., INC.
                          (A Development Stage Company)
                                November 30, 2002


Item 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS (continued)

international professional bodybuilding event on the East Coast, the IFBB Night
of the Champions in 2002 and 2003. Adirondack has focused on the development and
sales of its proprietary product, Max02, an oxygenated natural water that is a
value-added water product geared towards the health and fitness enthusiast and
crosses the line to include the largest growing beverage market segment to
become a member of the second largest growing beverage segment, the alternative
beverage market. The product is expected to be sold in specialty retail, natural
food, and dietary supplement stores and chains. Max02 has been promoted and
marketed in similar fashion to AvivA SPRINGS, and has been, and continues to be,
the official waters of International Federation of Body Builder events,
including the prestigious Mr., Ms., and Fitness Olympia events, and the amateur
level National Physique Committee National Championships. We intend to continue
to pursue this venue as a promotional platform to place Max02 and AvivA SPRINGS
in the forefront of the multi-billion dollar health/fitness and supplement
industry.

         In February 2002, the Company signed a sales agreement with the
Federated Group of Arlington Heights, Illinois. The Federated Group is a
national, multi-billon dollar company specializing in sales, marketing, and
distribution in the grocery industry. The Company shall compensate Federated
through sales commissions.

         In March 2002, the Company entered into a sales agreement with
Contemporary Marketing, Inc. ("CMI") of Buffalo Grove, Illinois. The Company has
engaged CMI to provide sales services in the specialty retail and select retail
arenas. The Company shall compensate CMI through sales commissions.

AGREEMENT WITH GENERAL NUTRITION CENTERS

         Adirondack is currently addressing its relationship with General
Nutrition Centers to enhance its position as a supplier to the company of
various convenience beverages and supplements. This will include marketing and
other promotional opportunities that will be addressed in the coming months.

NEW PRODUCT

         Adirondack has begun production on behalf of Bodyonics, Ltd. on
Pinnacle AquaLean Diet & Fitness Water. The initial rollout has commenced into
the entire 4,000 store General Nutrition Centers Retail System, as well as more
than 100 Vitamin Shoppe Stores, 150 Great Earth Vitamin Stores, and numbers of
other retailers, gyms, and health clubs that are being serviced by various

                                  Page 15 of 19
<PAGE>

                   ADIRONDACK PURE SPRINGS MT. WATER CO., INC.
                          (A Development Stage Company)


Item 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS (continued)

distributors, including Tree of Life. The Company has worked with Pinnacle to
introduce two more exciting flavors of AquaLean, Tropical Passion, Cool Citrus,
and the original Berry Blast.

         The Company is currently working with several other companies in the
sports nutrition industry, nutrition and diet industry, and the pharmaceutical
industry to introduce value added beverages in the near future.

PLANT ACQUSITION

         The Company has signed a letter of intent with Aurora Beverages, a
Canadian corporation, to acquire its bottling facility in Barrie, Ontario,
Canada. The plant is to consist of five production lines in 200,000 square feet
of an existing 375,000 square foot facility that was formerly a Molson Brewery.
The five lines are being retro-fitted to accommodate a high speed cold fill line
for bottling water and enhanced water beverage, a high speed hob fill line for
bottling teas, juice and other enhanced beverages, a canning line for the
production of aseptic, low acid packaging, and two beverage pouch lines. Upon
completion, the plant will be the first beverage facility in North America
specifically designed to accommodate the production of nutritional beverages as
well as other beverages, and is to be valued at $10 million. The facilities
acquisition will allow the Company to produce various beverages for both its own
products, as well as other co-packing opportunities, and provide a significantly
valuable asset, enhancing shareholder value.

         The Company continues to pursue joint venture and merger/acquisitions
opportunities throughout North America and other markets worldwide. The purpose
of each opportunity is to expand the production capability, product type
capability, and distribution reach of the Company.

RESULTS OF OPERATIONS

         As the Company is in its development stage, there is no relevant
comparison with operations for the three months ended November 30, 2002 as
compared to the same period in 2001.

         General and administrative expenses consist primarily of office rent
and expenses, consultants' fees and accrued officer's salary.

                                  Page 16 of 19
<PAGE>

                   ADIRONDACK PURE SPRINGS MT. WATER CO., INC.
                          (A Development Stage Company)


LIQUIDITY AND CAPTIAL RESOURCES (continued)

         The Company's operations have been financed principally by loans from
shareholder and deferring payment of the officer's salary. As of November 30,
2002, the Company's working capital is $(750,839).

         Net cash used by operations for the three months ended November 30,
2002 was $20,189, which was primarily due to the accrued officer's salary and a
write down of accounts receivable. Net cash from financing activities was due as
a result of the Corporate relocation and subsequent payment of rent due to the
prior landlord utilizing the security deposit in lieu of making a rent payment.

         The Company believes that its short-term liquidity needs will continue
to be met through funds invested by management. These funds come from funds put
into the Company and the deferral of salary accrued to management. Long-term
liquidity is anticipated to be met through a stock offering. The Company is
currently in discussions with underwriters towards the goal of a stock offering.

         Management continues to hold discussions with private investor groups
to obtain working capital funds. There can be no assurance that either the stock
offering or private funds will be accomplished.

                                  Page 17 of 19
<PAGE>

                   ADIRONDACK PURE SPRINGS MT. WATER CO., INC.
                          (A Development Stage Company)


                           Part II - Other Information

Item 1 - Legal Proceedings

         The Company is not currently involved in any legal proceedings to the
best of management's knowledge.

Item 2 - Changes in Securities and Use of Proceeds

         There are none.

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

         Not applicable

Item 5 - Other Information.

         None

Item 6 - Exhibits and Reports on Form 8-K

         a)       Exhibits - Exhibit 99.1 - Certification of Chief Executive
                  Officer
         b)       Reports on Form 8-K - No reports on Form 8-K were filed during
                  the quarter

                                  Page 18 of 19
<PAGE>

                                   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.

January 21, 2003                       /s/ DAVID SACKLER
                                       -----------------------------------
                                       David Sackler
                                       PRESIDENT & CHIEF EXECUTIVE OFFICER


                                  Page 19 of 19