UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                   FORM 10-QSB

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

                     For the Quarter ended January 31, 2003

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

            For the transition period _____________ to _____________

                        Commission file number 000-29313

                       Asphalt Paving International, Inc.
              (Exact name of Small Business Company in its charter)


         FLORIDA                                              59-3556733
(State or other jurisdiction of                             (IRS Employer
 incorporation or organization)                           Identification No.)

                              11800 28th Street N.
                               St. Petersburg, Fl
                    (Address of principal executive offices)

Registrant's Telephone number, including area code:(727) 592-0146

Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities and Exchange Act of 1934
during the preceding twelve months (or such shorter period that the Registrant
was required to file such reports), and (2) has been subject to file such filing
requirements for the past thirty days.
Yes [ X ]                 No [   ]

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the close of the period covered by this report: 27,725,469
Shares of Common Stock ($.001 par value)

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

                       Asphalt Paving International, Inc.

PART  I:         Financial Information

     ITEM  1  -  Financial statements

     ITEM  2  -  Management's' discussion and analysis of
                       financial condition and results of operations

PART  II:        Other Information

                                       2
<PAGE>
                         PART I -- Financial Information

Item 1. Financial Statements

                       ASPHALT PAVING INTERNATIONAL, INC.
                          (A Development Stage Company)
                                  Balance Sheet
                                   (Unaudited)



                                     ASSETS
                                     ------

                                                                     January 31,
Current assets:                                                         2003
                                                                    -----------

      Total current assets                                          $     --
                                                                    --------
Total assets                                                        $     --
                                                                    ========
                              STOCKHOLDERS' EQUITY
                              --------------------
Current liabilities:

 Accounts payable                                                   $  1,050
                                                                    --------
      Total current liabilities                                        1,050


Stockholders' equity:
 Common stock, $.001 par value,
  50,000,000 shares authorized, 27,725,469 shares
  issued and outstanding                                              27,726
 Additional paid in capital                                           36,785
 Treasury stock, at cost                                             (23,037)
 (Deficit) accumulated during
  development stage                                                  (42,524)
                                                                    --------
                                                                      (1,050)
                                                                    --------
                                                                    $     --
                                                                    ========


                 See accompanying notes to financial statements.


                                       3
<PAGE>


                       ASPHALT PAVING INTERNATIONAL, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                            STATEMENTS OF OPERATIONS
           THREE MONTHS AND SIX MONTHS ENDED JANUARY 31, 2003 AND 2002
        AND PERIOD FROM INCEPTION (JANUARY 14, 1998) TO JANUARY 31, 2003
                                   (UNAUDITED)
<TABLE>
<CAPTION>

                                              THREE MONTHS     THREE MONTHS      SIX MONTHS      SIX MONTHS        INCEPTION
                                                  Ended            Ended            Ended          Ended               to
                                                January 31,      January 31,      January 31,    January 31,       January 31,
                                                   2003             2002             2003            2002             2003
                                               (Unaudited)      (Unaudited)      (Unaudited)      (Unaudited)      (Unaudited)
                                               -----------      -----------      -----------      -----------      -----------
<S>                                            <C>              <C>              <C>              <C>              <C>
 OPERATING EXPENSES                            $       500      $       500      $     1,900      $     1,900      $    42,524
                                               -----------      -----------      -----------      -----------      -----------
(Loss from operations) and net (loss)          $      (500)     $      (500)     $    (1,900)     $    (1,900)     $   (42,524)
                                               ===========      ===========      ===========      ===========      ===========


PER SHARE INFORMATION:
 BASIC AND DILUTED (LOSS) PER COMMON SHARE     $     (0.00)     $     (0.00)     $     (0.00)     $     (0.00)     $     (0.01)
                                               ===========      ===========      ===========      ===========      ===========
 Weighted average shares outstanding             4,233,600        4,233,600        4,233,600        4,233,600        4,204,098
                                               ===========      ===========      ===========      ===========      ===========
</TABLE>



                 See accompanying notes to financial statements.

                                       4
<PAGE>

                       ASPHALT PAVING INTERNATIONAL, INC.
                          (A Development Stage Company)
                            Statements of Cash Flows
                                Six Months Ended
                          January 31, 2003 and 2002 AND
                         PERIOD FROM INCEPTION (JANUARY
                          14, 1998) TO JANUARY 31, 2003
                                   (UNAUDITED)
<TABLE>
<CAPTION>

                                                                            Period From
                                                  Three Months Ended        Inception To
                                                January 31,    January 31,   January 31,
                                                   2003          2002           2003
                                                 --------      --------      --------

<S>                                              <C>           <C>           <C>
NET INCOME (LOSS)                                $ (1,900)     $ (1,900)     $(42,524)
  Adjustments to reconcile net income to net
   cash provided by operating activities:
   Services provided as capital contribution        1,900            --        17,164
   Common stock issued for services                   450
   Increase (decrease) in due to affiliate             --           140            --
   Increase (decrease) in accounts payable             --         1,600         1,050
                                                 --------      --------      --------
  Total adjustments                                 1,900         1,740        18,664
                                                 --------      --------      --------
  Net cash provided by (used in)
   operating activities                                --          (160)      (23,860)

Cash provided by financing activities:
  Sale of common stock for cash                        --            --        23,860
                                                 --------      --------      --------
Net cash provided by financing activities              --            --        23,860
                                                 --------      --------      --------
Increase (decrease) in cash                            --          (160)           --
Cash and cash equivalents,
 beginning of period                                   --           160            --
Cash and cash equivalents,                             --            --            --
 end of period                                   $     --      $     --      $     --
                                                 ========      ========      ========
</TABLE>



                 See accompanying notes to financial statements.


                                       5
<PAGE>


Asphalt Paving International, Inc.
Notes to Financial Statements

Basis of presentation

The accompanying unaudited financial statements have been prepared in accordance
with generally accepted accounting principles for interim financial information
and with the instructions incorporated in Regulation 10-SB of the Securities and
Exchange Commission. Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements. In the opinion of management, all adjustments (consisting
of normal recurring adjustments and accruals) considered necessary for a fair
presentation have been included.

The results of operations for the periods presented are not necessarily
indicative of the results to be expected for the full year. The accompanying
financial statements should be read in conjunction with the Company's financial
statements for the year ended July 31, 2002.

Basic loss per share was computed using the weighted average number of common
shares outstanding.

During the six months ended January 31, 2003, an officer of the Company
contributed an aggregate of $300 to the Company for management services.
Additionally, the officer paid an aggregate of $1,600 of expenses in behalf of
the Company. These amounts have been accounted for as contributions of capital
to the Company.


                                       6

<PAGE>


                          PART II -- OTHER INFORMATION

Item 1. Legal Proceedings.

     There are no pending legal proceedings, and the Company is not aware of any
threatened legal proceedings, to which the Company is a party or to which its
property's subject.

Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations.

         We were organized under the laws of the State of Florida to engage in
any lawful business. Our initial purpose was to design and manufacture of
asphalt related equipment. We also had planned to compete in the asphalt paving
business and to seek the acquisition of a paving and construction company. Our
Management has unlimited discretion in determining the business activities in
which the we may become engaged.

         We have generated no revenues from our operations and have been
development stage company since inception. Since we have not generated revenues
and have never been in a profitable position, we operate with minimal overhead.

         The Company had no operations for the quarter ended January 31, 2003.

Liquidity and Capital Resources.

         On January 31, 2003, we had no material cash or other assets with which
to conduct operations. There can be no assurance that we will be able to
complete our business plan and to exploit fully any business opportunity that
management may be able to locate on our behalf. Company. Management believes
that we have has inadequate working capital to pursue any operations at this
time, and as such we intend to seek additional financing through loans, the sale
and issuance of additional debt and/or equity securities, or other financing
arrangements. We do not intend to pay dividends in the foreseeable future. As of
the end of the reporting period, we had not material change in cash or cash
equivalents. There was no significant change in working capital during this
quarter.

         We remain in the development stage and, since inception, has
experienced no significant change in liquidity or capital resources or
stockholder's equity.

Results of Operations.

         We have never had revenues from operations. The losses accumulated
since inception were incurred for formation and reinstatement costs of the
Company and operating expenses since formation. We do not expect costs of this
nature, with the exception of the minimal operating expenses, to continue in the
future, but there can be no assurance that similar expenses will not be
incurred.

         In the next twelve months, we plan to seek out business opportunity
candidates. To date, we have not undertaken any efforts to locate business
opportunity candidates. We believe that this plan of operations can be conducted
through the efforts of current management and will not require any additional
funds. We anticipate that business opportunities will be available to us through
the contacts of Joseph Camillo. We anticipate that the investigation of specific
business opportunities and the negotiation, drafting and execution of relevant
agreements, and other instruments will be done by Joseph Camillo or under his
direction. We plan to investigate, to the extent believed reasonable by us, such
potential business opportunities. Due to our limited experience in business
analysis, we may not discover or adequately evaluate adverse facts about a
potential business opportunity.

         Inasmuch as we will have no funds available to us in our search for
business opportunities, we will not be able to expend significant funds on a
complete and exhaustive investigation of potential business opportunities. We
anticipate that we will incur nominal expenses in the implementation of our
business plan described herein. Because we have no capital with which to pay

                                       7
<PAGE>

these expenses, our present management has paid all charges to date with his
personal funds as interest free loans to us. These loans are without repayment
terms and are non-interest bearing demand promissory notes. However, the only
opportunity we will have for repayment of these loans will be from consummation
of a business opportunity. The repayment of any loans made to us Company will
not impede, or be made conditional in any manner to, consummation of a business
opportunity.

         Our present management has no future obligation to provide future loans
to us. The failure of our management to provide loans in the future could
prevent our plan to seek out business opportunities.

         We have no particular business opportunity in mind and have not entered
into any negotiations regarding any business opportunity. None of our
management, affiliates or any promoters have engaged in any preliminary contact
or discussions with any representative of any other company regarding the
possibility of a business opportunity between us and such other company as of
January 31, 2003. We will not restrict our search to any specific business,
industry, or geographical location, and we may participate in a business
opportunity of virtually any kind or nature. This discussion of the proposed
business is purposefully general and is not meant to be restrictive of our
virtually unlimited discretion to search for and enter into potential business
opportunities. We anticipate that we will be able to participate in only one
potential business opportunity because we have no assets and limited financial
resources.

         To date, we have not developed any criteria for the selection of
business opportunities, and we may not develop such criteria in the future. We
will seek to expand through consummation of a business opportunity which is not
currently identified and which entails risks that you will not have a basis to
evaluate. We may seek to expand our operations by acquiring companies in
businesses that we believe will complement or enhance our business. We cannot
assure you that we will be able to ultimately effect any business opportunity,
successfully integrate any business into our operations or otherwise
successfully develop our operations. We have not established any minimum
criteria for any business opportunity, and our management may have complete
discretion in determining the terms of any business opportunity. Consequently,
there is no basis for you to evaluate the specific merits or risks of any
potential business opportunity that we may undertake.

         In the future, we do not plan to develop criteria for the selection of
potential business opportunities. As such, we anticipate that Joseph Camillo,
our President and sole Director will investigate, to the extent believed
necessary by him, the business opportunity.

         Due to general economic conditions, rapid technological advances being
made in some industries and shortages of available capital, we believe that
there are numerous firms seeking the perceived benefits of a fully reporting
public company. Such perceived benefits may include facilitating or improving
the terms on which additional equity financing may be sought, providing
liquidity for incentive stock options or similar benefits to key employees,
providing liquidity (subject to restrictions of applicable statutes) for all
shareholders and other factors.

         Potentially, available business opportunities may arise in many
different industries and at various stages of development, all of which make the
task of comparative investigation and analysis of such business opportunities
extremely difficult and complex. We do not and will not have capital to provide
the owners of business opportunities with any significant cash or other assets.
However, we believe that we can offer owners of business opportunity candidates
the chance to acquire a controlling ownership interest in a publicly-held,
registered company without incurring the cost and time required to become a
fully reporting company or to conduct an initial public offering. The owners of
the business opportunities will, however, incur significant legal and accounting
costs in connection with acquisition of a business opportunity, including the
costs of preparing Form 8-Ks, 10-Ks or 10-KSBs, agreements and related reports
and documents. The Exchange Act specifically requires that any business
opportunity candidate comply with all applicable reporting requirements, which
include providing audited financial statements to be included within the
numerous filings required to comply with the Exchange Act. Nevertheless, we have
not conducted market research and are not aware of statistical data, which would
support the perceived benefits for the owners of a business opportunity.

                                       8
<PAGE>

         We believe that there is a demand by non-public corporations for shell
corporations that are publicly-held registered companies. We believe that demand
for shells has increased dramatically since the Securities and Exchange
Commission imposed burdensome requirements on "blank check" companies pursuant
to Regulation419 of the Securities Act of 1933 (the "Act"). We believe that the
foregoing regulation has substantially decreased, the number of "blank check"
offerings filed with the Commission and, as a result, has stimulated an
increased demand for shell corporations. We have made the foregoing assumption,
but there is no assurance that the same is accurate or correct and accordingly,
no assurance can be made that we will be successful in locating a business
opportunity.

         Prior to making a decision regarding a business opportunity, we plan to
request that we be provided with written materials regarding the business
opportunity containing such items as a description of products, services and
company history; management resumes; financial information; available
projections with related assumptions upon which they are based; evidence of
existing patents, trademarks or service marks or rights thereto; present and
proposed forms of compensation to management; a description of transactions
between the prospective entity and its affiliates during relevant periods; a
description of present and required facilities; an analysis of risk and
competitive conditions; and other information deemed relevant.

         Upon the consummation of a business opportunity, we anticipate that our
present management and shareholders will no longer be in control of the Company.
In addition, our Director may, as part of the terms of the acquisition
transaction, sell his stock in the Company or resign and be replaced by new
directors without a vote of our shareholders. We do not plan to raise any
capital at the present time, by private placement, public offerings, pursuant to
Regulation S promulgated under the Act, as amended, or by any means whatsoever.
Further, there are no plans, proposals, arrangements or understandings with
respect to the sale or issuance of additional securities prior to the location
of a business opportunity.

         We anticipate that any securities issued as a result of our
consummation of business opportunity will be issued in reliance upon an
exemption from registration under applicable federal and state securities laws.
In some circumstances, however, as a negotiated element of our transaction, we
may agree to register all or a part of such securities immediately after the
business opportunity is consummated or at specified times thereafter. If such
registration occurs, of which there can be no assurance, it will be undertaken
by the surviving entity after we have successfully consummated a business
opportunity and we are no longer considered a "shell" company. Until such time
as this occurs, we will not attempt to register any additional securities. The
issuance of substantial additional securities and their potential sale into any
trading market which may develop in our securities may have a depressive effect
on the value of our securities in the future, if such a market develops, of
which there is no assurance. The completion of any business opportunity may
result in a significant issuance of shares and substantial dilution to our
present stockholders.

Item 3. Defaults Upon Senior Securities.

     (Not applicable)

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

     (Not applicable)

Item 5. Other Information.

     (Not applicable)

                                       9

<PAGE>

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

     (a) Exhibits

     No exhibits as set forth in Regulation SB, are considered necessary for
this filing.

     (b) Reports on Form 8-K

    None

                                       10
<PAGE>
                                   SIGNATURES



         Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, Asphalt Paving International, Inc. has duly caused this
report to be signed on its behalf by the undersigned, thereunto duly authorized.


                                 Asphalt Paving International, Inc.


Date: March 12, 2003             By: /s/ Joseph Camillo
                                 -------------------------------------
                                 Joseph Camillo
                                 President, Chief Executive Officer,
                                 Chief Financial Officer, and
                                 Principal Accounting Officer



                                       11



<PAGE>

                                 Certifications

I, Joseph Camillo, certify that:

         1. I have reviewed this quarterly report on Form 10-QSB of Asphalt
Paving International, Inc.;

         2. Based on my knowledge, this quarterly 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
quarterly report;

         3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition, results of operations and cash flows of
Asphalt Paving International, Inc., as of, and for, the periods presented in
this quarterly report.

Date: March 12, 2003


/s/ Joseph Camillo
President, Chief Executive Officer, Chief Financial Officer, and
Principal Accounting Officer

                                       12
<PAGE>

                            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 Asphalt Paving International, Inc.
("the Company") on Form 10-QSB for the period ended January 31, 2003 as filed
with the Securities and Exchange Commission on the date hereof ("the Report"),
I, Joseph Camillo, Chief Financial Officer, Principal Accounting Officer, Chief
Executive Officer and President, certify, pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to my
knowledge:

(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 result of operations of the Company.

Dated: March 12, 2003


/s/Joseph Camillo
President, Chief Executive Officer, Chief Financial Officer, and
Principal Accounting Officer

                                       13