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

                                  FORM 10-QSB/A

(Mark One)
[x]   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934
      For the quarterly period ended September 30, 2003

[ ]   TRANSITION REPORT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
      ACT OF 1934
      For the Transition Period from _______________ TO _______________.

                                    333-44747
                            (Commission File Numbers)

                        ROSEDALE DECORATIVE PRODUCTS LTD.
             (Exact name of registrant as specified in its charter)

Ontario, Canada                                             5110
(State or other jurisdiction of                 (Primary Standard Industrial
incorporation or organization)                    Classification Code Number)


                               731 Millway Avenue
                                Concord, Ontario
                                 Canada L4K 3S8
                    (Address of principal executive offices)

                                 (905) 669-8909
              (Registrants' telephone number, including area code)

                                 Not Applicable
              (Former name, former address and former fiscal year,
                         if changed since last report)

     Indicate by check mark whether the  Registrants  (1) have filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
Registrants  were required to file such  reports),  and (2) have been subject to
such filing requirements for the past 90 days. YES [ X ] NO[ ]

     As of September 30, 2003,  2,755,214  shares of Common Stock,  no par value
per share, of Rosedale Decorative Products Ltd. were issued and outstanding.

<PAGE>

                                     PART I
                              FINANCIAL INFORMATION


Item 1.  Financial Statements


                        ROSEDALE DECORATIVE PRODUCTS LTD.

                    INTERIM CONSOLIDATED FINANCIAL STATEMENTS

                               SEPTEMBER 30, 2003

                                   (Unaudited)


<PAGE>
                        ROSEDALE DECORATIVE PRODUCTS LTD.

                    INTERIM CONSOLIDATED FINANCIAL STATEMENTS

                               SEPTEMBER 30, 2003

                                   (Unaudited)


                                TABLE OF CONTENTS
<TABLE>
<CAPTION>
<S>                                                        <C> <C>
       Interim Consolidated Balance Sheets as of September 30, 2003
         and December 31, 2002 (historical and pro-forma)                                     2 - 3

       Interim Consolidated Statements of Operations for the three months ended
         September 30, 2003 and September 30,2002                                                 4

       Interim Consolidated Statements of Operations for the nine months ended
         September 30, 2003 and September 30,2002                                                 5

       Interim Pro-forma Consolidated Statements of Operations for the nine
         months ended September 30, 2003                                                          6

       Interim Consolidated Statements of Cash Flows for the nine months ended
         September 30, 2003 and September 30, 2002                                            7 - 8

       Interim Consolidated Statements of Stockholders' Equity for the nine months
         ended September 30, 2003 and December 31, 2002                                           9

       Condensed Notes to Interim Consolidated Financial Statements                              10

</TABLE>
                                        1

<PAGE>
ROSEDALE DECORATIVE PRODUCTS LTD.
Interim Consolidated Balance Sheets
As of September 30, 2003 and December 31, 2002
(Amounts expressed in US dollars)
(Unaudited)
<TABLE>
<CAPTION>
                                                                       2003              2002             2002
                                                                                   Historical        Pro-forma
                                                                        $              $                 $

                                                        ASSETS
       CURRENT ASSETS

<S>                                                                 <C>             <C>              <C>
           Cash                                                     769,901         1,186,436        1,168,131
           Accounts receivable                                    2,688,104         3,973,605        2,053,310
           Inventory                                              3,955,757         5,886,464        3,553,392
           Prepaid expenses and sundry assets                        45,428           332,031           80,535
           Income taxes recoverable                                  31,826                -             8,597
                                                                 -----------       -----------       ----------

                                                                  7,491,016        11,378,536        6,863,965

       LOAN RECEIVABLE FROM AFFILIATED COMPANY                       82,604            41,975           41,975

       MORTGAGES RECEIVABLE                                         365,567           312,805          312,805

       PROPERTY, PLANT AND EQUIPMENT                              2,535,500         4,279,689        2,008,906
                                                                 -----------       -----------      -----------
                                                                 10,474,687        16,013,005        9,227,651
                                                                 ===========       ===========      ===========
</TABLE>
          See condensed notes to the consolidated financial statements

                                        2


<PAGE>
ROSEDALE DECORATIVE PRODUCTS LTD.
Interim Consolidated Balance Sheets
As of September 30, 2003 and December 31, 2002
(Amounts expressed in US dollars)
(Unaudited)
<TABLE>
<CAPTION>

                                                                       2003              2002             2002
                                                                                   Historical        Pro-forma
                                                                        $              $                 $

                                                      LIABILITIES
       CURRENT LIABILITIES

<S>                                                               <C>               <C>              <C>
           Bank indebtedness                                      3,182,828         4,710,636        2,428,689
           Accounts payable and accrued expenses                  2,739,515         4,575,714        2,704,739
           Income tax payable                                            -              6,682               -
           Due to stockholders and directors                             -            919,427               -
                                                                 -----------       -----------      -----------
                                                                  5,922,343        10,212,459        5,133,428
       DEFERRED INCOME TAXES                                          2,074           410,624            1,775
                                                                 -----------       -----------      -----------
                                                                  5,924,417        10,623,083        5,135,203


                                                 STOCKHOLDERS' EQUITY

       COMMON STOCK                                               5,171,627         5,029,355        5,029,355
       ADDITIONAL PAID-IN CAPITAL                                         -           142,314          142,314
       ACCCUMULATED OTHER COMPREHENSIVE
           INCOME (LOSS)                                            351,908         (459,997)        (462,704)

       RETAINED EARNINGS (DEFICIT)                                (973,265)           678,250        (616,517)
                                                                 -----------       -----------      -----------
                                                                  4,550,270         5,389,922        4,092,448
                                                                 -----------       -----------      -----------
                                                                 10,474,687        16,013,005        9,227,651
                                                                 ===========       ===========      ===========
</TABLE>
          See condensed notes to the consolidated financial statements

                                        3
<PAGE>
ROSEDALE DECORATIVE PRODUCTS LTD.
Interim Consolidated Statements of Operations
For the period ended September 30, 2003 and September 30, 2002
(Amounts expressed in US dollars)
(Unaudited)
<TABLE>
<CAPTION>
                                                                             Three-months         Three-months
                                                                                    ended                ended
                                                                            September 30,        September 30,
                                                                                     2003                 2002
                                                                                                    (restated)
                                                                                   $                   $
<S>                                                                              <C>                 <C>
       SALES                                                                     2,506,181           5,286,780

       COST OF SALES                                                             1,356,053           3,460,221
                                                                                -----------         -----------

       GROSS PROFIT                                                              1,150,128           1,826,559


       OPERATING EXPENSES

           General and administrative                                              285,622             605,699
           Selling                                                                 402,025           1,407,700
           Design studio                                                            97,332             141,458
           Book development costs                                                   54,252              31,745
           Amortization                                                            181,091             324,345
                                                                                -----------         -----------

       TOTAL OPERATING EXPENSES                                                  1,020,322           2,150,947
                                                                                -----------         -----------

       OPERATING INCOME (LOSS)                                                     129,806           (324,388)

           Interest expense                                                       (38,325)            (73,692)
           Exchange gain (loss) on foreign exchange contracts                        5,896           (200,046)
                                                                                -----------         -----------

       INCOME (LOSS) BEFORE INCOME TAXES                                            97,377           (598,126)

           Income taxes                                                                 -              221,930
                                                                                -----------         -----------

       NET INCOME (LOSS)                                                            97,377           (376,196)
                                                                                ===========         ===========

       Basic and Diluted Net Income (Loss) Per Share                                  0.04              (0.14)
                                                                                ===========         ===========

       Weighted average number of common shares
           outstanding                                                           2,755,214           2,755,514
                                                                                ===========         ===========
</TABLE>
          See condensed notes to the consolidated financial statements

                                        4
<PAGE>
ROSEDALE DECORATIVE PRODUCTS LTD.
Interim Consolidated Statements of Operations
For the period ended September 30, 2003 and September 30, 2002
(Amounts expressed in US dollars)
(Unaudited)
<TABLE>
<CAPTION>
                                                                               Nine-months         Nine-months
                                                                                     ended               ended
                                                                             September 30,       September 30,
                                                                                      2003                2002
                                                                                                    (restated)
                                                                                    $                   $

<S>                                                                             <C>                 <C>
       SALES                                                                    10,164,375          16,540,607

       COST OF SALES                                                             6,007,300          10,181,356
                                                                                -----------         -----------
       GROSS PROFIT                                                              4,157,075           6,359,251
                                                                                -----------         -----------

       OPERATING EXPENSES

           General and administrative                                            1,466,718           1,995,175
           Selling                                                               1,521,548           2,594,474
           Design studio                                                           404,724             577,925
           Book development costs (recovery)                                       157,409             (41,943)
           Amortization                                                            720,008             991,624
                                                                                -----------         -----------

       TOTAL OPERATING EXPENSES                                                  4,270,407           6,117,255
                                                                                -----------         -----------

       OPERATING INCOME (LOSS)                                                    (113,332)             241,996

              Interest expense                                                    (143,428)           (182,047)
           Exchange gain (loss) on foreign exchange contracts                       81,491             (73,941)
           Loss on sale of subsidiary                                           (1,476,246)                  -
                                                                                -----------         -----------

           LOSS BEFORE INCOME TAXES                                             (1,651,515)            (13,992)

           Income taxes                                                                  -                   -
                                                                                -----------         -----------

       NET  LOSS                                                                (1,651,515)            (13,992)
                                                                                -----------         -----------

       Basic and Diluted Net Loss Per Share                                          (0.60)              (0.01)
                                                                                ===========         ===========

       Weighted average number of common shares
           outstanding                                                           2,755,370           2,755,514
                                                                                ===========         ===========
</TABLE>
          See condensed notes to the consolidated financial statements

                                        5

<PAGE>
ROSEDALE DECORATIVE PRODUCTS LTD.
Pro-Forma Interim Consolidated Statements of Operations For the period ended
September 30, 2003 and September 30, 2003 Pro-forma (Amounts Expressed in US
Dollars) (Unaudited)
<TABLE>
<CAPTION>
                                                                Nine-months                        Nine-months
                                                                      ended                              ended
                                                              September 30,         Pro-forma    September 30,
                                                                       2003       Adjustments             2003
                                                                  Unaudited          (note 2)        Pro-forma
                                                            ---------------  ----------------   ---------------
                                                                    $                 $                $
<S>                                                             <C>               <C>                <C>
       SALES                                                    10,164,375        (2,050,522)        8,113,853
       COST OF SALES                                             6,007,300        (1,325,357)        4,681,943
                                                            ---------------  ----------------   ---------------
       GROSS PROFIT                                              4,157,075          (725,165)        3,431,910

       OPERATING EXPENSES

           General and administrative                            1,466,718          (259,526)        1,207,192
           Selling                                               1,521,548          (100,665)        1,420,883
           Design studio                                           404,724           (91,729)          312,995
           Book development costs                                  157,409                 -           157,409
           Amortization                                            720,008          (204,671)          515,337
                                                            ---------------  ----------------   ---------------
       TOTAL OPERATING EXPENSES                                  4,270,407          (656,591)        3,613,816

       OPERATING LOSS                                             (113,332)          (68,574)         (181,906)

           Interest expense                                       (143,428)           24,323          (119,105)
           Exchange gain on foreign
                exchange contracts                                  81,491                 -            81,491
           Loss on sale of subsidiary                           (1,476,246)        1,476,246                 -
                                                            ---------------  ----------------   ---------------
       LOSS  BEFORE
           INCOME TAXES                                         (1,651,515)        1,431,995          (219,520)
           Income taxes                                                  -                 -                 -
                                                           ================  ================   ===============

       NET LOSS                                                 (1,651,515)        1,431,995          (219,520)
                                                           ================  ================   ===============
           Net loss per Common
                share, basic and diluted                             (0.60)                             (0.08)
                                                           ================                     ===============
           Weighted average number
               of Common shares
               outstanding                                       2,755,370                           2,755,370
                                                           ================                     ===============
</TABLE>
          See condensed notes to the consolidated financial statements

                                        6
<PAGE>
ROSEDALE DECORATIVE PRODUCTS LTD.
Interim Consolidated Statements of Cash Flows
For the period ended September 30, 2003 and September 30, 2002
(Amounts expressed in US dollars)
(Unaudited)
<TABLE>
<CAPTION>

                                                                               Nine-months         Nine-months
                                                                                     ended               ended
                                                                             September 30,       September 30,
                                                                                      2003                2002
                                                                                                    (restated)
                                                                                    $                   $

       Cash flows from operating activities:
<S>                                                                            <C>                    <C>
           Net Loss                                                            (1,651,515)            (13,992)
                                                                               -----------         -----------

           Adjustments to reconcile net loss to net cash used in operating
                activities:

           Loss on sale of subsidiary                                           1,476,245                   -
           Amortization of property, plant and equipment                          720,008             991,624
           Exchange gain on foreign exchange contracts                            (55,816)             73,941
           Increase in accounts receivable                                       (444,762)           (712,437)
           Decrease in inventory                                                  719,622             890,884
              Decrease in prepaid expenses and sundry assets                       53,952              47,323
           Decrease in accounts payable and accrued expenses                     (942,726)           (863,331)
           Increase (decrease) in income taxes payable                            (20,567)             22,350
                                                                               -----------         -----------

                Total adjustments                                               1,505,956             450,354
                                                                               -----------         -----------

           Net cash provided by (used in) operating activities                   (145,559)            436,362
                                                                               -----------         -----------

       Cash flows from investing activities:

           Proceeds from sale of subsidiary                                       366,414                   -
           Purchase of property, plant and equipment                             (832,595)         (1,123,145)
                                                                               -----------         -----------
           Net cash used in investing activities                                 (466,181)         (1,123,145)
                                                                               -----------         -----------
</TABLE>
          See condensed notes to the consolidated financial statements

                                        7
<PAGE>
ROSEDALE DECORATIVE PRODUCTS LTD.
Interim Consolidated Statements of Cash Flows
For the period ended September 30, 2003 and September 30, 2002
(Amounts expressed in US dollars)
(Unaudited)
<TABLE>
<CAPTION>

                                                                                 Nine-months        Nine-months
                                                                                       ended              ended
                                                                               September 30,      September 30,
                                                                                        2003               2002
                                                                                                    (restated)
                                                                                      $                   $

       Cash flows from financing activities:

<S>                                                                               <C>                  <C>
            Proceeds from bank indebtedness                                       439,876              78,148
            Loans to affiliated company                                           (31,683)                  -
            Purchase of Treasury Stock                                                (42)                  -
            Repayment of loans to stockholders & directors                       (378,779)           (224,512)
                                                                               -----------         -----------

            Net cash provided by (used in) financing activities                    29,372            (146,364)
                                                                               -----------         -----------

       Effect of foreign currency exchange rate changes                           165,833              15,462
                                                                               -----------         -----------

       Net decrease in cash and cash equivalents                                 (416,535)           (817,685)
                                                                               -----------         -----------
       Cash and cash equivalents, beginning of year                             1,186,436           1,897,453
                                                                               -----------         -----------

       End of nine month period ended September 30                                769,901           1,079,768
                                                                               ===========         ===========

       Income taxes paid                                                                -                   -
                                                                               ===========         ===========
       Interest paid                                                              168,428             316,464
                                                                               ===========         ===========
</TABLE>
          See condensed notes to the consolidated financial statements

                                        8
<PAGE>
ROSEDALE DECORATIVE PRODUCTS LTD.
Interim Consolidated Statements of changes in Stockholders' Equity
For the period ended September 30, 2003 and December 31, 2002
(Amounts expressed in US dollars)
(Unaudited)
<TABLE>
<CAPTION>

                                  Common                                                                        Accumulated
                                   Stock      Common      Additional                                               Other
                                Number of     Stock        Paid-in        Retained          Comprehensive      Comprehensive
                                 Shares       Amount       Capital    Earnings(deficit)     Income (loss)       Income (loss)
                              ------------ ----------- -------------  -----------------  -------------------   --------------
                                                $             $              $                    $                   $
<S>                             <C>         <C>             <C>                <C>                                  <C>
Balance as of December 31,
  2001                          2,755,514   5,029,355       142,314            513,892                    -         (509,109)

  Foreign currency translation          -           -             -                  -               49,112           49,112

  Net income for the year               -           -             -            164,358              164,358                -
                              ------------ ----------- -------------  -----------------  -------------------   --------------
Balance as of December 31,
  2002                          2,755,514   5,029,355       142,314            678,250              213,470         (459,997)
                                                                                         ===================

Foreign currency translation            -           -             -                  -              811,905          811,905

Purchase of Treasury Stock           (300)        (42)            -                  -                    -                -

Expiration of Stock Warrants            -     142,314      (142,314)                 -                    -                -

Net loss for the
     nine-month period to
     September 30, 2003                 -           -             -         (1,651,515)          (1,651,515)               -
                              ------------ ----------- -------------  -----------------  -------------------   --------------

Balance as of September 30,
    2003                        2,755,214   5,171,627             -           (973,265)            (839,610)         351,908

</TABLE>
          See condensed notes to the consolidated financial statements

                                        9
<PAGE>
ROSEDALE DECORATIVE PRODUCTS LTD.
Condensed Notes to Consolidated Financial Statements
As of September 30, 2003
(Amounts expressed in US dollars)
(Unaudited)

1.   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

     The  accompanying  unaudited  consolidated  financial  statements have been
     prepared  in  accordance  with  the  instructions  to Form  10-Q and do not
     include all the  information and footnotes  required by generally  accepted
     accounting principles for complete financial statements.  In the opinion of
     management,   all  adjustments   (consisting  of  all  recurring  accruals)
     considered  necessary for fair presentation  have been included.  Operating
     results  for the  interim  periods are not  necessarily  indicative  of the
     results that may be expected for the year ended December 31, 2003.  Interim
     financial  statements  should  be read in  conjunction  with the  Company's
     annual audited financial statements.

     The unaudited  consolidated  financial  statements  include the accounts of
     Rosedale  Decorative  Products  Ltd.  ("the  company") and its wholly owned
     subsidiary, Ontario Paint and Wallpaper Limited ("Ontario").

     All material inter-company accounts and transactions have been eliminated.


2.   SALE OF SUBSIDIARY

     In July 2002,  the Company filed a proxy  statement with the Securities and
     Exchange  Commission  for the  approval  by  shareholders  of the sale of a
     wholly owned subsidiary, Rosedale Wallcoverings & Fabrics Inc. ("Rosedale")
     to the Chariman of the Board and Chief  Executive  Officer,  Alan Fine. The
     sale received  shareholder  approval on March 14, 2003 and was finalized on
     March 24,  2003.  Consequently,  these  consolidated  financial  statements
     include  Rosedale's  results  of  operations  up  to  March  24,  2003.  In
     accordance  with Section 210 of Regulation  S-X, a pro-forma  balance sheet
     and statement of  operations  showing the impact of this  transaction  have
     been included. In summary, the transaction is as follows:

     Selling price                                         $       856,303
     Obligation assumed by Rosedale                               (769,727)
     Forgiveness of loan                                          (207,376)
     Cost of investment                                         (1,355,445)
                                                           ----------------
     Loss on sale                                          $    (1,476,245)

3.   CONTINGENCIES

     a)   The company has guaranteed  the mortgages of 1217576  Ontario Inc. and
          1216748  Ontario  Inc.  in the  amount  of  $630,000  through  general
          security agreements ranking behind the National Bank of Canada.  These
          affiliated  companies  are rental  properties  owned by a director and
          stockholder.  As at  September  30,  2003,  the  indebtedness  of  the
          affiliated companies amounted to approximately $395,000.

     b)   The  company  has issued a  guarantee  secured  by a general  security
          agreement  for the  loan  made by the  Laurentian  Bank of  Canada  to
          1369597  Ontario  Inc.  As at period  end,  the  indebtedness  of this
          company  amounted to  $700,000.  This loan was made to  purchase  life
          insurance,  a portion of which  represents  the keyman life  insurance
          policy for which the company is beneficiency.

     c)   The  company  has  issued  standby  letters of credit in favour of the
          Laurentian  Bank of Canada in the amount of $189,000 to guarantee  the
          debt of a related party.

                                       10

<PAGE>
SPECIAL NOTE REGARDING FORWARD LOOKING STATEMENTS

This  Quarterly  Report  on Form 10-Q  contains  forward-looking  statements  as
defined   by  the   Private   Securities   Legislation   Reform   Act  of  1995.
Forward-looking  statements  include  statements  concerning plans,  objectives,
goals,  strategies,  future events or performance and underlying assumptions and
other  statements,  which are other than statements of historical  facts.  These
statements are subject to uncertainties and risks including, but not limited to,
product and  service  demand and  acceptance,  changes in  technology,  economic
conditions,  the impact of competition and pricing,  government regulation,  and
other risks defined in this  document and in statements  filed from time to time
with the Securities and Exchange Commission. All such forward looking statements
are expressly qualified by these cautionary  statements and any other cautionary
statements  that may  accompany  the  forward-looking  statements.  In addition,
Rosedale  Decorative  Products  Limited  disclaims any  obligation to update any
forward-looking  statements to reflect  events or  circumstances  after the date
thereof.

                     MANAGEMENTS DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

In July 2002,  the  Company  filed a proxy  statement  with the  Securities  and
Exchange  Commission  for the approval by  Shareholders  of the sale of a wholly
owned  subsidiary,  Rosedale  Wallcoverings  & Fabrics Inc.  ("Rosedale") to the
Chairman of the Board and Chief Executive Officer,  Alan Fine. The sale received
shareholder approval on March 14, 2003 and was finalized on March 24, 2003.

Results of Operation

Three months ended September 30, 2003 as compared to three months ended
September 30, 2002.

Revenues for the three months ended September 30, 2003 were $2,506,181,  a 52.6%
decrease over prior year revenues of $5,286,780.  This decrease  resulted mainly
from the sale of the  Rosedale  subsidiary  on March 24,  2003 and there were no
sales  reported  for the third  quarter  for this  subsidiary.  Also,  the third
quarter showed a significant  decline in wallpaper  sales for the whole industry
in North America.

Gross  profits as a percentage  of revenue for the three months ended  September
30, 2003 was 45.9%, as compared to the same period  one-year ago of 34.5%.  This
increase in gross profit  margins can be attributed to a change in the sales mix
relating to the sale of the Rosedale  subsidiary  as well as higher sales volume
from the retail store.

Selling expenses have decreased by 71.4% to $402,025 for the three-month  period
ended  September  30, 2003 as compared  to  $1,407,700  for the same period last
year. This decrease  relates to reduced expenses due to the sale of the Rosedale
subsidiary.

General and administrative expenses for the Company decreased by 52.8%, to
$285,622 for the three months period ended September 30, 2003 from $605,699 for
the three months ended September 30, 2002. Reductions were achieved due to the
sale of Rosedale plus additional cut backs made to support the  profitability of
the Company.

                                       11
<PAGE>
The  Company  develops  wallpaper  sample  books,  which  are  created  for each
collection and sold through  distributors.  The majority of expenditures for the
creation of sample books are incurred in the quarter before the  introduction of
a collection. Some expenditures are incurred as early as nine to eight months in
advance.  Revenues  generated from the sales of sample books are netted from the
costs  incurred  in the same  period  and the net  amount is shown on the income
statement.  Because  expenditures are made in the quarter before the launch of a
collection,  there is not always a matching of revenues and expenses e.g.  costs
for a January launch would be recorded in the previous year. The Company ensures
that  there  are  firm  orders  in  place  from  customers  before   significant
expenditures  are  incurred to produce  the sample  books.  Therefore,  there is
little  speculative risk in their  production.  Book  development  costs for the
three-month  period ended September 30, 2003 was $54,252  compared to revenue of
$31,745  for the same  period  last  year.  This  increase  in  expenses  can be
attributed  to the  additional  subsidy  required  to  place  our  books  in the
marketplace.  The market is very  competitive and retailers are looking for more
concessions,  especially  on  books.  As  these  sample  books  are  our  silent
salesperson,  it is imperative  that we keep our books in the marketplace and on
top of the counters.

Design  studio  expenses  for the Company  decreased by 31.2% to $97,332 for the
three months ended  September 30, 2003 versus  $141,458 for the same period last
year. This decrease  relates to reduced expenses due to the sale of the Rosedale
subsidiary.

Operating  income for the three months ended  September 30, 2003 was $129,806 as
compared to an operating  loss of $324,388 for the three months ended  September
30, 2002.  This relates to the reduction in expenses and  increased  margins for
the quarter.

Interest  expense for the Company for the three months ended  September 30, 2003
decreased to $38,325 from $73,692 for the three months ended September 30, 2002.
This  decrease in interest  expense is  attributable  to the  reduction  in debt
resulting from the sale of the Rosedale subsidiary.

The net income for the three  months  ended  September  30,  2003 was $97,377 as
compared to net loss of $376,196 for the three months ended  September 30, 2002.
The profit for the period is  attributable  to the  reduction  in  expenses  and
higher margins.

Basic and diluted income per share for the three months ended September 30, 2003
were $0.04  compared to a loss of $0.14 for the same period last year.  Earnings
per share were calculated  based on the weighted average number of common shares
as of  September  30, 2003 of  2,755,214  and  September  30, 2002 of  2,755,514
shares.

Nine months ended September 30, 2003 as compared to nine months ended September
30, 2002.

Revenues for the nine months ended September 30, 2003 were $10,164,375,  a 38.5%
decrease over prior year revenues of $16,540,607.  This decrease resulted mainly
from the sale of the

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<PAGE>
Rosedale  subsidiary on March 24, 2003 and there were no sales  reported for the
second and third quarter for this subsidiary. The wallcovering industry in North
America has experienced a significant decline in 2003.

Gross profits as a percentage of revenue for the nine months ended September 30,
2003 was 40.9%,  as  compared  to the same period  one-year  ago of 38.4%.  This
increase in gross  profit  margins can be  attributed  to higher sales volume in
retail and sales mix.

Selling expenses have decreased by 41.4% to $1,521,548 for the nine-month period
ended  September  30, 2003 as compared  to  $2,594,474  for the same period last
year. This decrease  relates to reduced expenses due to the sale of the Rosedale
subsidiary and implemented  cost reductions to improve the  profitability of the
Company.

General and  administrative  expenses  for the Company  decreased  by 26.5%,  to
$1,466,718  for the nine month period ended  September 30, 2003 from  $1,995,175
for the nine months  ended  September  30,  2002.  Once again,  reductions  were
achieved due to the sale of Rosedale.

Book  development  costs for the nine-month  period ended September 30, 2003 was
$157,409  compared to revenue of $41,943  for the same  period  last year.  This
increase in expenses can be attributed  to the  additional  subsidy  required to
place  our  catalogues  in  the  marketplace.  As  the  Ontario  division  is  a
distributor  as well as a  converter  of  wallpaper,  it is  imperative  that we
maintain  our  collections  in the  field.  The market is very  competitive  and
retailers are looking for more concessions, especially on the cost of books. The
Rosedale  division  generated  the  majority of previous  year  revenues on book
development.

Design studio expenses for the Company decreased by 30% to $404,724 for the nine
months ended  September 30, 2003 versus  $577,925 for the same period last year.
This  decrease  relates  to  reduced  expenses  due to the sale of the  Rosedale
subsidiary offset by an increase in expenses in the Ontario studio.

Operating  loss for the nine months  ended  September  30, 2003 was  $113,332 as
compared to an operating  income of $241,996 for the nine months ended September
30,  2002.  This  relates  to the  reduction  in  revenues  and  increased  book
development costs.

Interest  expense for the Company for the nine months ended  September  30, 2003
decreased to $143,428  from  $182,047 for the nine months  ended  September  30,
2002. This decrease in interest expense is attributable to the reduction in debt
resulting  from the sale of the Rosedale  subsidiary  and  increased  borrowings
required for working capital.

A loss on the sale of Rosedale  Wallcoverings & Fabrics Inc. was recorded in the
first quarter in the amount of $1,476,246.  The  transaction was approved by the
shareholders  on March 14, 2003 and  finalized on March 24, 2003. As part of the
transaction,  the Company  discharged  its liability  for Alan Fine's  severance
package in the amount of approximately  $770,000 upon his subsequent resignation
as disclosed to the shareholders in the proxy statement.

The net loss for the nine months  ended  September  30, 2003 was  $1,651,515  as
compared to $13,992 for the nine months ended  September 30, 2002. This loss for
the period is attributable to the reduction in sales and the loss on the sale of
the Rosedale subsidiary.

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<PAGE>
Basic and diluted  loss per share for the nine months ended  September  30, 2003
were $0.60 (proforma $0.08 loss per share) compared to $0.01 for the same period
last year. Loss per share were calculated  based on the weighted  average number
of common shares as of September 30, 2003 of 2,755,370 and September 30, 2002 of
2,755,514 and shares.

Liquidity and Capital Resources

The  Company had a negative  net change in cash of $416,535  for the nine months
ended  September  30,  2003,  which was  created  by the  agreement  to sell the
subsidiary. However the proceeds from the sale were $366,414.

Cash flows used in investing activities for the nine months ending September 30,
2003 were $466,181. This reflected proceeds from the sale of Rosedale as well as
planned  capital  addition  for  cylinders,   designs  and  engravings  for  new
collections. The purchase of cylinders was partially offset by the proceeds from
the sale of the subsidiary. It is the Company's intention to continue to utilize
a good portion of these funds to develop new product lines of wallpaper.

Item 3. CONTROLS AND PROCEDURES.

     (a) The  President  and the Chief  Financial  Officer of the  Company  have
evaluated the  effectiveness of the design and operation of the Company's system
of  disclosure  controls  and  procedures  (as  defined in Rules  13a-14(c)  and
15d-14(c)  under the  Exchange  Act) as of a date  within  90 days  prior to the
filing of this Form 10-QSB. As a result of that evaluation,  they have concluded
that the Company's  disclosure  controls and  procedures are effective to ensure
that  information  required to be disclosed in the  Company's  reports  filed or
submitted under the Exchange Act is recorded, processed, summarized and reported
within the time periods  specified in Securities and Exchange  Commission  rules
and forms.

     (b) There  have been no  significant  changes  in the  Company's  system of
internal controls or in other factors that could  significantly  affect internal
controls  subsequent to the date of their evaluation.  There were no discoveries
of any  significant  deficiencies  or material  weaknesses in such controls that
would require the Company to take corrective actions.

                                       14
<PAGE>
                                     PART II
                                OTHER INFORMATION

Item 1. Legal Proceedings

         None.

Item 2. Changes in Securities and Use of Proceeds

         None.

Item 3. Defaults Upon Senior Securities

         None.

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

         On March 14, 2003, the Company held its annual shareholders' meeting.
The following actions were taken:

o    The shareholders  elected Sidney Ackerman,  Alan Fine, Norman Maxwell,  Ken
     Page and Janet Hendry to serve as directors until the next annual meeting;

o    The   shareholders   approved  the  sale  of  the  Company's   wholly-owned
     subsidiary,  Rosedale  Wallcoverings  &  Fabrics  Inc.  to Alan  Fine,  the
     Company's Chief Executive Officer and Chairman of the Board; and

o    The  shareholders  ratified the Board of  Directors'  selection of Schwartz
     Levitsky Feldman as the Company's  independent auditors for the fiscal year
     ending December 31, 2002.

Item 5. Other Information

        None.

Item 6. Exhibits and Reports on Form 8-K

        (a) Exhibits

Exhibit  31.1  -   Certification   of  CEO   pursuant  to  Section  302  of  the
     Sarbanes-Oxley Act of 2002

Exhibit  31.2  -   Certification   of  CFO   pursuant  to  Section  302  of  the
     Sarbanes-Oxley Act of 2002

Exhibit  32.1  -   Certification   of  CEO   pursuant  to  Section  906  of  the
     Sarbanes-Oxley Act of 2002

Exhibit 32.2 -Certification of CFO pursuant to Section 906 of the Sarbanes-Oxley
     Act of 2002


        (b) Reports on Form 8-K

     The Company filed a Current Report on Form 8-K on September 6, 2003.

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<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.

                                               ROSEDALE DECORATIVE PRODUCTS LTD.


Date:    December 10, 2003                     By:    /s/Sidney Ackerman
                                                      ------------------
                                                      Sidney Ackerman
                                                      President

Date:    December 10, 2003                     By:    /s/Norman G. Maxwell
                                                      --------------------
                                                      Norman G. Maxwell
                                                      Chief Financial Officer

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