SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  FORM 10-Q SB
                                  ------------

          (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

                                       OR

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

               For the transition period from ____________ to _____________

                             Commission file number

                           Sunrise U.S.A. Incorporated
                           ---------------------------
             (Exact name of registrant as specified in its charter)

        State of Nevada                                          33-1041835
-------------------------------                              -------------------
(State or other jurisdiction of                                 (IRS Employer
incorporation or organization)                               Identification No.)

   3928 Bowdoin St. Des Moines,IA                                   50313
---------------------------------                                ----------
(Address of principal executive                                  (Zip Code)
           offices)

                                 (515) 288-1042
                                 --------------
               (Registrant's telephone number including area code)

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 Exchange Act of 1934 during
the  preceding 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
             -----    -----

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date.

The  number  of  shares  outstanding  of the  registrant's  common  stock  as of
September  30,  2003  is  Common  stock,  $0.01  par  value,  99,000,000  shares
authorized, 44,965,724 shares issued and outstanding



<PAGE>





                         PART I - FINANCIAL INFORMATION
                         ------------------------------

Item 1.  Financial Statements.
------------------------------

     Balance Sheets - September 30, 2003 (unaudited) and December 31, 2002.

     Statement of Operations  for the three and nine months Ended  September 30,
     2003 and 2002 (unaudited)

     Statement of Cash Flow - nine months Ended September 30, 2003 (unaudited)

     Notes to Consolidated Financial Statements


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










































                                        2
<PAGE>




<TABLE>
<CAPTION>
                              Sunrise U.S.A., Inc.
                                 BALANCE SHEETS
                                 --------------

                                                                      September 30, 2003    December 31, 2002
                                                                      ------------------    -----------------

ASSETS

<S>                                                                   <C>                   <C>
CURRENT ASSETS
   Cash                                                               $             767     $              -
                                                                      ------------------    -----------------
     Total current assets                                                           767                    -
                                                                      ------------------    -----------------
     Total assets                                                     $             767     $              -
                                                                      ==================    =================


LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
   Accounts payable                                                   $             -       $              -
   Notes payable                                                                  1,500                    -
   Notes payable - officers                                                       4,861                    -
   Accrued interest                                                                 -                      -
                                                                      ------------------    -----------------
     Total current liabilities                                                    6,361                    -

STOCKHOLDERS' EQUITY
   Preferred stock, $0.01 par value, 1,000,000 shares authorized,
   no shares issued and outstanding                                                 -                      -
   Common stock, $0.01 par value, 99,000,000 shares authorized,
   44,965,724 shares issued and outstanding                                       4,497                4,497
   Additional paid-in capital                                                   274,811              273,711
   Deficit accumulated during the development stage                            (284,902)            (278,208)
                                                                      ------------------    -----------------

                                                                                 (5,594)                   -
                                                                      ------------------    -----------------

     Total liabilities and stockholders' equity                       $             767      $             -
                                                                      ==================    =================
</TABLE>















                                        3
<PAGE>




<TABLE>
<CAPTION>
                              Sunrise U.S.A., Inc.
                             STATEMENT OF OPERATIONS
                             -----------------------




                                                  Inception             Three Months          Nine Months          Three and Nine
                                               (July 22, 1999)             ended                 ended              Months ended
                                            to September 30, 2003    September 30, 2003    September 30, 2003    September 30, 2002
                                            ---------------------    ------------------    ------------------    ------------------

<S>                                         <C>                      <C>                   <C>                   <C>
Revenues                                    $                 -      $              -      $              -      $              -

Cost of sales                                                 -                     -                     -                     -
                                            ---------------------    ------------------    ------------------    ------------------

Gross profit (loss)                                           -                     -                     -                     -

Selling, general and
administrative expenses                                   6,694                 5,960                 6,694                     -
                                            ---------------------    ------------------    ------------------    ------------------

Net income (loss) from operations                        (6,694)               (5,960)               (6,694)                    -

Other expense                                                 -                     -                     -                     -
Interest expense                                              -                     -                     -                     -
Loss on disposal of assets                                    -                     -                     -                     -
Assumption of U.S.A. Sunrise liabilities                171,750                     -                     -                     -
Impariment charge - intangible                          106,158                     -                     -                     -
                                            ---------------------    ------------------    ------------------    ------------------

Net loss                                               (284,602)               (5,960)               (6,694)                    -


Basic net loss per share                    $             (0.01)     $          (0.00)     $          (0.00)     $              -
                                            ---------------------    ------------------    ------------------    ------------------

Weighted average shares outstanding                  44,965,724            44,965,724            44,965,724            44,965,724
                                            ---------------------    ------------------    ------------------    ------------------
</TABLE>



















                                        4
<PAGE>




<TABLE>
<CAPTION>
                              Sunrise U.S.A., Inc.
                             STATEMENT OF CASH FLOWS
                             -----------------------


                                                      Inception            Nine Months           Nine Months
                                                  (July 22, 1999) to          ended                 ended
                                                  September 30, 2003    September 30, 2003    September 30, 2002
                                                  ------------------    ------------------    ------------------

<S>                                               <C>                   <C>                   <C>
CASH FLOWS FROM OPERATING ACTIVITES
Net loss                                          $       (284,602)     $         (6,694)     $              -
Adjustments to reconcile net loss to
net cash flows from operating activities:
Stock issued for service                                         -                     -                     -
Stock issued for assumption of U.S.A.
Sunrise liabilities                                        171,750                     -                     -
Services provided at no charge to the Company                    -
Impairment charge - intangibles                            106,158                     -                     -
Change in accounts payable                                       -                     -                     -
Change in other current liabilities                              -                     -                     -
Rent provided at no charge                                   1,200                   900                     -
                                                  ------------------    ------------------    ------------------

    Net cash flows from operating activities                (5,494)               (5,794)                    -
                                                  ------------------    ------------------    ------------------

CASH FLOWS FROM INVESTING ACTIVITIES

    Net cash flows from investing activities
                                                  ------------------    ------------------    ------------------

CASH FLOWS FROM FINANCING ACTIVITIES
        Common stock                                             -                     -                     -
        Notes payable - officer                              4,861                 4,861                     -
        Notes payable                                        1,500                 1,500                     -
        Capital contribution                                   500                   500                     -
                                                  ------------------    ------------------    ------------------

   Net cash flows from financing activities                  6,561                 6,561                     -
                                                  ------------------    ------------------    ------------------

CASH, BEGINNING OF PERIOD                                        -                     -                     -
                                                  ------------------    ------------------    ------------------

CASH, END OF PERIOD                               $            767      $            767      $              -
                                                  ------------------    ------------------    ------------------
</TABLE>













                                        5
<PAGE>




                              Sunrise U.S.A., Inc.
                      NOTES TO INTERIM FINANCIAL STATEMENTS
                      -------------------------------------



1.   BASIS OF PRESENTATION
--------------------------

In the opinion of management,  the accompanying unaudited consolidated financial
statements  contain all  adjustments  necessary to present  fairly the financial
position of Sunrise U.S.A.  Inc. (the  Registrant) as of September 30, 2003, and
the  results of  operations  and cash flows for the periods  presented.  Certain
information and footnotes  disclosures normally included in financial statements
prepared in accordance with generally accepted  accounting  principles have been
condensed or omitted pursuant to the Securities and Exchange  Commission's rules
and  regulations.  The results of operations  for the periods  presented are not
necessarily  indicative  of the  results  to be  expected  for  the  full  year.
Management  believes  the  disclosures  made are  adequate  to  ensure  that the
information  is  not  misleading.   The  accompanying   consolidated   financial
statements  and related  notes  should be read in  conjunction  with the audited
financial  statements in Form 10-KSB of the Registrant,  and notes thereto,  for
the year ended December 31, 2002.









































                                        6
<PAGE>





                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                  ---------------------------------------------

As of September 30, 2003,  Registrant  had cash of $767.00.  Cash resources have
been  generated by advanced  loans to the Company  froman officer of the Company
and have been used primarily to fund operating expenses. Registrant is not aware
of any additionalsources of liquidity.

The Company is a development stage company with no present business  operations.
The principal assets of the company include the right to, manufacture and market
a South  American  formulated  papaya soft drink known as "Papaya  Sunrise"  and
certain rights to establish a spring water bottling facility.

On March 31,  2003,  the Company and Paul Miller Sr.  Trust (the Trust)  entered
into a letter of intent (the "Letter of Intent")  setting  forth the basic terms
for  establishing  a bottling  facility  and for the purchase of spring water in
bulk to be located in Spearfish, South Dakota. The Letter of Intent requires the
Company,  among other things,  to attain a working capital  position of $250,000
prior to the entering into definitive operating agreements.  The Companys Letter
of Intent provides for the use of a manufacturing facility for the production of
bottled  water.  Spearfish is located in the Black Hills of South Dakota and the
Companys  facility  next to a spring  based  water  source.  This  water will be
marketed  under the names of Dakota  Springs  and  Rushmore  Springs,  under the
slogan "Water of Presidents".

The Company  was  incorporated  in the State of Nevada.  In August  2002,  U.S.A
Sunrise  Beverages,  Inc.,  the parent  company  transferred  to the Company all
contracts rights title and interest to all intellectual property and any and all
formulas and technology for manufacturing, production and distribution for water
and or soft drinks owned by U.S.A Sunrise Beverages, Inc.

The Companys beverage products may include,  among other things,  production and
sale  of  bottled  fruit  juice  and/or  spring  water  products.  Prior  to the
assignment of the Beverage Assets to the Company,  the Parent engaged in limited
test marketing  activities of Papaya Sunrise. In 1991, the Parent produced blind
samples for distributors and bottlers located in the mid-west United States.

During  the period  July 1991 to October  1993,  the  Parent  produced  and sold
approximately  82,000 cases of Papaya Sunrise.  The Parent ceased production due
to a shortage of working capital.


















                                        7
<PAGE>




                           FORWARD LOOKING INFORMATION
                           ---------------------------

Certain  statements  included or  incorporated  by reference in this Form 10-QSB
constitute "Forward Looking Statements" within the meaning of section 27A of the
securities Act of 1933, as amended (The  "Securities  Act"),  and Section 2IE of
the Exchange  Act.  Such  forward-looking  statements  involve known and unknown
risks,  uncertainties  and other  factors  which may cause our  actual  results,
levels of activity,  performance  or  achievements  expressed or implied by such
forward looking statements. In addition forward looking statements generally can
be identified by the use of forward looking  terminology such as "may",  "will",
"expect", "intend",  "anticipate",  "estimate",  "believe", or "continue" or the
negative  thereof or  variations  thereon or similar  terminology.  Although the
Company  believes that the  expectations  reflected in the  forward-looking  are
reasonable,  we can not give assurance that such expectations will prove to have
been  correct.  Important  factors  that could  cause  actual  results to differ
materially from the Company's expectations are disclosed in our Form 10-SB filed
on August 19, 2003.











































                                        8
<PAGE>





                           PART II - OTHER INFORMATION
                           ---------------------------

Item 1.  Legal Proceedings
--------------------------

To the best of its  knowledge,  Registrant  is not party  to,  nor is any of its
property the subject of, any pending material legal proceedings.


Item 2.  Changes in Securities
------------------------------

None


Item 3.  Defaults Upon Senior Securities
----------------------------------------

None


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

None


Item 5.  Other Information
--------------------------

None


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

Exhibits
--------

31.1      Officer's Certificate Pursuant to Section 302

32.1      Certification of Chief Executive Officer and President of the Company,
          pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906
          of the Sarbanes-Oxley Act of 2002.

Reports on Form 8-K
-------------------

None








                                        9
<PAGE>






                                   SIGNATURES
                                   ----------

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

                                        Sunrise U.S.A Incorporated
                                        --------------------------
                                        (Registrant)



Date: March 22, 2004                    /s/ Omar Barrientos
                                        --------------------------------------
                                        Omar Barrientos,
                                        President, Chief Executive Officer and
                                        Treasurer









































                                       10