U.S. Securities and Exchange Commission
Washington, D. C.  20549

FORM 10-QSB/A
This form has been amended to include the required
certifications, additional disclosure regarding
the resignation of our former accountant and the
engagement of our new accountant, the subsequently
filed Forms 8-K and 8-K/A, and our former
accountant's letter covering the additional
disclosures.

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

[   ] TRANSITION REPORT UNDER SECTION
 13 OR 15(d) OF THE EXCHANGE ACT
       For the transition period from _______to ________

Commission file number    0-2054

TSI, INC.
(Exact name of small business issuer as specified in
its charter)
Montana
81-0267738
(State or other jurisdiction of)
(IRS Employer Identification No.)
incorporation or organization)

128 Second Street South, Great Falls,
Montana   59405
(Address of principal executive offices)

(406) 727-2600
(Issuer's telephone number)

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

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

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

Check whether the registrant filed all documents and
reports required to be filed by Section 12, 13 or
15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by  a court.
			Yes   No

APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of
the issuer's classes of common equity, as of the
latest practicable date:

 Class
 Outstanding at September 30, 2003
$.05 Par Value Common Stock
 10,464,905 Shares


Transitional Small Business
Disclosure Format (Check One): Yes; NoX


TSI, INC.


INDEX


SEPTEMBER 30, 2003



Page Number
PART I

Condensed Consolidated Financial Statements:

  Balance Sheet
    September 30, 2003				   2

  Statements of Income and
 Comprehensive Income -
    Three Months and Nine
Months Ended
    September 30, 2003 and 2002			   3

  Statements of Cash Flows -
    Nine Months Ended
September 30, 2003 and 2002			    4

  Notes to Consolidated
Financial Statements   				    5

Management's Discussion
and Analysis of the
    Statements of Income  			    6


PART II

  Other Information   				    7

  Signatures   					    8

  Certifications				 9-13

  Letter from former accountant
  regarding additonal disclosures		   14
1


TSI, INC.
CONSOLIDATED BALANCE SHEET
AS OF SEPTEMBER 30, 2003

ASSETS

Current Assets
   Cash						$	23,046,619
   Marketable Securities, at Fair Value		 	1,860,600
   Receivables, Net				     	1,500
   Deferred Taxes, Current			   	148,012
   Prepaid Expenses				     	6,737

      Total Current Assets				25,063,468

Other Assets

   Noncurrent Investments, at Fair Value 	   	861,243
   Other Assets					     	2,755
Property, Plant and Equipment, Net		   	665,788

Total Assets					$	26,593,254


LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities
   Accounts Payable and Accrued Liabilities	$	   213,816
   Income Taxes Payable					   121,935
   Due To Parent Company				   470,838
   Deferred Income Taxes				     3,803

       Total Current Liabilities			   810,392

Provision for Estimated Title and Escrow Losses		   792,727
Minority Interests 					   394,325
Deferred Income Taxes				   	   240,344
Excess of Fair Value of Net
    Assets Acquired Over Cost				     9,590
         Total Liabilities				 2,247,378
Stockholders' Equity
   Common Stock, $.05 Par Value,
     30,000,000 shares authorized,
     10,483,142 shares issued				   524,157
   Additional Paid-In Capital				22,165,957
   Retained Earnings					 1,248,445
   Accumulated Other Comprehensive Income		   437,951
   Treasury Stock, at cost				  (30,634)
               Total Stockholders' Equity		24,345,876

Total Liabilities and Stockholders' Equity	$	26,593,254


See Notes to Consolidated Financial Statements.

2


TSI, INC.

CONSOLIDATED STATEMENTS OF INCOME and COMPREHENSIVE INCOME



			For The Three Months		For The Nine Months
				Ended				Ended
			    September 30,		     September 30,
			   2003		2002		2003		2002

Operating Revenues	$742,451 	$601,918 	$2,188,093 	$1,712,953

Operating Expenses

  Salaries and
     Payroll Costs	 324,714 	358,184		   947,806         712,647

  Depreciation		 19,024 	 19,746 	    55,837          53,747
  Administration	 33,000 	 33,000 	    99,000 	    99,000


  Other Expenses	212,344 	187,231 	   635,422 	   501,423

  Total Expenses	589,082		598,161          1,738,065       1,366,817

			153,369 	  3,757 	   450,028         346,136

Amortization of
   Deferred Credit	  2,055 	  2,055 	     6,165           6,165

Minority Portion
   Of (Income) Loss	  (431)		    901 	   (2,569)	   (2,874)

			154,993 	  6,713            453,624         349,427

Income Tax Expense     (27,116)		 15,700           (74,171)        (87,900)

Net Income		127,877 	 22,413            379,453         261,527

Other Comprehensive Income (Loss)
  Increase (Decrease) in
  Unrealized Holding Gains,
  Net of Income Taxes	111,072        (149,207)	   271,628       (112,147)

Comprehensive
 Income (Loss)	$	238,949	$	(126,794)	$  651,081 	$  149,380










See Notes to Consolidated Financial Statements.

3


TSI, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS


						For The Nine Months
							Ended
						    September 30,
						2003			2002
CASH FLOWS FROM OPERATING ACTIVITIES

Net Cash From Operations		$	429,415	        $      719,397
   Income Taxes Paid				(3,650) 	     (147,150)


Net Cash From Operating Activities	$	425,765 	$	572,247


CASH FLOWS FROM INVESTING ACTIVITIES

  Cash Received on Sales and Redemptions
    of Property, Plant and Equipment		 10,250		-

  Capital Expenditures Paid in Cash		(46,025)	       (42,733)

  Cash Used For Purchases of Marketable
    Securities Available For Sale	     (1,053,645)	      (361,962)

  Cash Received on Dispositions of Marketable
    Securities Available For Sale		 118,893 	      1,050,336




Net Cash Provided By
   Investing Activities				(970,527)		645,641

CASH FLOWS FROM FINANCING ACTIVITIES

  Cash Advances From (To) Parent Company	 264,074 	      (195,859)

   Cash Purchases of Treasury Stock		 (9,842)	        (6,198)

Net Cash Provided By
   Financing Activities				254,232		      (202,057)

NET INCREASE IN CASH			      (290,530)		      1,015,831

CASH - BEGINNING OF PERIOD		     23,337,149 	     22,140,919

CASH - END OF PERIOD			$    23,046,619 	$    23,156,750




See Notes to Consolidated Financial Statements.



4

TSI, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

September 30, 2003


In the opinion of management, all adjustments necessary
(consisting of only normal recurring accruals)have been
made to the unaudited financial statements to present
fairly the financial position as of September 30, 2003
and the results of the Company's operations for the
three months and nine months ended September 30, 2003
and 2002 and cash flows for the nine months ended
September 30, 2003 and 2002.

The results of operations for the three months and nine
months ended September 30, 2003 are not indicative of
the results to be expected for the full year.

The consolidated financial statements include the
accounts of the Company, its wholly owned subsidiaries
and its majority owned subsidiaries. All significant
intercompany transactions and balances have been
eliminated in consolidation.

M Corp owns approximately 92% of the Company's
issued and outstanding common stock.

The Company adopted the provisions of Statement of
Financial Accounting Standards No. 115, Accounting
for Certain Investments in Debt and Equity
Securities (SFAS No. 115) effective January 1, 1994.
In accordance with SFAS No. 115 the Company's
portfolios, current and noncurrent, are carried at
fair value in the Company's balance sheet at September
30, 2003. The net unrealized holding gain at September
30, 2003, net of the estimated income tax effects and
minority interests in the unrealized holding gains,
is included in Accumulated Other Comprehensive Income
at September 30, 2003 in accordance with the
provisions of Financial Accounting Standards No. 130.

Sales to outside concerns, interest revenues and
segment operating profit for the Company's reportable
segments were as follows for the period ended
September 30, 2003:

	 				COMPARISON           OF

				Sales To			Segment
				Outside		Interest	Operating
				Concerns	Revenues	Profit

Financial Holding Company       $  2,235	$ 15,483	$ (44,388)
Title Insurance Operations	 604,959          11,550	  227,979
Rental Properties		 107,612	     612	  (30,222)

Consolidated			$714,806	$ 27,645	$ 153,369


5

TSI, INC.

MANAGEMENT'S DISCUSSION AND ANALYSIS
OF THE INCOME STATEMENT

SEPTEMBER 30, 2003


A summary of the period to period changes in items included in the
statements of income is shown below.
                                         COMPARISON OF
		            THREE MONTHS		NINE MONTHS
		            	ENDED	       	          ENDED
	                     SEPTEMBER 30, 		SEPTEMBER 30,
                       	     2003 AND 2002             2003 AND 2002
                                 INCREASES             (DECREASES)

Revenues               $ 140,534      23.3%	$   475,141    27.7%

Expenses		 (9,078)     (1.5%)         371,249    27.2%

Net Income                105,464    470.8%	    117,926    45.1%


Revenues increased $475,141 for the first nine months of 2003
($140,534 in the third quarter of 2003) as compared to this time
frame in 2002.  This increase is primarily due to an increase in
title income of $561,477 (46.9%).  Other factors for the change
in revenues include: an increase in rent of $18,932 (6.7%), a
decrease in interest and dividend revenue of $84,927 (37%), and
a decrease of 536.5% on security sales gains.  Operating expenses
increased $103,892 (30%) in the first nine months of 2003 compared
to this time frame in 2002.  This is due to the decrease in
depreciation of $2,090 (3.9%), and an increase in other expenses of
$133,999 (26.7%), and an increase in payroll costs of $235,159 (33%).
The provision for income tax expense decreased by $13,729 (15.6%) in
the first nine months of 2003 (an increase of $42,816 in the third
quarter of 2003) as compared to this time frame in 2002.




6




TSI, INC.

PART II

OTHER INFORMATION


SEPTEMBER 30, 2003





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

		None

ITEM 5	OTHER INFORMATION

None

ITEM 6	EXHIBITS AND REPORTS ON FORM 8-K

Dwyer and Company, CPA, PC, the Company's
independent auditor, resigned on October 20, 2003.
TSI, Inc., (the "Company"), accepted the resignation
of Dwyer & Company, CPA, PC as the Company's
independent accountant, on October 20, 2003, when
the review for the quarter ended September 30,
2003 was completed.

During the years ended December 31, 2002 and
December 31, 2001 and through the resignation
date, October 21, 2003, there have been no
disagreements with Dwyer & Company, CPA, PC on
any matter of accounting principles or practices,
financial statement disclosure or auditing scope
or procedure.  A letter from Dwyer & Company, CPA,
PC is on page 14 of this 10-QSB/A.

On February 23, 2004, the Company engaged the
accounting firm of Anderson ZurMuehlen & Co.,
C.P.A., P.C. as its new independent accountant.

Form 8-K was filed February 25, 2004 disclosing
the resignation of Dwyer and Company, CPA, PC,
and the engagement of Anderson ZurMuehlen & Co.,
P.C. as its new independent accountant on
February 23, 2004.

Form 8-K/A was filed April 30, 2004 to include
amended disclosures to the Form 8-K, as required
by the Securities Exchange Commission.


7







SIGNATURES







In accordance with the requirements of the Exchange Act,
the registrant caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.





TSI, INC.
Registrant








   Date: May 8, 2004       s/Paul McCann, Jr.,
			     President, CEO



   Date: May 8, 2004        s/M. A. Arneson
                       	      Director, CFO

8

CERTIFICATION

I, Paul McCann, Jr., certify that:


1.  I have reviewed this quarterly report on Form 10-QSB of
    TSI, 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 the quarterly report, fairly
    present in all material respects the financial condition, results
    of operations and cash flows of TSI, Inc., as of, and for, the
    periods presented in this quarterly report.

4.  TSI, Inc.'s other certifying officers and I are responsible
    for establishing and maintaining disclosure controls and
    procedures (as defined in Exchange Act Rules 13a-15(e) and
    15d-15(e) and internal control over financial reporting (as
    defined in Exchange Act Rules 13(a)-15(f) and 15(d)-15(f) for
    TSI, Inc. and have:

    a.  Designed such disclosure controls and procedures, or caused
        such disclosure controls and procedures to be designed under
	our supervision, to ensure that material information relating
	to TSI, Inc., including its consolidated subsidiaries, is made
	known to us by others within those entities, particularly
	during the period in which this quarterly report is being
	prepared;

    b.  Evaluated the effectiveness of TSI's disclosure controls
        and procedures and presented in this report our conclusions
	about the effectiveness of the disclosure controls and
	procedures, as of the end of the period covered by this
	report based on such evaluation; and:

    c.  Disclosed in this quarterly report any change in TSI,
	Inc.'s internal control over financial reporting that
	occurred during TSI's third fiscal quarter that has
	materially affected, or is reasonably likely to materially
	affect TSI, Inc's internal control over financial
	reporting;

Page 10

CERTIFICATION - continued

5.  TSI, Inc.'s other certifying officers and I have disclosed,
    based on our most recent evaluation of internal control
    over financial reporting, to TSI, Inc.'s auditors
    and the audit committee of TSI, Inc.'s board of directors
    (or persons performing the equivalent functions):

    a.  All significant deficiencies and material weaknesses in
	the design or operation of internal controls over
	financial reporting which are reasonably likely to
	adversely affect TSI's ability to record, process,
	summarize and report financial information; and I have
	identified for TSI, Inc.'s auditors any material
	weaknesses in internal controls; and

    b.  Any fraud, whether or not material, that involves
	management or other employees who have a significant role
	in TSI's internal control over financial reporting.


 Date:  May 8, 2004             s/Paul McCann, Jr.
                                  President, CEO

 Page 11

CERTIFICATION

I, M.A. Arneson, certify that:


1.  I have reviewed this quarterly report on Form 10-QSB of
    TSI, 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 the quarterly report, fairly
    present in all material respects the financial condition, results
    of operations and cash flows of TSI, Inc., as of, and for, the
    periods presented in this quarterly report.

4.  TSI, Inc.'s other certifying officers and I are responsible
    for establishing and maintaining disclosure controls and
    procedures (as defined in Exchange Act Rules 13a-15(e) and
    15d-15(e) and internal control over financial reporting (as
    defined in Exchange Act Rules 13(a)-15(f) and 15(d)-15(f) for
    TSI and have:

    a.  Designed such disclosure controls and procedures, or caused
        such disclosure controls and procedures to be designed under
	our supervision, to ensure that material information relating
	to TSI, Inc., including its consolidated subsidiaries, is made
	known to us by others within those entities, particularly
	during the period in which this quarterly report is being
	prepared;

    b.  Evaluated the effectiveness of TSI's disclosure controls
        and procedures and presented in this report our conclusions
	about the effectiveness of the disclosure controls and
	procedures, as of the end of the period covered by this
	report based on such evaluation; and:

    c.  Disclosed in this quarterly report any change in TSI,
	Inc.'s internal control over financial reporting that
	occurred during TSI's third fiscal quarter that has
	materially affected, or is reasonably likely to materially
	affect TSI, Inc's internal control over financial
	reporting;

Page 12

CERTIFICATION - continued

5.  TSI, Inc.'s other certifying officers and I have disclosed,
    based on our most recent evaluation of internal control
    over financial reporting, to TSI, Inc.'s auditors
    and the audit committee of TSI, Inc.'s board of directors
    (or persons performing the equivalent functions):

    a.  All significant deficiencies and material weaknesses in
	the design or operation of internal controls over
	financial reporting which are reasonably likely to
	adversely affect TSI's ability to record, process,
	summarize and report financial information; and I have
	identified for TSI, Inc.'s auditors any material
	weaknesses in internal controls; and

    b.  Any fraud, whether or not material, that involves
	management or other employees who have a significant role
	in TSI's internal control over financial reporting.


 Date:  May 8, 2004             s/M. A. Arneson
                                  Director, CFO

Page 13

[DWYER & COMPANY, CPA, PC LETTERHEAD]

DWYER & COMPANY, CPA, PC [LOGO]

18 6TH Street North, Suite 200
Great Falls, MT   59401
Phone (406) 453-2463  Fax (406) 727-3225



May 9, 2004

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.   20549

Ladies and Gentlemen:

We have read the amended disclosures concerning
our resignation included in this 10-QSB/A, for
TSI, Inc. (SEC File No. 0-2054) dated May 8, 2004,
and we agree with the statements made therein
concerning our resignation.


Sincerely,



/s/Dwyer & Company, CPA, PC
   Dwyer & Company, CPA, PC

Page 14