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

                                   FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934

                 For the quarterly period ended - December 31, 2002

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

               For the transition period from ________ to ________

                         Commission file number 0-31047


                                Rim Holdings Inc.
                 (Name of small business issuer in its charter)


           Nevada                                       86-0995730
(State or other jurisdiction of            (I.R.S. Employer Identification No.)
 incorporation or organization)


          7579 E. Main, Suite 600, Scottsdale, AZ                       85251
(Address of Principal executive offices) (as of date of filing)       (Zip Code)


                    Issuer's telephone number (480) 970-3336

     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 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 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 February 12, 2003: 8,410,873

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

                                  FORM 10-QSB

                  FOR THE QUARTERLY PERIOD ENDED DECEMBER 31, 2002

                                                                            Page
                                                                            ----
PART I

      Item 1.  Financial Statements                                            1

      Item 2.  Management's Discussion and Analysis or Plan of Operation       8

      Item 3.  Controls and Procedures                                         9

PART II

      Item 1.  Legal Proceedings                                              10

      Item 2.  Changes in Securities                                          10

      Item 3.  Defaults Upon Senior Securities                               N/A

      Item 4.  Submission of Matter to a Vote of Security Holders            N/A

      Item 5.  Other Matters                                                 N/A

      Item 6.  Exhibits and Reports on Form 8-K                               10

SIGNATURES                                                                    11
<PAGE>
                         RIM HOLDINGS, INC. & SUBSIDIARY
                      UNAUDITED CONSOLIDATED BALANCE SHEET
                                December 31, 2002

                                     ASSETS

CURRENT ASSETS                                                          2002
                                                                     ----------
Cash & Cash Equivalents                                                     939

  Accounts Receivable-Trade, Net                                         24,375

  Other Current Assets                                                    2,022
                                                                     ----------

TOTAL CURRENT ASSETS                                                 $   27,336

Property and Equipment-Net                                               39,296

OTHER ASSETS

  Deposits                                                                1,277
  Cash Surrender Value of Life Insurance                                  1,221

                                                                     ----------

                                                                     $   69,130
                                                                     ==========

     The Accompanying Notes are an Integral Part of the Financial Statements

                                       1
<PAGE>
                         RIM HOLDINGS, INC. & SUBSIDIARY
                      UNAUDITED CONSOLIDATED BALANCE SHEET
                                December 31, 2002

                 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

CURRENT LIABILITIES                                                     2002
                                                                     ----------
  Current Portion of Notes Payable                                   $   12,422
  Capital Leases Obligations                                             11,977
  Bank Line of Credit                                                    72,499
  Accounts Payable
    -Trade                                                              117,142
    -Other                                                              163,413

  Accrued Expenses                                                       79,016
  Deferred Revenues                                                      32,051
                                                                     ----------

TOTAL CURRENT LIABILITIES                                            $  488,520

Capital Lease Obligations, Less Current Portion                               0

STOCKHOLDERS EQUITY (DEFICIT)
  Preferred Stock, 10,000,000 shares authorized;
    no shares issued or outstanding

  Common Stock, .001 par value
    20,000,000 shares authorized; 8,210,873
    outstanding                                                           7,724
  Additional Paid In Capital                                            504,978
  Accumulated Deficit                                                  (932,092)
                                                                     ----------

TOTAL STOCKHOLDERS EQUITY (DEFICIT)                                    (419,390)
                                                                     ----------
                                                                     $   69,130
                                                                     ==========

     The Accompanying Notes are an Integral Part of the Financial Statements

                                       2
<PAGE>
                         RIM HOLDINGS, INC. & SUBSIDIARY
                 UNAUDITED CONSOLIDATED STATEMENT OF OPERATIONS
                 Three months ended, December 31, 2002 and 2001

                                                       2002            2001
                                                   ------------    ------------
REVENUE
  Service                                          $    130,679    $    190,060
  Products                                               63,620          35,607
                                                   ------------    ------------
                                                        194,299         225,667
                                                   ------------    ------------
COST OF SALES
  Service                                                64,848          49,635
  Products                                               49,708          31,826
                                                   ------------    ------------
                                                        114,556          81,461
                                                   ------------    ------------

GROSS PROFIT                                       $     79,743    $    144,206
  General and Administrative Expense                     82,768         231,161
                                                   ------------    ------------

INCOME (LOSS) FROM OPERATIONS                            (3,025)        (86,955)

OTHER INCOME (EXPENSE)
  Interest Income                                            24               0
  Interest Expense                                       (6,249)         (4,602)
  Other Income                                            2,387           3,073
                                                   ------------    ------------

NET LOSS                                                 (6,863)        (88,484)
                                                   ============    ============

BASIC LOSS PER SHARE                                       0.00           (0.02)
                                                   ============    ============

WEIGHTED AVERAGE SHARES OUTSTANDING                   8,193,186       5,159,182
                                                   ============    ============

    The accompanying notes are an integral part of these financial statements

                                       3
<PAGE>
                         RIM HOLDINGS, INC. & SUBSIDIARY
        UNAUDITED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT)
                  For the thee months ended, December 31, 2002

<TABLE>
<CAPTION>
                                                              Common Stock          Additional    Retained    Stockholders'
                                                        ------------------------     Paid-In      Earnings       Equity
                                                          Shares        Amount       Capital      (Deficit)     (Deficit)
                                                        ----------    ----------    ----------   ----------    ----------
<S>                                                     <C>           <C>           <C>          <C>           <C>
Balance at September 30, 2002                            8,097,933    $    7,718    $  499,337   $ (925,229)   $ (418,174)

Common Stock Issued for Services                           112,940             6         5,641                      5,647

Net Loss for the three months Ended December 31, 2002                                                (6,863)       (6,863)
                                                        ----------    ----------    ----------   ----------    ----------

Balance at December 31, 2002                             8,210,873    $    7,724    $  504,978   $ (932,092)   $ (419,390)
                                                        ==========    ==========    ==========   ==========    ==========
</TABLE>

     The Accompanying Notes are an Integral Part of the Financial Statements

                                       4
<PAGE>
                         RIM HOLDINGS, INC. & SUBSIDIARY
                 UNAUDITED CONSOLIDATED STATEMENT OF CASH FLOWS
             For the three months ended, December 31, 2002 and 2001

                                                          2002          2001
                                                       ----------    ----------
Reconciliation of Net Loss to Net Cash Provided
(Used) by Operating Activities

    Net Income (Loss)                                  $   (6,863)   $  (88,484)

Adjustment to Reconcile Net Income to Net Cash
    Provided By Operating Activities:
    Depreciation / Amortization                             7,330        11,639
    Stock and Options Issued for Services                   5,647        33,858
    Accrued Interest on Related Party Loan                      0          (413)

Changes in Assets and Liabilities:
  Accounts Receivable - Trade                               9,189        68,454
  Other Current Assets                                     (1,059)
  Other Assets                                               (170)        6,722
  Accounts Payable - Trade                                (10,297)       44,771
  Accounts Payable - Other                                  5,662       (12,155)
  Accrued Expenses                                             (2)      (31,119)
  Deferred Revenue                                              4       (48,746)
                                                       ----------    ----------

NET CASH (USED) BY OPERATING ACTIVITIES                $    9,441    $  (15,473)

CASH FLOWS FROM INVESTING ACTIVITIES

Proceeds From Loan - Related Party                            733
Collection of Note Receivable - Related Party               1,202
Purchase of Fixed Assets                                   (8,198)
                                                       ----------    ----------

NET CASH PROVIDED (USED) BY INVESTING ACTIVITIES       $   (6,263)   $        0

CASH FLOWS FROM FINANCING ACTIVITIES

Proceeds From Capital Lease                                 8,198
Repayment of Capital Lease Obligations                     (2,928)      (14,711)
Repayment of Bank Line of Credit                                0          (408)
                                                       ----------    ----------

NET CASH PROVIDED (USED) BY FINANCING ACTIVITIES       $    5,270    $  (15,119)

NET INCREASE (DECREASE) IN CASH                             8,448       (30,592)

CASH AS OF OCTOBER 1, 2002 AND 2001                        (7,509)       18,961
                                                       ----------    ----------

CASH AS OF DECEMBER 31, 2002 AND 2001                  $      939    $  (11,631)
                                                       ==========    ==========
Supplementary Cash Flow Information:

Cash paid during the period for interest               $    6,249    $    4,602
                                                       ==========    ==========

    The accompanying notes are an integral part of these financial statements

                                       5
<PAGE>
                        RIM HOLDINGS, INC. AND SUBSIDIARY
              UNAUDITED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                December 31, 2002


1. SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation:

The accompanying financial statements have been prepared by the Company, without
audit,  and reflect  all  adjustments  that are,  in the opinion of  management,
necessary  for a fair  statement  of the results for the  interim  periods.  The
statements have been prepared in accordance with generally  accepted  accounting
principles  for  interim   financial   reporting  and  Securities  and  Exchange
Commission  regulations.  Certain information and footnote  disclosures normally
included in financial  statements prepared in accordance with generally accepted
accounting  principles have been condensed or omitted pursuant to such rules and
regulations.  In the opinion of management, the financial statements reflect all
adjustments  (of a normal and  recurring  nature) which are necessary for a fair
presentation of the financial position, results of operations and cash flows for
the  interim  periods.  The results of  operations  for the three  months  ended
December 31, 2002 are not  necessarily  indicative of the results to be expected
for the entire fiscal year.

These  financial  statements  should be read in  conjunction  with the financial
statements  and notes thereto  included in the  Company's  annual report on Form
10K-SB for the fiscal year ended September 30, 2002.

Principles of Consolidation:

The consolidated financial statements include the financial position, results of
operations,   and  cash  flows  of  Rim  Holdings,  Inc.  and  its  wholly-owned
subsidiary,  Rimmer  Computer,  Inc..  All material  intercompany  transactions,
accounts and balances have been eliminated in consolidation.

Net Loss Per Share:

Basic net loss per common  share is computed  based on weighted  average  shares
outstanding and excludes any potential dilution from stock options,  warrants or
other common stock equivalents. Basic net loss per share is computed by dividing
loss available to common  shareholders by the weighted  average number of common
shares outstanding for the period.

Diluted net loss per common share reflects  potential dilution from the exercise
or conversion of securities  into common stock or from other  contracts to issue
common stock.  Diluted earnings per share are not presented,  as their effect is
antidilutive.

                                       6
<PAGE>
                        RIM HOLDINGS, INC. AND SUBSIDIARY
              UNAUDITED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                December 31, 2002


1. SIGNIFICANT ACCOUNTING POLICIES (Continued)

Use of Estimates:

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

2.  GOING CONCERN

The Company's financial statements have been presented on the basis that it is a
going concern, which contemplates the realization of assets and the satisfaction
of liabilities in the normal course of business. The Company has a stockholders'
deficit at December  31, 2002,  in an amount of $419,390  and  negative  working
capital in the amount of $461,184.  The Company has also  generated  losses from
operations  in the prior  years.  The  financial  statements  do not include any
adjustments that might result from the outcome of this uncertainty.

                                       7
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

The  statements  contained  in  this  document  which  are  not  historical  are
forward-looking  statements that are made under the "Safe Harbor"  provisions of
the Private  Securities  Reform Act of 1995,  and, as such, are subject to risks
and  uncertainties  that could cause actual  results to differ  materially  from
those expressed in the forward-looking  statements,  including,  but not limited
to, the  Company's  ability  to market  its  products  and  services  and future
customer  acceptance for its products and services,  and other risks detailed in
this document and other documents made available to investors.

OVERVIEW

Rim.Com Inc.  (the  "Company")  was formed in February  2000 and had no tangible
assets and no  liabilities  before its  acquisition  of Rimmer on April 6, 2000.
Therefore,  the discussion below focuses on the operations of Rimmer,  Rim.Com's
wholly-owned  subsidiary.  Rimmer has been in existence  since 1987. The Company
changed its name to Rim Holdings Inc. in July 2002.

RESULTS OF OPERATION

QUARTER ENDING DECEMBER 31, 2002

During the quarter  ended  December 31, 2002 the Company  produced a net loss of
$6,863 on revenues of $194,299, as compared to a net loss of $88,484 on revenues
of  $225,667  for the same  quarter of the prior  year.  With  depreciation  and
amortization expense of $7,330, the Company was marginally profitable during the
quarter from a cash flow standpoint. The Company's revenues in the quarter ended
December  31,  2002  were  $31,368  (13.9%)  less than the same  quarter  of the
preceding  year,  primarily  as a result of a 31.2%  decrease  in product  sales
revenues in the 2002  quarter.  The  Company is hopeful  that it will be able to
generate greater revenues in future quarters.

The Company's  gross profit in the quarter ended  December 31, 2002 decreased by
$64,463  (44.7%) over the same quarter of the prior year.  The  Company's  gross
profit on its service revenues decreased by $74,594 (53.1%) and its gross profit
on its product  revenues  increased by $10,140 (268.2%) over the same quarter of
the prior year. The Company's gross margin on its service revenues was 50.4% and
on its product  revenues was 21.9% during the quarter  ended  December 31, 2002.
During  the same  quarter  of the  prior  year its gross  margin on its  service
revenues was 73.9%, but was 10.6% on its product revenues.  The Company hopes to
increase its gross margins on its future revenues by increasing its productivity
through remote repair  technology and increased  billing time of its technicians
and management.

The  Company's  cost of  goods  sold in the  quarter  ended  December  31,  2002
increased  by  $33,095  (40.6%)  over the same  quarter of the prior  year.  The
Company's  cost of goods  sold on its  service  revenues  increased  by  $15,213
(30.6%) over the same  quarter of the prior year.  The  Company's  cost of goods
sold on its product revenues  increased by $17,882 (56.2%) over the same quarter
of the prior year.  The Company  hopes to decrease  its costs of  producing  its
future revenues by increasing its productivity through remote repair technology.

The Company's general and  administrative  expense decreased by $148,393 (64.2%)
during the quarter ended  December 31, 2002 in comparison to the same quarter of
the prior year.  This cost  decrease  resulted  primarily  from a  reduction  in
personnel and general  overhead  expenses.  Future  expansion in operations  may
result in some increased costs, particularly in the short-term.

Interest  expense  increased by $1,647 (35.8%) during the quarter ended December
31,  2002 over the same  quarter of the prior  year.  The Company is hopeful its
debt can be reduced  substantially in the coming year from internally  generated
cash flow and additional funding.  The Company is also hoping to consolidate its
credit card debt into a debt with a lower interest rate.

                                       8
<PAGE>
LIQUIDITY AND CAPITAL RESOURCES

The Company's current liabilities  decreased by $6,310 (1.3%) during the quarter
ended  December 31, 2002 in  comparison  to the year ending  September 31, 2002,
primarily as a result of the  elimination of its bank overdraft at year end. The
Company's trade accounts payable  decreased but other account payable  increased
during  the first  quarter  in  comparison  to the year  end.  The  Company  has
negotiated  to pay some accrued  legal and  accounting  expenses with its common
stock in order to preserve cash.  However,  the Company's liquidity position has
been eroded  substantially and is in need of replenishing.  In the coming months
the Company will attempt to secure  additional equity financing to stabilize its
liquidity and sustain additional growth.  There is no assurance the Company will
be able to secure  additional  financing,  because the Company does not have any
commitment for such financing at this time.

The Company's debt  resources  have been utilized for a total of $168,119,  with
Rimmer obtaining  additional $5,269 of capitalized lease debt during the quarter
ended  December 31, 2002.  This debt is comprised of one bank loan,  three notes
payable,  an equipment loan,  several credit card loans and two factor loans. At
December  31, 2002 Rimmer was paying an annual rate of  approximately  11.85% on
the bank line,  18.7% on the credit card debt, and 36% on the two factors loans.
The bank debt of  $72,499  became due in the last  quarter of fiscal  year 2000,
although the bank has not  requested  repayment as of February 12, 2003.  During
2003 the Company is hopeful of reducing the amount of this debt  through  equity
financing.

Future  acquisitions  of the  Company  will be  funded  primarily  by using  the
Company's common stock. The Company does anticipate expending cash to expand the
revenues of any  business it may acquire in the future,  so the Company may need
to  obtain  additional  funds  for  such  expansion,  as well  as the  Company's
expansion, in the future. There is no assurance that the Company will be able to
acquire any business in the future,  since the Company has not yet completed any
acquisitions.

ITEM 3. CONTROLS AND PROCEDURES

The  Company's  principal  executive  officer and principal  financial  officer,
Christina M.  Strauch,  after  reviewing  and  evaluating  Company's  disclosure
controls  and  procedures  within 90 days prior to the filing of this  quarterly
report has concluded that Company's disclosure controls and procedures contained
no significant deficiencies or material weakness. There have been no significant
changes in Company's  internal  controls that could  significantly  affect these
controls  subsequent  to the  date of  their  evaluation,  including  corrective
actions.

                                       9
<PAGE>

                          PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

          None

ITEM 2. CHANGES IN SECURITIES.

          All  common  stock  issued  by the  Company  during  the  quarter  was
          registered on Form S-8.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

     (a)  EXHIBITS

          None

     (b)  REPORTS ON FORM 8-K

          There  were no  Reports on Form 8-K filed  during  the  quarter  ended
          December 31, 2002.

                                       10
<PAGE>
                                   SIGNATURES

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

                                RIM HOLDINGS INC.



Date: February 13, 2003         By: /s/ Christina M. Strauch
                                    -----------------------------------------
                                    Christina M. Strauch,
                                    Chairman (Chief Executive Officer) and
                                    Treasurer (Chief Financial and Accounting
                                    Officer)

                                       11
<PAGE>
 Certificate of the Principal Executive Officer and Principal Financial Officer
                     Pursuant to 15 U.S.C. 78m(a) or 78o(d)
                 (Section 302 of the Sarbanes-Oxley Act of 2002)

I, Christina M. Strauch, Chairman of the Board of Directors, Principal Executive
Officer and Principal Financial Officer of Rim Holdings, hereby certify that:

     (1)  I have reviewed this quarterly report on Form 10-QSB of the Company;

     (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 the  Company as of, and for,  the periods  presented  in
          this quarterly report;

     (4)  I am responsible for establishing and maintaining  disclosure controls
          and  procedures  (as defined in Exchange  Act Rules 13a-14 and 15d-14)
          for the Company and I have:

          (a)  designed such  disclosure  controls and procedures to ensure that
               material  information  relating  to the  Company,  including  its
               consolidated  subsidiaries,  is made known to me by others within
               those  entities,  particularly  during  the  period in which this
               quarterly report is being prepared;

          (b)  evaluated the effectiveness of the Company's  disclosure controls
               and  procedures  as of a date  within 90 days prior to the filing
               date of this quarterly report (the "Evaluation Date"); and

          (c)  presented  in this  quarterly  report  my  conclusions  about the
               effectiveness of the disclosure  controls and procedures based on
               my evaluation as of the Evaluation Date;

     (5)  I have disclosed, based on my most recent evaluation, to the Company's
          auditors and the audit  committee of Company's  board of directors (or
          persons performing the equivalent function):

          (a)  all  significant  deficiencies  in the  design  or  operation  of
               internal  controls  which could  adversely  affect the  Company's
               ability to record,  process,  summarize and report financial data
               and have  identified  for the  Company'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 the  Company's
               internal controls; and

     (6)  I have  indicated in this  quarterly  report whether or not there were
          significant  changes in  internal  controls or in other  factors  that
          could significantly affect internal controls subsequent to the date of
          my most recent  evaluation,  including  any  corrective  actions  with
          regard to significant deficiencies and material weaknesses.

IN WITNESS  WHEREOF,  the undersigned has executed this  certificate on the 13th
day of February, 2003.


/s/ Christina M. Strauch
--------------------------------------------
Christina M. Strauch
Chairman, Principal Executive Officer,
Treasurer, and Principal Financial Officer

                                       12
<PAGE>
   CERTIFICATE OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER PURSUANT
        TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 (18 U.S.C. 1350)

The undersigned, Christina M. Strauch, Chairman of the Board of Directors, Chief
Executive  Officer  and  Chief  Financial  Officer  of Rim  Holdings  Inc.  (the
"Company"),  has executed this  certification in connection with the filing with
the Securities and Exchange Commission of the Company's Quarterly Report on Form
10-QSB for the quarter ended December 31, 2002 (the  "Report").  The undersigned
hereby certifies that:

     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 results of operations of the Company.

IN WITNESS WHEREOF, the undersigned has executed this certificate as of the 13th
day of February, 2003.


/s/ Christina M. Strauch
--------------------------------------------
Christina M. Strauch, Chairman of the Board
of Directors, Chief Executive Officer,
Treasurer and Chief Financial Officer

                                       13