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 - March 31, 2003

[ ] 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 the latest practicable date: at May 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 March 31, 2003

                                                                            Page
                                                                            ----
PART I
      Item 1.  Financial Statements                                            1

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

PART II
      Item 1.  Legal Proceedings                                              11

      Item 2.  Changes in Securities                                          11

      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                               11

SIGNATURES                                                                    12
<PAGE>
Item 1.  Financial Statements

                         RIM HOLDINGS INC. & SUBSIDIARY
                      UNAUDITED CONSOLIDATED BALANCE SHEET
                   AS OF MARCH 31, 2003 AND SEPTEMBER 30, 2002

                                  ASSETS

                                                        March 31,  September 30,
                                                          2003         2002
                                                        --------     --------
CURRENT ASSETS

  Cash & Cash Equivalents                               $     --     $     --
  Accounts Receivable-Trade, Net Allowance for
    doubtful accounts of $ 913 as of March 31, 2003       25,670       33,564
  Other Current Assets                                       963          963
                                                        --------     --------
TOTAL CURRENT ASSETS                                      26,633       34,527

Property and Equipment-Net                                31,557       38,429

OTHER ASSETS
  Deposits                                                 1,277        1,277
  Cash Surrender Value of Life Insurance                   1,221        1,221
  Note Receivable-Related Party                               --        1,202
                                                        --------     --------
                                                        $ 60,688     $ 76,656
                                                        ========     ========

     The Accompanying Notes are an Integral Part of the Financial Statements

                                       1
<PAGE>
                         RIM HOLDINGS INC. & SUBSIDIARY
                      UNAUDITED CONSOLIDATED BALANCE SHEET
                   AS OF MARCH 31, 2003 AND SEPTEMBER 30, 2002

                 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

                                                        March 31,  September 30,
                                                          2003         2002
                                                        ---------    ---------
CURRENT LIABILITIES

Current Portion of Note Payables                        $  11,241    $  11,859
Current Portion of Capital Leases Obligations               9,147        6,708
Bank Line of Credit                                        72,399       72,499
Accounts Payable
-Trade                                                    126,513      127,439
-Other                                                    162,922      157,751
Cash Overdraft                                             12,509        7,509
Accrued Expenses                                           77,500       79,018
Deferred Revenues                                          28,830       32,047
                                                        ---------    ---------
TOTAL CURRENT LIABILITIES                               $ 501,061    $ 494,830

Capital Lease Obligations, Less Current Portion                --           --

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; 8,410,873 & 8,097,933
  issued and outstanding at March 31, 2002 &
  September 30, 2002, respectively                          7,734        7,718
Additional Paid In Capital                                514,968      499,337
Accumulated Deficit                                      (963,075)    (925,229)
                                                        ---------    ---------
TOTAL STOCKHOLDERS' EQUITY (DEFICIT)                     (440,373)    (418,174)
                                                        ---------    ---------
                                                        $  60,688    $  76,656
                                                        =========    =========

     The Accompanying Notes are an Integral Part of the Financial Statements

                                        2
<PAGE>
                         RIM HOLDINGS INC. & SUBSIDIARY
                 UNAUDITED CONSOLIDATED STATEMENT OF OPERATIONS
              SIX AND THREE MONTHS ENDED, MARCH 31, 2003 AND 2002

<TABLE>
<CAPTION>
                                      Six Months Ended March 31,   Three Months Ended March 31,
                                      --------------------------   ----------------------------
                                          2003           2002           2003           2002
                                      -----------    -----------    -----------    -----------
<S>                                   <C>            <C>            <C>            <C>
REVENUE
   Service                            $   230,303    $   319,297    $    99,623    $   129,237
   Products                               149,883         58,893         86,263         23,286
                                      -----------    -----------    -----------    -----------
                                          380,186        378,190        185,886        152,523
                                      -----------    -----------    -----------    -----------

COST OF SALES
   Service                                122,911        100,771         55,742         51,135
   Products                               110,481         61,316         62,959         29,490
                                      -----------    -----------    -----------    -----------
                                          233,392        162,087        118,701         80,625
                                      -----------    -----------    -----------    -----------

GROSS PROFIT                          $   146,794    $   216,103    $    67,185    $    71,898

General & Administrative Expenses         171,276        397,053         88,642        165,893
                                      -----------    -----------    -----------    -----------

LOSS FROM OPERATIONS                  $   (24,482)   $  (180,950)   $   (21,457)   $   (93,995)

OTHER INCOME (EXPENSE)
   Interest Income                             24            642             --            642
   Interest Expense                       (15,775)       (14,324)        (9,526)        (9,722)
   Other Income                             2,387          9,242             --          6,169
                                      -----------    -----------    -----------    -----------
                                          (13,364)        (4,440)        (9,526)        (2,911)
                                      -----------    -----------    -----------    -----------

NET LOSS                              $   (37,846)   $  (185,390)   $   (30,983)   $   (96,906)
                                      ===========    ===========    ===========    ===========

BASIC LOSS PER SHARE                  $     (0.00)   $     (0.04)   $     (0.00)   $     (0.02)
                                      ===========    ===========    ===========    ===========

WEIGHTED AVERAGE SHARES OUTSTANDING     8,193,186      5,211,779      8,193,186      5,211,779
                                      ===========    ===========    ===========    ===========
</TABLE>

     The Accompanying Notes are an Integral Part of the Financial Statements

                                       3
<PAGE>
                         RIM HOLDINGS INC. & SUBSIDIARY
  UNAUDITED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT)
                    FOR THE SIX MONTHS ENDED, MARCH 31, 2003

<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                        312,940            16        15,631                     15,647

Net Loss for the Six Months
   Ended, March 31, 2003                                                    (37,846)      (37,846)
                                ----------    ----------    ----------   ----------    ----------

Balance at March 31, 2003        8,410,873    $    7,734    $  514,968   $ (963,075)   $ (440,373)
                                ==========    ==========    ==========   ==========    ==========
</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, MARCH 31, 2003 AND 2002

<TABLE>
<CAPTION>
                                                  For the Three Months Ended March 31,
                                                  ------------------------------------
                                                          2003          2002
                                                        --------      --------
<S>                                                     <C>           <C>
CASH FLOWS FROM OPERATING ACTIVITIES

Net Income (Loss)                                       $(30,983)     $(96,906)

Adjustment to Reconcile Net Income to Net Cash
     Provided By Operating Activities:

     Depreciation / Amortization                           7,740        14,562
     Stock and Options Issued for Services                10,000        17,503
     Accrued Interest on Related Party Loan                   --          (153)
     Changes in Operating Assets and Liabilities:
        Accounts Receivable - Trade                       (1,294)       70,327
        Other Current Assets                               1,059
        Other Assets                                          --           511
        Accounts Payable - Trade                           9,370        (5,218)
        Accounts Payable - Other                            (492)       15,338
        Accrued Expenses                                  (1,516)      (12,703)
        Deferred Revenue                                  (3,221)      (26,307)
                                                        --------      --------
NET CASH PROVIDED (USED) BY OPERATING ACTIVITIES        $ (9,337)     $(23,046)
                                                        --------      --------
CASH FLOWS FROM INVESTING ACTIVITIES

     Collection of Related Party Note Receivable        $     --      $ 19,950
                                                        --------      --------
NET CASH  PROVIDED BY INVESTING ACTIVITIES              $     --      $ 19,950
                                                        --------      --------
CASH FLOWS FROM FINANCING ACTIVITIES

     Repayment of Bank Line of Credit                       (100)         (678)
     Repayment on Capital Lease Obligations               (2,830)       (5,426)
     Repayment of Debt                                    (1,181)       (3,400)
     Proceeds From Debt                                       --        15,759
                                                        --------      --------
NET CASH PROVIDED (USED) BY FINANCING ACTIVITIES        $ (4,111)     $  6,255
                                                        --------      --------

NET INCREASE (DECREASE) IN CASH                         $(13,448)     $  3,159

CASH AT BEGINNING OF YEAR                                    939       (11,631)
                                                        --------      --------

        CASH AS OF MARCH 31, 2003 and 2002              $(12,509)     $ (8,472)
                                                        ========      ========

Supplementary Cash Flow Information:

Cash paid during the period for interest                $  9,526      $  9,722
                                                        ========      ========
</TABLE>

     The Accompanying Notes are an Integral Part of the Financial Statements

                                        5
<PAGE>
                         RIM HOLDINGS INC. & SUBSIDIARY
                 UNAUDITED CONSOLIDATED STATEMENT OF CASH FLOWS
                FOR THE SIX MONTHS ENDED, MARCH 31, 2003 AND 2002

<TABLE>
<CAPTION>
                                                    For the Six Months Ended March 31,
                                                    ----------------------------------
                                                            2003         2002
                                                         ---------    ---------
<S>                                                      <C>          <C>
CASH FLOWS FROM OPERATING ACTIVITIES

Net Income (Loss)                                        $ (37,846)   $(185,390)

Adjustment to Reconcile Net Income to Net Cash
     Provided By Operating Activities:

     Depreciation / Amortization                            15,071       26,202
     Stock and Options Issued for Services                  15,647       51,361
     Accrued Interest on Related Party Loan                     --         (566)
     Changes in Operating Assets and Liabilities:
        Accounts Receivable - Trade                          7,895      138,780
        Other Assets                                            --        7,233
        Accounts Payable - Trade                              (927)      39,552
        Accounts Payable - Other                             5,171        3,183
        Accrued Expenses                                    (1,519)     (43,822)
        Deferred Revenue                                    (3,217)     (75,052)
                                                         ---------    ---------
NET CASH PROVIDED (USED) BY OPERATING ACTIVITIES               275      (38,519)
                                                         ---------    ---------
CASH FLOWS FROM INVESTING ACTIVITIES

     Collection of Related Party Note Receivable         $   1,202    $  19,950
     Purchase of Fixed Assets                               (8,198)          --
                                                         ---------    ---------
NET CASH  PROVIDED (USED) BY INVESTING ACTIVITIES        $  (6,996)   $  19,950
                                                         ---------    ---------
CASH FLOWS FROM FINANCING ACTIVITIES

     Repayment of Bank Line of Credit                    $    (100)   $  (1,086)
     Proceeds From Capital Lease Obligations                 8,198
     Repayment on Capital Lease Obligations                 (5,759)     (20,137)
     Repayment of Debt                                        (618)      (3,400)
     Proceeds From Debt                                         --       15,759
                                                         ---------    ---------
NET CASH PROVIDED (USED) BY FINANCING ACTIVITIES             1,721       (8,864)
                                                         ---------    ---------

NET INCREASE (DECREASE) IN CASH                          $  (5,000)   $ (27,433)

CASH AT BEGINNING OF YEAR                                   (7,509)      18,961
                                                         ---------    ---------

CASH AS OF MARCH 31, 2003 AND 2002                       $ (12,509)   $  (8,472)
                                                         =========    =========
Supplementary Cash Flow Information:

Cash paid during the period for interest                 $  15,775    $  14,324
                                                         =========    =========
</TABLE>

     The Accompanying Notes are an Integral Part of the Financial Statements

                                        6
<PAGE>
                        RIM HOLDINGS, INC. AND SUBSIDIARY
              UNAUDITED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2003

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 March
31, 2003 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.

                                       7
<PAGE>
                        RIM HOLDINGS, INC. AND SUBSIDIARY
              UNAUDITED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2003

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. ISSUANCES OF NEW SHARES FOR SERVICES

During the quarter ended March 31, 2003,  the Company  issued  200,000 shares of
common stock to employees and consultants  for services.  The shares were valued
at $10,000.

3. 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 March 31,  2003,  in the  amount of $ 440,373  and  negative  working
capital in the amount of $ 474,428.  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.

                                       8
<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.

RESULTS OF OPERATION

QUARTER ENDING MARCH 31, 2003

During the  quarter  ended  March 31,  2003 the  Company  produced a net loss of
$30,983 on revenues of $185,886,  as compared to net loss of $96,906 on revenues
of $152,523 for the same quarter of the prior year.  The  Company's  revenues in
the  quarter  ended  March 31, 2003 were  $33,363  (21.9%)  higher than the same
quarter  of the  preceding  year,  primarily  as a result of  improved  economic
conditions.  The Company is hopeful, without assurance,  that it will be able to
generate more revenues in future quarters.

The  Company's  gross  profit in the quarter  ended March 31, 2003  decreased by
$4,713  (6.6%) over the same  quarter of the prior  year.  The  Company's  gross
profit on its  service  revenues  decreased  by  $34,221  (43.8%)  over the same
quarter of the prior year.  The Company's  gross margin on its service  revenues
was 44.0% and on its product  revenues was 27.0% during the quarter  ended March
31, 2003. The Company hopes to increase its gross margins on its future revenues
by increasing its productivity through remote repair technology.

The Company's  general and  administrative  expense decreased by $77,251 (46.6%)
during the quarter ended March 31, 2003 in comparison to the same quarter of the
prior year.  This cost decrease  resulted  primarily from  decreased  management
non-billable  time and  cutting  unnecessary  costs.  The  Company is hopeful of
further reducing its overhead in the next quarter.

Interest  expense  decreased by $196 (2.0%)  during the quarter  ended March 31,
2003 over the same quarter of the prior year, as a result of a constant level of
debt.  The  Company is hopeful  this debt can be  reduced  substantially  in the
coming year from internally  generated cash flow and additional funding sources.
The Company is also hoping to consolidate this credit card debt into a debt with
a lower interest rate.

                                       9
<PAGE>
SIX MONTH PERIOD ENDING MARCH 31, 2003

During the six month period ended March 31, 2003 the Company produced a net loss
of $37,846 on  revenues  of  $380,186,  as compared to a net loss of $185,390 on
revenues  of  $378,190  for the same  period of the prior  year.  The  Company's
revenues in the six month period ended March 31, 2003 were $1,996  (0.5%) higher
than the same period of the preceding  year. The Company is hopeful that it will
be able to generate greater revenues in the future.

The  Company's  gross  profit  in the six month  period  ended  March  31,  2003
decreased  by  $69,309  (32.1%)  over the same  period  of the prior  year.  The
Company's gross profit on its service revenues decreased by $111,134 (50.9%) and
the gross  profit on its  products  revenues  increased by $39,402 over the same
period of the prior year. The Company's gross margin on its service revenues was
46.6% and on its product  revenues  was 26.3%  during the six month period ended
March 31, 2003.  The Company  hopes to increase its gross  margins on its future
revenues by increasing its productivity through remote repair technology.

The Company's general and  administrative  expense decreased by $225,777 (56.9%)
during the six month  period  ended  March 31,  2003 in  comparison  to the same
period of the prior year. This cost decrease  resulted  primarily from decreased
management  non-billable  time and  cutting  unnecessary  costs.  The Company is
hopeful of further reducing its overhead in the next quarter.

Interest  expense  increased by $1,451 (10.1%) during the six month period ended
March 31, 2003 over the same  period of the prior  year.  The Company is hopeful
this debt can be  reduced  substantially  in the  coming  year  from  internally
generated cash flow and additional  funding sources.  The Company is also hoping
to consolidate this credit card debt into a debt with a lower interest rate.

LIQUIDITY AND CAPITAL RESOURCES

In the coming months the Company hopes to secure  additional equity financing to
further reduce its debt and to finance growth through acquisitions.  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 current liabilities  increased by $6,231 (1.3%) from September 30,
2002 to March 31, 2003.  The Company has  negotiated  to pay some accrued  legal
expenses with its common stock. Therefore,  the Company anticipates its accounts
payable situation to improve throughout 2003. However, the Company will continue
to seek working capital through equity financing in the coming months.

                                       10
<PAGE>
Rimmer is paying an  annual  rate of  approximately  11.85% on the bank line and
18.7% on the credit card debt at March 31, 2003. The bank debt of $72,399 became
due in the last quarter of fiscal year 2000, although the bank has not requested
repayment as of May 12, 2003. During 2003 the Company is hopeful of reducing the
amount  of this  debt  through  internally  generated  cash  flow or,  possibly,
re-financing the credit card debt at a lower interest rate.

During the fourth quarter of 2002 the Internal  Revenue Service and the State of
Arizona   placed  tax  liens  on  the  Company's   assets  for  the  payment  of
approximately  $38,000 of employee  tax  liability.  The Company has been paying
interest on this debt since 2000.

Future  acquisitions of the Company will be funded 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  Rimmer'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.

                                       11
<PAGE>
                          PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

          None

ITEM 2. CHANGES IN SECURITIES.

     In February 2003 Registrant  issued 200,000  restricted common stock shares
to  a  consultant.   Registrant   believes  this  transaction  was  exempt  from
registration  pursuant  to  Section  4(2) of the  Securities  Act of  1933.  All
securities issued by the Registrant during the quarter ended March 31, 2003 were
registered with the SEC on Form S-8.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

     (a)  EXHIBITS

          Exhibit 11 - Schedule of Computation of Earnings Per Share

     (b)  REPORTS ON FORM 8-K

          There were no Reports on Form 8-K filed by the  Registrant  during the
     quarter ended March 31, 2003.

                                       12
<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: May 14, 2003               By: /s/ Christina M. Strauch
                                     -------------------------------------------
                                     Christina M. Strauch, Chairman
                                     (Chief Executive Officer) and
                                     Treasurer (Chief Financial and Accounting
                                     Officer

                                       13
<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  Inc.,  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 14th
day of May, 2003.


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

                                       14
<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 March 31, 2003 (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 14th
day of May, 2003.


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

                                       15