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  May 31,  2002
                                                        -------------

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

     Commission  file  number 000-31567
                              ---------

                                VITATONICS CORP.
                               -----------------
        (Exact name of small business issuer as specified in its charter)

NEVADA                                                   35-0511303
------                                                   ------------

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

                   38 THORN OAK, DOVE CANYON, CALIFORNIA 92679
                   -------------------------------------------
                    (Address of principal executive offices)

                                  949.589.8912
                                 --------------
                           (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 CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: 28,546,972 common shares issued and
outstanding, as of May 31, 2002


Transitional  Small  Business  Disclosure  Format  (Check one):
      Yes [ ]     No [X]



                                        1
<PAGE>


                          PART I- FINANCIAL INFORMATION


ITEM  1.     FINANCIAL  STATEMENTS.



                                VITATONICS CORP.
                          (A Development Stage Company)

                              FINANCIAL STATEMENTS

                       May 31, 2002 and February 28, 2002




                                        2
<PAGE>



                                VITATONICS CORP.
                          (A Development Stage Company)
                                 Balance Sheets

<TABLE>
<CAPTION>
                <S>                                                              <C>                    <C>
                                     ASSETS
                                     ------
                                                                                 May 31,            February 28,
                                                                                  2002                  2002
                                                                           -----------------    ------------------
                                                                              (Unaudited)
CURRENT ASSETS

   Cash$                                                                                   -    $               -
                                                                           -----------------    ------------------
     Total Current Assets                                                                  -                    -
                                                                           -----------------    ------------------
     TOTAL ASSETS                                                          $               -    $               -
                                                                           =================    ==================
                 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
                 ----------------------------------------------

CURRENT LIABILITIES

   Accounts payable                                                        $          14,225    $           11,493
   Accounts payable - related                                                         33,364                32,841
   Accrued expenses                                                                      100                   100
   Accrued interest                                                                   13,708                13,258
   Notes payable - related parties                                                    45,000                45,000
                                                                           -----------------    ------------------
     Total Current Liabilities                                                       106,397               102,692
                                                                           -----------------    ------------------
     Total Liabilities                                                               106,397               102,692
                                                                           -----------------    ------------------
STOCKHOLDERS' EQUITY (DEFICIT)

   Common stock, par value $0.001; authorized
     50,000,000 shares; 28,546,972 shares issued
     and outstanding                                                                  28,547                28,547
   Additional paid-in capital                                                        767,104               767,104
   Deficit accumulated prior to the development stage                               (989,057)             (989,057)
   Retained earnings during the development stage                                     87,009                90,714
                                                                           -----------------    ------------------
     Total Stockholders' Equity (Deficit)                                           (106,397)             (102,692)
                                                                           -----------------    ------------------
     TOTAL LIABILITIES AND STOCKHOLDERS'
      EQUITY (DEFICIT)                                                     $               -    $                -
                                                                           =================    ==================
</TABLE>



                     The accompanying notes are an integral
                       part of these financial statements.

                                        3
<PAGE>



                                VITATONICS CORP.
                          (A Development Stage Company)
                            Statements of Operations
                                   (Unaudited)

<TABLE>
<CAPTION>
                <S>                                     <C>                 <C>              <C>
                                                                                            From
                                                                                          Inception
                                                                                           Of the
                                                                                         Development
                                                                                          Stage on
                                                       For the Three Months Ended         March 1,
                                                                 May 31,                2001 through
                                                   ---------------------------------       May 31,
                                                        2002              2001              2002
                                                   ---------------   --------------- -----------------
REVENUES                                           $             -   $             -  $              -
                                                   ---------------   ---------------  ----------------
EXPENSES

   General and administrative                                3,255             2,000            32,208
                                                   ---------------   ---------------  ----------------
     Total Expenses                                          3,255             2,000            32,208
                                                   ---------------   ---------------  ----------------
LOSS FROM OPERATIONS                                        (3,255)           (2,000)          (32,208)
                                                   ---------------   ---------------  ----------------
OTHER (EXPENSE)

   Interest expense                                           (450)           (2,699)           (8,996)
                                                   ---------------   ---------------  ----------------
     Total Other (Expense)                                    (450)           (2,699)           (8,996)
                                                   ---------------   ---------------  ----------------
LOSS BEFORE INCOME TAXES AND
 EXTRAORDINARY ITEM                                         (3,705)           (4,699)          (41,204)

   Income taxes                                                  -                 -                 -
                                                   ---------------   ---------------  ----------------
LOSS BEFORE EXTRAORDINARY ITEM                              (3,705)           (4,699)          (41,204)

   Gain on extinguishments of debt                               -                 -           128,213
                                                   ---------------   ---------------  ----------------
NET INCOME (LOSS)                                  $        (3,705)  $        (4,699) $         87,009
                                                   ===============   ===============  ================
BASIC LOSS PER SHARE                               $         (0.00)  $         (0.00)
                                                   ===============   ===============
WEIGHTED AVERAGE NUMBER OF
 SHARES OUTSTANDING                                     28,546,972         9,896,972
                                                   ===============   ===============
</TABLE>




                     The accompanying notes are an integral
                       part of these financial statements.

                                        4
<PAGE>



                                VITATONICS CORP.
                          (A Development Stage Company)
                  Statements of Stockholders' Equity (Deficit)

<TABLE>
<CAPTION>
               <S>                                <C>                <C>               <C>             <C>
                                                           Common                    Additional
                                             ---------------------------------       Paid-in        Accumulated
                                                  Shares            Amount           Capital          Deficit
                                             ----------------  ---------------   ----------------  ---------------

Balance, February 28, 1999                          9,896,972  $         9,897   $        550,819  $      (952,519)

Net loss for the year ended
 February 29, 2000                                          -                -                  -          (22,079)
                                             ----------------  ---------------   ----------------  ---------------
Balance, February 29, 2000                          9,896,972            9,897            550,819         (974,598)

Capital contributed for expenses                            -                -              3,294                -

Net loss for the year ended
 February 28, 2001                                          -                -                  -          (14,459)
                                             ----------------  ---------------   ----------------  ---------------
Balance, February 28, 2001                          9,896,972            9,897            554,113         (989,057)

Common stock issued in lieu of
 debt at $0.123 per share                           1,750,000            1,750            212,991                -

Common stock issued in lieu of
 debt at $0.001 per share                           1,000,000            1,000                  -                -

Common stock issued for services
 at $0.001 per share                               15,900,000           15,900                  -                -

Net income for the year ended
 February 28, 2002                                          -                -                  -           90,714
                                             ----------------  ---------------   ----------------  ---------------
Balance, February 28, 2002                         28,546,972           28,547            767,104         (898,343)

Net loss for the three months ended
 May 31, 2002 (unaudited)                                   -                -                  -           (3,705)
                                             ----------------  ---------------   ----------------  ---------------
Balance, May 31, 2002 (unaudited)                  28,546,972  $        28,547   $        767,104  $      (902,048)
                                             ================  ===============   ================  ===============
Deficit accumulated prior to the development stage                                                 $      (989,057)
Retained earnings during the development stage                                                              87,009
                                                                                                   ---------------
                                                                                                   $      (902,048)
                                                                                                   ===============
</TABLE>




                     The accompanying notes are an integral
                       part of these financial statements.

                                        5
<PAGE>



                                VITATONICS CORP.
                          (A Development Stage Company)
                            Statements of Cash Flows
                                   (Unaudited)

<TABLE>
<CAPTION>
                        <S>                                         <C>                 <C>              <C>
                                                                                                         From
                                                                                                       Inception
                                                                                                        Of the
                                                                                                      Development
                                                                                                       Stage on
                                                                   For the Three Months Ended          March 1,
                                                                             May 31,                 2001 through
                                                               ---------------------------------        May 31,
                                                                    2002              2001               2002
                                                               ---------------   ---------------  ----------------
CASH FLOWS FROM OPERATING ACTIVITIES

   Net income (loss)                                           $        (3,705)  $        (4,699) $         87,009
   Adjustments to reconcile loss from operations
    to net cash used by operating activities:
     Extraordinary gain                                                      -                 -          (128,213)
     Common stock issued for services                                        -                  -           15,900
   Changes in assets and liabilities:
     Increase in accrued interest                                          450             2,699             8,997
     Increase in accounts payable and
      accounts payable - related party                                   3,255             2,000            16,207
     Increase (decrease) in accrued expenses                                 -                 -               100
                                                               ---------------   ---------------  ----------------
       Net Cash (Used by) Operating Activities                               -                 -                 -
                                                               ---------------   ---------------  ----------------
CASH FLOWS FROM INVESTING ACTIVITIES                                         -                 -                 -
                                                               ---------------   ---------------  ----------------
CASH FLOWS FROM FINANCING ACTIVITIES                                         -                 -                 -
                                                               ---------------   ---------------  ----------------
NET DECREASE  IN CASH                                                        -                 -                 -

CASH AT BEGINNING OF PERIOD                                                  -                 -                 -
                                                               ---------------   ---------------  ----------------
CASH AT END OF PERIOD                                          $             -   $             -  $              -
                                                               ===============   ===============  ================
SUPPLEMENTAL CASH FLOW INFORMATION:

   Cash paid for:

     Interest                                                  $             -   $             -  $              -
     Income taxes                                              $             -   $             -  $              -

NON-CASH FINANCING AND INVESTING ACTIVITIES:

     Common stock issued in lieu of debt                       $             -   $             -  $        215,741
     Common stock issued for services                          $             -   $             -  $         15,900
</TABLE>




                     The accompanying notes are an integral
                       part of these financial statements.

                                        6
<PAGE>



                                VITATONICS CORP.
                          (A Development Stage Company)
                        Notes to the Financial Statements
                       May 31, 2002 and February 28, 2002



NOTE 1 -     BASIS OF FINANCIAL STATEMENT PRESENTATION

             The accompanying unaudited condensed financial statements have been
             prepared by the Company pursuant to the rules and regulations of
             the Securities and Exchange Commission. Certain information and
             footnote disclosures normally included in financial statements
             prepared in accordance with accounting principles generally
             accepted in the United States of America have been condensed or
             omitted in accordance with such rules and regulations. The
             information furnished in the interim condensed financial statements
             include normal recurring adjustments and reflects all adjustments,
             which, in the opinion of management, are necessary for a fair
             presentation of such financial statements. Although management
             believes the disclosures and information presented are adequate to
             make the information not misleading, it is suggested that these
             interim condensed financial statements be read in conjunction with
             the Company's most recent audited financial statements and notes
             thereto included in its February 28, 2002 Annual Report on Form
             10-KSB. Operating results for the three months ended May 31, 2002
             are not necessarily indicative of the results that may be expected
             for the year ending February 28, 2003.

NOTE 2 -      GOING CONCERN

              The Company's financial statements are prepared using accounting
              principles generally accepted in the United States of America
              applicable to a going concern which contemplates the realization
              of assets and liquidation of liabilities in the normal course of
              business. The Company currently has minimal operations and has
              incurred significant losses which have resulted in an accumulated
              deficit of $902,048 at May 31, 2002 which raises substantial doubt
              about the Company's ability to continue as a going concern. The
              accompanying financial statements do not include any adjustments
              relating to the recoverability and classification of asset
              carrying amounts or the amount and classification of liabilities
              that might result from the outcome of these uncertainties. It is
              the intent of management to seek a merger with an existing
              operating company.





                                        7
<PAGE>


ITEM  2.     PLAN  OF  OPERATION.


Development of the Company. Our corporate history contains several mergers and
reincorporations. We were originally organized under the laws of the State of
Nevada on June 18, 1990 using the name CCC-Huntor Associates, Inc. and
reincorporated in Texas using the name Aster Buzbuilders, Inc. in June 1995.
Under a Plan of Reorganization and Merger dated May 14, 1996, Aster Buzbuilders,
Inc. was organized for the transaction of any and all lawful business for which
corporations may be incorporated under the Texas Business Corporation Act. It
attempted to establish an Internet-based business by compiling a computer data
base for sellers of small private businesses which would allow Internet access
to such information by potential buyers. The company was not successful in
establishing this business and acquired all the capital stock of Vitatonics
Corp., a Nevada corporation which had been incorporated on February 21, 1995
using the name Fitonics Corporation and which had changed its name to Vitatonics
Corp. on March 10, 1995. Under the Plan of Reorganization and Merger, Vitatonics
Corp. became a wholly-owned subsidiary of Aster Buzbuilders, Inc. which, in
turn, issued 6,000,000 shares of its common stock to the shareholders of
Vitatonics Corp., which then dissolved. This reorganization was accounted for as
a recapitalization of Vitatonics Corp. for accounting purposes because its
shareholders controlled the company after the merger. Our sales and executive
offices are located at 38 Thorn Oak, Dove Canyon, California 92679 in our
president's residence. Our telephone number is (949)589.8912. Our financial
administrative offices were originally in Vancouver, Canada because our
co-founder, Sam Kalenuik, lived there. This administrative office was moved to
23456 South Pointe Drive, Lake Forest, California, our chief financial officer's
residence, in July, 1997, then to our president's residence in December, 1997.

We were in the vitamin business but we currently have minimal operations.
Beginning in March, 1995 and continuing through approximately December, 1997 we
were engaged in the manufacturing, packaging and sale and distribution of
vitamins, minerals and nutritional supplements. We had developed our own
products and, during that period, we also distributed vitamin, mineral and
nutritional supplement brands of other producers. Daniel McCormick was a
co-founder, with Sam Kalenuik, of our vitamin business. Mr. McCormick had
extensive experience distributing vitamin and health products with Herbalife
from 1981 through 1992 and with BodyWise from 1990 through 1995. Mr. McCormick
remains as an officer and director of the company, but Mr. Kalenuik decided to
pursue other business ventures in the web-page building business in 1997. When
Mr. Kalenuik decided to resign from his positions with the company in 1997, he
agreed that we could cancel the restricted stock that he owned. That stock was
not canceled until 1999.

In December, 1997, we ceased our production and packaging of vitamin products.
From December, 1997 through November, 1998, we generated some revenues from the
sale of our existing inventory. Other than selling our inventory, we have been
essentially inactive since December, 1997. When the existing inventory was sold
we discontinued any sales operations. Our subsequent activity has been the
continued development, by Mr. McCormick at his own expense, of potential new
products while we have sought a merger or joint venture partner or other source
of financing, such as the sale of our private equity or a loan from a private
party. Our Chief Financial Officer, George Farquhar, is a business consultant to
public and private companies and has been actively searching for a merger or
joint venture partner by informing his business contacts, including Vitatonics'
attorneys and public accountants, that Vitatonics is open to a merger or joint
venture with an operating company, subject to required Board of Directors and
shareholder approval.



                                       8
<PAGE>


We have an accumulated deficit of $902,048 at May 31, 2002, and we expect that
deficit to continue to increase as we incur legal and accounting expenses
incidental to our reporting obligations as a public company. Our accountants
have expressed concern that we will not be able to continue as a going concern
because of our continuing losses. While we have net operating loss carryforwards
of approximately $1,000,000 that may be offset against future taxable income
through 2021, these loss carryforwards will not do us any good unless we can
generate income. We are currently classified as a "dormant enterprise" for
accounting purposes because we are inactive and are not carrying on development
stage activities.

If we are able to attract a merger or joint venture partner, or obtain
sufficient financing, our present plan of operation for the next twelve months
is to develop, and possibly reintroduce updated versions of, our own brands of
vitamins and nutritional supplements. However, because we have no funds
available, we are not currently spending any funds on research and development
of these new products, nor have we spent any funds on research and development
during the last two years. However, Mr. McCormick has continued to revise and
develop a proposed product line based on the sales trends in the industry.
Because of Mr. McCormick's significant experience, we believe that, if we can
obtain sufficient working capital and research and development funds, we could
design, produce and distribute a successful product line.

Should we raise sufficient funds to re-introduce our vitamin product line and
develop new product lines, we plan to market our vitamin products to health food
stores and other wholesale and resale sources. We also hope to acquire the right
to sell or distribute other parties' vitamin products. We also plan to
re-establish our past marketing network and add additional products as
opportunity allows, either through licensing the products of others or through
corporate acquisitions.

Results of Operations: Our operations during the quarter ended May 31, 2002,
have been minimal, and consisted of the preparation of financial statements and
this quarterly report. We did not generate any revenues. Our total expenses for
the three months ended May 31, 2002 were $3,255, consisting of general,
administrative, and accounting expenses. We also incurred $450 in interest
expense, for a combined net loss for the period of $3,705. We have no funds
presently available for research and development activities and have not spent
any funds on research and development activities in the last year.

Substantial Doubt About Our Viability as a Going Concern. We have incurred
significant losses which have resulted in an accumulated deficit of $902,048 at
May 31, 2002. That deficit continues to increase, which raises substantial doubt
about our ability to continue as a going concern. As discussed above, we are
considering a merger or joint venture with an operating company as one method of
addressing this problem. We continue to incur costs for professional services
and interest continues to accrue on our outstanding promissory notes. Our
current liabilities at May 31, 2002 were $106,397, which includes a $45,000 note
payable to a related party and $33,364 in accounts payable to a related party.
Accrued interest on our outstanding obligations at May 31, 2002 was $13,708.
Because of these ongoing expenses, which are approximately $25,000 annually, we
will not become profitable until we reach an annual sales volume of at least
$250,000. We typically sell our products at six times cost, incurring sales
commissions of one half the sales price. To achieve sales of $250,000 annually,
we anticipate operating expenses, overhead and employee costs of approximately
$5,000 per month.

Liquidity and Capital Resources. We currently have no cash available and will
need to raise additional funds to continue satisfying our reporting obligations
and to re-introduce our vitamin product line and develop new product lines. We
are currently inactive and are classified as a "dormant enterprise" because we
are not currently undertaking development stage activities. Because we are not
generating any revenues from the sale or licensing of our products, our only
external source of liquidity is the sale of our capital stock.

We Do Not Have Any Employees. We do not currently have any employees because we
are using consultants and subcontractors to promote our business and for
accounting and legal services on an as-needed basis. Until we can raise
sufficient funds to develop our own product lines, we plan to negotiate
licensing agreements for products developed by other companies. If we were able
to enter into any licensing agreements, we would distribute those licensed
products and receive income similar to a sales commission on all products
distributed by us. At such time as we have developed our own product lines, we
anticipate negotiating and entering into and manufacturing and production
subcontracts with existing manufacturing and production facilities to
manufacture our products so that we will require very few employees, if any,
during the next 12 months.



                                       9

<PAGE>



                           PART II - OTHER INFORMATION

ITEM  1.     LEGAL  PROCEEDINGS.

We know of no material, active or pending legal proceedings against us, nor are
we involved as a plaintiff in any material proceedings or pending litigation.
There are no proceedings in which any of our directors, officers or affiliates,
or any registered or beneficial shareholder, is an adverse party or has a
material interest adverse to our interest.

ITEM  2.     CHANGES  IN  SECURITIES.

We did not issue any securities during the three month period ended May 31,
2002.

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.

Reports  on  Form  8-K

We did not file any reports on Form 8-K during the quarter ended May 31, 2002.


Exhibits  Required  by  Item  601  of  Regulation  S-B


Index to Exhibits             Description of Exhibits               Page
-----------------             ------------------------              ----

2.1                           Plan of Reorganization                  *

3.1                           Articles of Incorporation               *
                              Fitonics Corporation

3.2                           Certificate of Amendment to             *
                              Articles of Incorporation
                              (March 10, 1995)

3.333 3.3                     By-Laws of Vitatonics Corp.             *

3.4                           Certificate of Amendment to
                              Articles of Incorporation
                              (May 13, 1996)                         **

4.                            Instruments Defining Rights
                              of Security Holders (not applicable)

10.                           Material Contracts (not applicable)

11.                           Statement re: Computation of Per
                              Share Earnings (see financial statements
                              incorporated herein)

15.                           Not applicable

18.                           Not applicable

19.                           Not applicable

22.                           Not applicable

23.                           Not applicable

24.                           Power of Attorney (not applicable)

*Previously filed with the Securities and Exchange Commission on September 19,
2000 as an exhibit to the company's Registration Statement on Form 10-SB.

**Previously filed with the Securities and Exchange Commission on February 12,
2001 as an exhibit to the company's Amendment No. 1 to Registration Statement on
Form 10-SB.




                                       11
<PAGE>



                                   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.


VITATONICS CORP.

     By:       /s/  George Farquhar
               Secretary/Chief Financial Officer
     Date:     July 12, 2002