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 June 30, 2003
                                                          -------------

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

                         For the transition period from __________ to _________

                         Commission file Number 0-31403
                                                -------


                          INTERNATIONAL SURFACING, INC.
                          -----------------------------
                 (Name of Small Business Issuer in its charter)

            DELAWARE                                     152-2257557
            --------                                     -----------
(State or other jurisdiction of incorporation  (IRS Employer Identification No.)
          or organization)

5 Erie Street, Garfield, New Jersey                           07026
-----------------------------------                          -------
 (Address of principal executive offices)                  (Zip code)

Issuer's telephone number: (973) 253-6131

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

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

                      APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: 33,000,000 Shares of Common Stock
Transitional Small Business Disclosure Format (Check One): Yes [  ] No [X]



                                       1
<PAGE>

                         PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS.


                          INTERNATIONAL SURFACING, INC.

                                  BALANCE SHEET
                                    30-Jun-03

<TABLE>
<CAPTION>

              ASSETS
<S>                                                                                       <C>           <C>

                          Current Assets
                                      Cash-PNC Bank                                          2,668.33
                                      Cash-Valley National                                     181.53
                                                   Total Current Assets                                    2,849.86

                          Fixed Assets
                                      Fixed Assets-Computer                                  2,341.72
                                      Fixed Assets-Leasehold Imp                            11,168.78
                                      Accum Depreciation-Computer                             (359.00)
                                      Accum Depreciation-Leaseh. Imp                        (1,016.00)
                                                   Total Fixed Assets                                     12,135.50

                          Other Assets
                                      Security deposits                                      5,000.00
                                                   Total Other Assets                                      5,000.00
                                                                                                           --------

                                                   TOTAL ASSETS                                           19,985.36
                                                                                                          ---------

              LIABILITIES

                          Current Liabilities
                                      Accrued Liabilities                                  117,114.75
                                                   Total Current Liabilities                             117,114.75

                                                   TOTAL LIABILITIES                                     117,114.75

              CAPITAL
                                      Capital Stock                                          2,550.00
                                      Add'l Paid in Capital                                232,645.00
                                      Accumulated Deficit                                 (332,324,39)
                                                   TOTAL CAPITAL                                         (97,129.39)
                                                                                                         -----------

                                                   TOTAL LIABILITIES & CAPITAL                            19,985.39
                                                                                                          ---------
</TABLE>

<PAGE>

                          INTERNATIONAL SURFACING, INC.
                                INCOME STATEMENT
                           PERIOD ENDING JUNE 30, 2003


EXPENSES
            Professional Fees                                11,141.00
            Labor                                            72,298.14
            Equipment Rental                                    643.63
            Freight                                           4,225.30
            Sundry                                              638.21
            Bank Charges                                        447.84
            Postage                                              42.40
            Rent                                             15,000.00
            Repairs                                           3,915.24
            Insurance                                         1,484.00
            Telephone                                         4,626.93
            Cable                                               953.09
            Transfer Agent fees                                 662.50
            Advertising                                         540.00
            Gifts                                               652.18
            Entertainment                                     3,598.90
            Supplies-Office                                   3,828.91
            Supplies-Other                                    8,857.43
            Tools                                             3,293.19
            Travel                                           13,729.28
            Printing                                            612.12
            Cleaning                                            150.00
            Uniforms                                            189.94
            Licenses & filing fees                            2,904.00
            Utilities                                         4,752.94
            Water                                               296.50
            Depreciation                                      1,126.00
            Automobile Expenses                               1,572.82
            Donations                                         1,085.00
                                                          ------------

Total Expenses                                              163,267.49

OPERATING INCOME (LOSS)                                    (163,267.49)

            OTHER INCOME                                          0.00
            OTHER EXPENSES                                   (5,760.00)
                                                          ------------
TOTAL OTHER INCOME                                           (5,760.00)

NET INCOME (LOSS)                                          (169,027.49)


<PAGE>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

PLAN OF OPERATIONS

Critical Accounting Policies

The  Company  has  defined  a  critical  accounting  policy  as one that is both
important to the portrayal of the Company's  financial  condition and results of
operations  and  requires  the  management  of the  Company  to make  difficult,
subjective or complex  judgments.  Estimates and assumptions about future events
and their  effects  cannot be perceived  with  certainty.  The Company bases its
estimates on historical  experience  and on various other  assumptions  that are
believed to be reasonable under the circumstances, the results of which form the
basis for making judgments.

These  estimates may change as new events occur, as more experience is acquired,
as additional information is obtained and as the Company's operating environment
changes.  We have  identified  the  policies  below as critical to our  business
operations and the understanding of our Plan of Operations.

In the  ordinary  course of  business,  we have made a number of  estimates  and
assumptions  relating to the  reporting of results of  operations  and financial
condition in the  preparation  of our financial  statements  in conformity  with
generally   accepted   accounting   principles.   Actual  results  could  differ
significantly  from those estimates under different  assumptions and conditions.
We believe that the following  discussion addresses our most critical accounting
policies,  which are  those  that are most  important  to the  portrayal  of our
financial  condition and results of operations  and require our most  difficult,
subjective,  and  complex  judgments,  often  as a  result  of the  need to make
estimates about the effect of matters that are inherently uncertain.

Going Concern Uncertainties

The  accompanying  financial  statements  have been prepared in conformity  with
generally accepted accounting principles,  which contemplate continuation of the
Company as a going  concern.  However,  the  Company has  experienced  operating
losses  and  negative  cash  flows  since  inception.  The  Company's  continued
existence is dependent upon its ability to generate  operating  revenues  and/or
obtain additional equity or debt financing.


                                       2
<PAGE>

                               PLAN OF OPERATIONS

         OVERVIEW

         ISI was founded to develop,  manufacture,  market and distribute unique
rubber horseshoes and related services.  We recognized an opportunity to develop
a product  that will  take less of a toll on the legs of horses as  compared  to
conventional  iron or aluminum  shoes. We expect our Product to be attractive to
horses of any type. The Company's  initial market is the  horseracing  industry;
however, the Product can be used on any horse. After the StealthShoe(TM) becomes
established  in the  horseracing  industry,  we intend to broaden  our market to
include  shoes for horses used in an urban  setting,  such as police  horses and
carriage  horses,  shoes for therapeutic  purposes for lame horses and shoes for
the general horse owner market.

         After two years of research  and  development  by ISI's  founders,  the
Company has tested its StealthShoe(TM) Product in actual racing conditions, with
favorable  results.  The  Company  is moving to  increase  its pool of  research
subjects to study the strength and wear characteristics of its Product.  Through
its ongoing  research  and  development,  ISI expects to continue to improve its
Products and eventually  move into commercial  production.  To date, the Company
has  given  its  Product  to  certain  horse  trainers  in  the  New  York  City
Metropolitan  area in return  for test data and  reports  from  users.  The test
subjects  have been  trotters and pacers  trained and raced in the New York City
area.  Currently,  over  twenty-eight  horses are using the  StealthShoe(TM)  in
training and racing conditions.

         The Company's  Product consists of two layers of material,  bonded in a
proprietary way. The StealthShoe(TM) has an aluminum substrate and an outer face
of tire-grade rubber. We believe that the rubber layer protects the horse's legs
by cushioning the impact of each step.

         Over the next six months,  ISI intends to complete research and testing
and rollout its first  commercial  Product at racetracks  in the eastern  United
States.  ISI intends to continually  update and refine its Products and services
to increase customer satisfaction.

         LIQUIDITY AND CAPITAL RESOURCES

         On the date of this Report,  ISI has cash  resources  of  approximately
$2,850,  with  currently  due  expenses  of  $117,115,  including  normal  trade
payables. These expenses include salaries, rent, and general operating expenses.
Based on ISI's existing expenses,  ISI will need to raise approximately $450,000
in new capital to fund six months of  operations  if ISI  generated  no revenues
from operations.

         In the next six  months,  however,  ISI plans to expand its  operations
greatly.  ISI may need to hire additional  administrative  and customer  service
personnel  as part of this  expansion.  To the extent ISI  receives net proceeds
from the  exercise  of Options  and the sales of its debt or equity  securities,
this will increase the Company's working capital.

         ISI has  significant  capital needs,  which to date ISI has met through
private  sales of its debt and  loans.  ISI will  continue  to need  substantial
infusions  of  capital,  which it expects to  continue  to fund  primarily  from
private sales of its equity and loans,  or by a public offering of its equity or
debt securities.


                                       3
<PAGE>

INCOME TAXES

There is no current or deferred  tax expense for the period from January 1, 2002
to December 31, 2002 due to net losses from operations by the Company.

NET LOSS

We have incurred net losses from  operations  since our inception.  The loss for
the period  ending  June 30,  2003 was  approximately  $(169,028).  The net loss
consists of working capital,  general and  administrative  expenses and research
expenses.  We  anticipate  that these  expenses will continue to increase in the
second  half of 2003 and  beyond,  as we engage  more  officers,  directors  and
employees.  To the  extent  that we are  unable  to secure  additional  external
financing, and/or generate cash revenue from operations, our results and ability
to continue as an ongoing concern may be materially adversely affected.

Our primary  source of capital  since  inception has been the sale of promissory
notes to investors and cash invested by our principal stockholders.

CAPITAL EXPENDITURES

We require funding  primarily for computer  hardware and software,  research and
development,  prototypes,  furniture, fixtures and equipment and general working
capital needs.  Substantially all of our capital expenditures have been paid for
by our principal stockholders or the sale of convertible notes.



MATERIAL COMMITMENTS FOR CAPITAL EXPENDITURES

We have no material commitments budgeted for the remainder of 2003.

                            PART II-OTHER INFORMATION


ITEM 1. LEGAL PROCEEDINGS.

         Not Applicable.

ITEM 2.  CHANGES IN SECURITIES.

         Not Applicable.


                                       4
<PAGE>

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

         Not Applicable

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

None.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.

Exhibit
No

(3)      Articles of Incorporation and Bylaws

         3.1    Articles of Incorporation +
         3.2    Bylaws +


(10)     8K filings Incorporated Herein By Reference

         10.1   Name Change to International Surfacing, Inc. filed July 1, 2003
         10.2   Changes in Registrant's certifying accountant filed July 1, 2003
         10.3   Changes in Control of registrant filed July 1, 2003

(21)     Subsidiaries of the Registrant

         21.1   Subsidiaries of the Registrant +




--------
+ Filed with the Company's initial filing on Form SB-2 filed May 24, 2003.
++Filed herewith

<PAGE>




                                   SIGNATURES



SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant  has dully  caused  this  report  to be  signed on its  behalf by the
undersigned hereunto duly authorized.

International Surfacing, Inc.

Dated:  September 9, 2003

By:


/s/ Samuel Serritella
---------------------
President, Chief Executive Officer


/s/Andrew Abouyon
-----------------
Chief Financial Officer