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

                           FORM 10-QSB

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

        For the quarterly period ended September 30, 2002

                                OR

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

                   Commission File No.000-31355

                     GALAXY SPECIALTIES, INC.
      (Exact name of registrant as specified in its charter)

             Nevada                                    81-0438093
(State of incorporation)                 (I.R.S. Employer  Identification No.)


                     #149, 369 East 900 South
                    Salt Lake City, Utah 84111
                          (801) 323-2395
     (Address and telephone number of principal executive offices)


Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 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  [  ]

As of October 22, 2002, the Registrant had a total of 18,050,000 shares of
common stock issued and outstanding.

Transitional small business disclosure format:  Yes [  ]  No [X]

<PAGE>

                        TABLE OF CONTENTS

                  PART I: FINANCIAL INFORMATION

Item 1:  Financial Statements...............................................3

Item 2:  Plan of Operations ................................................8

Item 3:  Controls and Procedures............................................9

                    PART II: OTHER INFORMATION

Item 2:  Changes in Securities and Use of Proceeds .........................9

Item 6:  Exhibits and Reports on Form 8-K ..................................9

Signatures and Certifications..............................................10




                 _______________________________




                  PART I: FINANCIAL INFORMATION

ITEM 1:  FINANCIAL STATEMENTS

     The financial information set forth below with respect to our statements
of operations for the three month period ended September 30, 2002 and 2001 are
unaudited.  This financial information, in the opinion of management, includes
all adjustments consisting of normal recurring entries necessary for the fair
presentation of such data.  The results of operations for the three month
period ended September 30, 2002, are not necessarily indicative of results to
be expected for any subsequent period.





                                2

<PAGE>


                     Galaxy Specialties, Inc.
                       Financial Statements
                        September 30, 2002


<PAGE> 3


                     Galaxy Specialties, Inc.
                  (A Development Stage Company)
                          Balance Sheets


                              ASSETS


                                                  Sept. 30,      June 30,
                                                     2002          2002
                                                ------------- --------------
                                                 (Unaudited)

CURRENT ASSETS                                  $          -  $           -
                                                ------------- --------------

  TOTAL ASSETS                                  $          -  $           -
                                                ============= ==============



               LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES

Accounts Payable - Related party                $     28,000  $      28,000
                                                ------------- --------------

  Total Liabilities                                   28,000         28,000
                                                ------------- --------------

STOCKHOLDERS' EQUITY

Common Stock, $.001 par value; 20,000,000
 shares authorized; 18,050,000 and 17,000,000
 shares issued and outstanding, respectively          18,050         17,000

Additional Paid-in Capital                            19,950              -

Deficit Accumulated During the Development Stage     (66,000)       (45,000)
                                                ------------- --------------

  Total Stockholders' Equity (deficit)               (28,000)       (28,000)
                                                ------------- --------------

  TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY    $          -  $           -
                                                ============= ==============


<PAGE> 4



                     Galaxy Specialties, Inc.
                  (A Development Stage Company)
                     Statement of Operations
                           (Unaudited)

                                                                 From
                                 For the         For the         Inception on
                                 three months    three months    March 7, 1986
                                 ended Sept. 30, ended Sept. 30, to Sept. 30,
                                 2002            2001            2002
                                 --------------- --------------- -------------

REVENUES                         $            -  $               $          -
                                 --------------- --------------- -------------
EXPENSES
  Depreciation & Amortization                 -               -        17,000
  General & Administrative               21,000               -        49,000
                                 --------------- --------------- -------------

    TOTAL EXPENSES                       21,000               -        66,000
                                 --------------- --------------- -------------

NET INCOME (LOSS)                $      (21,000) $            -  $    (66,000)
                                 =============== =============== =============

NET LOSS PER SHARE               $            -  $            -  $          -
                                 =============== =============== =============
WEIGHTED AVERAGE SHARES
 OUTSTANDING                         17,878,804      17,000,000    17,013,361
                                 =============== =============== =============


<PAGE> 5
<TABLE>
<CAPTION>


                     Galaxy Specialties, Inc.
                  (A Development Stage Company)
                     Statement of Cash Flows
                           (Unaudited)


                                                                       From
                                                                       Inception on
                                         For the three months ended    March 7, 1986
                                                 Sept. 30,             through
                                              2002         2001        Sept. 30, 2002
                                       --------------- --------------- --------------

                                    <c>             <c>             <c>
Cash Flows from Operating Activities

  Net Loss                             $      (21,000) $            -  $     (66,000)
  Less  Non-cash Items:
  Stock issued for services                    21,000               -         21,000
  Depreciation & Amortization                       -               -         17,000
  Increase in Accounts Payable                      -               -         28,000
                                       --------------- --------------- --------------
  Net Cash Provided (Used) by
  Operating Activities                              -               -              -
                                       --------------- --------------- --------------

Cash Flows from Investing Activities                -               -              -
                                       --------------- --------------- --------------
  Net Cash Provided (Used) by
  Investing Activities                              -               -              -
                                       --------------- --------------- --------------

Cash Flows from Financing Activities                -               -              -
                                       --------------- --------------- --------------
  Net Cash Provided (Used) by
  Financing Activities                              -               -              -
                                       --------------- --------------- --------------

Increase (Decrease) in Cash                         -               -              -

Cash and Cash Equivalents at
 Beginning of Period                                -               -              -
                                       --------------- --------------- --------------
Cash and Cash Equivalents at
 End of Period                         $            -  $            -  $           -
                                       =============== =============== ==============
Supplemental Cash Flow Information:

  Stock issued for marketing rights    $            -  $            -  $      17,000

  Cash Paid For:
   Interest                            $            -  $            -  $           -
   Income Taxes                        $            -  $            -  $           -



</TABLE>
<PAGE> 7



                     Galaxy Specialties, Inc.
                  (A Development Stage Company)
                Notes to the Financial Statements
                        September 30, 2002


GENERAL
-------

Galaxy Specialties, Inc. (the Company) has elected to omit substantially all
footnotes to the financial statements for the three months ended September 30,
2002 since there have been no material changes (other than indicated in other
footnotes) to the information previously reported by the Company in their
Annual Report filed on the Form 10-KSB for the twelve months ended June 30,
2002.

UNAUDITED INFORMATION
---------------------

The information furnished herein was taken from the books and records of the
Company without audit.  However, such information reflects all adjustments
which are, in the opinion of management, necessary to properly reflect the
results of the interim period presented.  The information presented is not
necessarily indicative of the results from operations expected for the full
fiscal year.

COMMON STOCK
------------

During July, 2002 the Company issued 1,050,000 shares of authorized, but
previously unissued common stock, for services rendered valued at $21,000 (or
$.02 per share).

<PAGE> 7

     In this report references to "Galaxy Specialties," "we," "us," and "our"
refer to Galaxy Specialties, Inc.

                    FORWARD LOOKING STATEMENTS

     This Form 10-QSB contains certain forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995.  For this
purpose any statements contained in this Form 10-QSB that are not statements
of historical fact may be deemed to be forward-looking statements.  Without
limiting the foregoing, words such as "may," "will," "expect," "believe,"
"anticipate," "estimate" or "continue" or comparable terminology are intended
to identify forward-looking statements.  These statements by their nature
involve substantial risks and uncertainties, and actual results may differ
materially depending on a variety of factors, many of which are not within our
control.  These factors include, but are not limited to, economic conditions
generally, failure by management to successfully develop business
relationships, competition within the merger and acquisitions market, and
changes by regulatory agencies.


ITEM 2:   PLAN OF OPERATION

     We are a development stage company with no assets and recurring losses
from inception and we are dependent upon financing to continue operations.
For the three month period ended September 30, 2002 and the year ended June
30, 2001, we had no cash on hand and total current liabilities of $28,000.
The $28,000 note payable is related to accounting and legal fees incurred
during the 2000 fiscal year which were paid on our behalf by a related party.

     We have no material commitments for the next twelve months.  We believe
that our current cash needs for at least the next twelve months can be met by
loans from our directors, officers and shareholders, based on understandings
we have with these persons.  However, these understandings are not formal
agreements and therefore these persons are not obligated to provide funds.  We
may repay any loans, costs of services and advancements with cash, if
available, or we may convert them into common stock.  In the event we acquire
a business opportunity, then it may be necessary to raise additional capital,
which may be accomplished by selling our common stock.

      Our management intends to actively pursue business opportunities during
the next twelve months.  Based on current economic and regulatory conditions,
management believes that it is possible, if not probable, for a company like
ours, without many assets or liabilities, to negotiate a merger or acquisition
with a viable private company.  The opportunity arises principally because of
the high legal and accounting fees and the length of time associated with the
registration process of "going public."  However, should any of these
conditions change, it is very possible that there would be little or no
economic value for anyone taking over control of Galaxy Specialties.

     We have not made a formal study of the economic potential of any business
and as of the date of this filing, we have not identified any assets or
business opportunities for acquisition.  Potential investors must recognize
that because of our limited capital available for investigation and
management's limited experience in business analysis we may not discover or
adequately evaluate adverse facts about the business opportunity to be
acquired.  All risks inherent in new and inexperienced enterprises are
inherent in our business.  Also, we intend to concentrate our acquisition
efforts on properties or businesses that we believe to be undervalued or that
we believe may realize a substantial benefit from being publicly owned.
Investors should expect that any acquisition candidate may have little or no
operating history, or a history of losses or low profitability.

     It is emphasized that our management may effect transactions having a
potentially adverse impact upon our shareholders pursuant to the authority and
discretion of our management to complete acquisitions without submitting any
proposal to the stockholders for their consideration.

     Should a merger or acquisition prove unsuccessful, it is possible that we
may decide not to pursue further acquisition activities and management may
abandon its activities and our shares would become worthless.

                                8
<PAGE>

ITEM 3: CONTROLS AND PROCEDURES

     As a result of new SEC regulations, our Board formalized our disclosure
controls and procedures by creating documents which outline the steps and
procedures we must take to ensure that material information regarding our
company and its operations is provided to the public in a timely manner.  On
November 4, 2002, our President evaluated the effectiveness of these
disclosure controls and procedures and determined that there were no
significant deficiencies in these procedures.

     Also, the President did not identify any deficiencies or material
weaknesses in our internal controls, nor did she identify fraud that involved
our management who had a significant role in our internal controls.  She did
not find any deficiencies or weaknesses which would require changes to be made
or corrective actions to be taken related to our internal controls.


                    PART II: OTHER INFORMATION

ITEM 2: CHANGES IN SECURITIES AND USE OF PROCEEDS

     On July 15, 2002, our board authorized the issuance of an aggregate of
1,050,000 common shares for services rendered.  We issued 500,000 shares to
First Equity Holdings Corp. in consideration for consulting and investment
banking services valued at approximately $10,000.  We issued 250,000 shares to
Compass Equity Partners, LLC in consideration for legal and accounting fees
valued at approximately $5,000 that it had paid on our behalf in the 2000 and
2001 years.  We issued 300,000 shares to Liberty Partners, LLC in
consideration for legal and accounting fees valued at approximately $6,000
which it paid on our behalf for the 2001 and 2002 years.  We relied on an
exemption from registration for a private transaction not involving a public
distribution provided by Section 4(2) of the Securities Act.


ITEM 6: EXHIBITS AND REPORTS ON FORM 8-K

(a)  Part II Exhibits.
     -----------------

3.1     Articles of Incorporation (Incorporated by reference to exhibit 3.1 of
        Form 10-SB, filed August 21, 2000)
3.2     Bylaws of Galaxy Specialties (Incorporated by reference to exhibit 3.3
        of Form 10-SB, filed August 21, 2000)

(b)  Reports on Form 8-K.
     --------------------

        None



                                9
<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 who is duly
authorized.



                              Galaxy Specialties, Inc.
       11/05/02
Date_________________             /s/ M. Jeanne Ball
                              By: __________________________________________
                                  M. Jeanne Ball
                                  President, Principal Financial Officer,
                                  and Director


            PRINCIPAL EXECUTIVE OFFICER CERTIFICATION

I, M. Jeanne Ball, certify that:

1.   I have reviewed this quarterly report on Form 10-QSB of Galaxy
Specialties, Inc.;

2.   Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to
make the statement made, in light of the circumstances under which 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
registrant as of, and for, the periods presented in this quarterly report.

4.   The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

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

b)   evaluated the effectiveness of the registrant'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 our conclusions about the
effectiveness of the disclosure controls and procedures based on our
evaluation as of the Evaluation Date;

5.   The registrant's other certifying officers and I have disclosed, based on
our most recent evaluation, to the registrant's auditors and the audit
committee of registrant'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 registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant'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


                                10
<PAGE>


in the registrant's internal controls; and

6.   The registrant's other certifying officers and 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 our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.

        11/05/02                /s/ M. Jeanne Ball
Date: __________________      ___________________________________________
                              M. Jeanne Ball, Principal Executive Officer



               PRINCIPAL FINANCIAL OFFICER CERTIFICATION

I, M. Jeanne Ball, certify that:

1.   I have reviewed this quarterly report on Form 10-QSB of Galaxy
Specialties, Inc.;

2.   Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to
make the statement made, in light of the circumstances under which 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
registrant as of, and for, the periods presented in this quarterly report.

4.   The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

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

b)   evaluated the effectiveness of the registrant'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 our conclusions about the
effectiveness of the disclosure controls and procedures based on our
evaluation as of the Evaluation Date;

5.   The registrant's other certifying officers and I have disclosed, based on
our most recent evaluation, to the registrant's auditors and the audit
committee of registrant'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 registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant'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 registrant's internal controls;
and

                                11


<PAGE>



6.   The registrant's other certifying officers and 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 our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.


        11/05/02                /s/ M. Jeanne Ball
Date: ______________          ___________________________________________
                              M. Jeanne Ball, Principal Financial Officer














                           12