================================================================================
                                  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 Quarterly period Ended: September 30, 2003; or

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

                For the transition period _________ to __________

                         Commission File Number: 0-32323


                                  TEN STIX INC.
                                  -------------
             (Exact name of registrant as specified in its charter)

         Colorado                                                84-1351184
         --------                                                ----------
(State or other Jurisdiction of                               (I.R.S. Employer
 Incorporation or Organization)                              Identification No.)

                              3101 Riverside Drive
                          Idaho Springs, Colorado 80452
                          -----------------------------
               (Address of principal executive offices) (Zip Code)

                                 (303) 567-0163
                                 --------------
              (Registrant's telephone number, including area code)

     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 a
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes [X] No [ ]

     The number of shares outstanding of the registrant's common stock, $0.001
par value, as of September 30, 2003, was 19,623,228.

     Transitional Small Business Disclosure Format. Yes [ ] No [X]

<PAGE>


                                  TEN STIX INC.

                              Report on Form 10-QSB

                    For the Quarter Ended September 30, 2003

                                      INDEX

                                                                            Page
                                                                            ----
Part I.  Financial Information

         Item 1.  Financial Statements (unaudited)...........................  3

                  Balance Sheet .............................................  3
                  Statements of Operations ..................................  4
                  Statements of Cash Flows...................................  5
                  Notes to the Financial Statements .........................  6

         Item 2.  Management's Discussion and Analysis or Plan of Operation .  9

         Item 3.  Controls and Procedures ................................... 17

Part II. Other Information

         Item 1.  Legal Proceedings ......................................... 17

         Item 2.  Changes in Securities ..................................... 17

         Item 3.  Defaults Upon Senior Securities ........................... 19

         Item 4.  Submission of Matters to a Vote of Security Holders ....... 19

         Item 5.  Other Information ......................................... 19

         Item 6.  Exhibits and Reports on Form 8-K .......................... 20


                                        2
<PAGE>
<TABLE>
<CAPTION>

                                   TEN STIX, INC.
                                    Balance Sheet


                                       ASSETS
                                       ------
                                                                       September 30,
                                                                            2003
                                                                       -------------
                                                                        (Unaudited)
CURRENT ASSETS
<S>                                                                      <C>
   Cash                                                                  $     6,193
   Accounts receivable                                                         4,995
   Inventory                                                                   2,777
                                                                         -----------

     Total Current Assets                                                     13,965
                                                                         -----------

EQUIPMENT, AT COST, NET                                                      143,308
                                                                         -----------

OTHER ASSETS

   Inventory, non-current                                                     52,699
   Stockholders advances                                                       5,889
   Purchase options                                                            7,500
   Intangible assets, net                                                     78,403
   Game rights                                                               162,100
                                                                         -----------

     Total Other Assets                                                      306,591
                                                                         -----------

     TOTAL ASSETS                                                        $   463,864
                                                                         ===========

                        LIABILITIES AND STOCKHOLDERS' DEFICIT
                        -------------------------------------

CURRENT LIABILITIES

   Accounts payable and accrued expenses                                 $    85,090
   Accounts payable - related party                                           68,915
   Accrued salary payable                                                     51,000
   Notes payable                                                             227,894
   Notes payable, stockholders                                                74,500
                                                                         -----------

     Total Current Liabilities                                               507,399
                                                                         -----------

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' DEFICIT

   Preferred A stock, $.001 par value, 100,000 shares authorized;
    96 shares issued and outstanding, convertible into common at 200:1             1
   Common stock; $.001 par value, 500,000,000 shares authorized;
    19,623,228 issued and outstanding                                         19,623
   Additional paid-in capital                                              1,145,577
   Accumulated deficit                                                    (1,208,736)
                                                                         -----------

     Total Stockholders' Deficit                                             (43,535)
                                                                         -----------

     TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT                         $   463,864
                                                                         ===========

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

                                          3
<PAGE>

                                          TEN STIX, INC.
                                     Statements of Operations
                                            (Unaudited)


                                          For the Nine Months Ended       For the Three Months Ended
                                                 September 30,                   September 30,
                                         ----------------------------    ----------------------------
                                             2003            2002            2003            2002
                                         ------------    ------------    ------------    ------------
REVENUE

   Net sales                             $     74,762    $     88,063    $     26,012    $     48,536
                                         ------------    ------------    ------------    ------------

EXPENSES

   Selling, general and administrative        344,912         174,214         148,494         134,377
   Depreciation                                36,343          33,987          12,050          11,329
   Amortization                                 8,133          10,212           2,711           3,404
                                         ------------    ------------    ------------    ------------

     Total Expenses                           389,388         218,413         163,255         149,110
                                         ------------    ------------    ------------    ------------

OPERATING LOSS                               (314,626)       (130,350)       (137,243)       (100,574)
                                         ------------    ------------    ------------    ------------

OTHER EXPENSE

   Interest expense                           (12,720)        (11,941)         (4,134)         (1,771)
                                         ------------    ------------    ------------    ------------

       Total Other Expense                    (12,720)        (11,941)         (4,134)         (1,771)
                                         ------------    ------------    ------------    ------------

NET LOSS                                 $   (327,346)   $   (142,291)   $   (141,377)   $   (102,345)
                                         ============    ============    ============    ============

BASIC LOSS PER SHARE                     $      (0.02)   $      (0.01)   $      (0.01)   $      (0.01)
                                         ============    ============    ============    ============

WEIGHTED AVERAGE NUMBER OF
 COMMON SHARES OUTSTANDING                 19,018,784      17,659,488      19,221,114      17,659,488
                                         ============    ============    ============    ============


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

                                               4
<PAGE>

                                 TEN STIX, INC.
                            Statements of Cash Flows
                                   (Unaudited)

                                                        For the Nine Months Ended
                                                               September 30,
                                                        -------------------------
                                                            2003         2002
                                                         ---------    ---------

CASH FLOWS FROM OPERATING ACTIVITIES

   Net loss                                              $(327,346)   $(142,291)
   Adjustments to receivable net loss to net cash
    from operating activities:
     Depreciation and amortization                          44,476       44,199
     Amortization of debt discounts                         11,380         --
     Issuance of common stock for services                  25,000        8,000
     Contributed services provided at no charge               --          7,500
     Purchase options expired                               12,000         --
   Changes in assets and liabilities:
       Accounts receivable                                  (4,995)     (16,136)
       Inventory                                              (754)        (750)
       Accounts payable and accrued expenses               101,436       28,376
       Stockholder advances                                  2,611         --
                                                         ---------    ---------

       Net Cash Used by Operating Activities              (136,192)     (71,102)
                                                         ---------    ---------

CASH FLOWS FROM INVESTING ACTIVITIES

   Purchase of fixed assets                                 (1,625)    (101,500)
                                                         ---------    ---------

       Net Cash Used by Investing Activities                (1,625)    (101,500)
                                                         ---------    ---------

CASH FLOWS FROM FINANCING ACTIVITIES

   Proceeds from related party accounts payable             38,915         --
   Proceeds from notes payable                                --         87,000
   Payments on notes payable                               (53,640)     (14,377)
   Proceeds from issuance of common stock                  147,164       86,500
   Proceeds from issuance of preferred stock                  --         18,950
   Proceeds from loans from stockholders                     5,500         --
   Payments on loans from stockholders                      (2,000)        --
                                                         ---------    ---------

       Net Cash Provided by Financing Activities           135,939      178,073
                                                         ---------    ---------

INCREASE (DECREASE) IN CASH                                 (1,878)       5,471

CASH AT BEGINNING OF PERIOD                                  8,071          307
                                                         ---------    ---------

CASH AT END OF PERIOD                                    $   6,193    $   5,778
                                                         =========    =========

SUPPLEMNETAL DISCLOSURE OF CASH FLOW INFORMATION

   Interest paid                                         $   1,119    $    --
   Income tax paid                                       $    --      $    --
   Issuance of common stock for services                 $  25,000    $   8,000


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

                                        5
</TABLE>
<PAGE>

                                 TEN STIX, INC.
                        Notes to the Financial Statements
                           September 30, 2003 and 2002


NOTE 1 - BASIS OF FINANCIAL STATEMENT PRESENTATION

     The accompanying unaudited condensed consolidated 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 generally accepted accounting principles have been
     condensed or omitted in accordance with such rules and regulations. The
     information furnished in the interim condensed consolidated 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 consolidated
     financial statements be read in conjunction with the Company's most recent
     audited financial statements and notes thereto included in its December 31,
     2002 Annual Report on Form 10-KSB. Operating results for the nine months
     ended September 30, 2003 are not necessarily indicative of the results that
     may be expected for the year ending December 31, 2003.

NOTE 2 - STOCKHOLDERS' EQUITY

     During the nine months ended September 30, 2003 the Company sold 912,540
     shares of common stock for $129,164 under an Offshore Stock Purchase
     Agreement the Company entered into with a British Virgin Islands
     corporation. Under the agreement, the Company agreed to sell 5,000,000
     shares of the Company's common stock at prices equal to 20% of the bid
     price on the day of the sale.

     During the nine months ended September 30, 2003, the Company sold 40,000
     shares of restricted common stock for $18,000.

     During September 2003, the Company issued 500,000 shares of restricted
     common stock for consulting services valued at $25,000.

NOTE 3 - MATERIAL EVENTS

     Pledged Stock
     -------------

     In June 2002, the President as well as the Vice President pledged 9,000,000
     shares of their common stock as collateral on a note payable. The principal
     balance of the note payable is for $163,500 proceeds of which were lent to
     shareholders of the Company. A default notice has been given at this time.

     Corporate Image Agreement
     -------------------------

     On September 11, 2003, the Company entered into a one year Corporate Image
     Agreement (Agreement). The Agreement calls for a retainer fee of $180,000,
     payable either, (1) in six equal payments of $30,000 due the fifth day of
     each month with the first payment due upon execution; or, (2) in six equal
     share payments in the form of common stock, equal in value at the closing
     bid price as of the last day of the month immediately preceding the month
     the payment is due, to $30,000. At September 30, 2003, the Company accrued
     $30,000 as a payable on this Agreement.

                                        6
<PAGE>

                                 TEN STIX, INC.
                        Notes to the Financial Statements
                           September 30, 2003 and 2002


NOTE 3 - MATERIAL EVENTS (Continued)

     Collateral Loan Agreement and Promissory Note
     ---------------------------------------------

     On June 25, 2003, the Company signed a collateral loan agreement and
     promissory note with Mercatus & Partners, Ltd., a Cardiff, Wales
     Corporation. The loan is for a maximum of $1,200,000 to be distributed
     across multiple traunches. The term of the loan is for 5 years and bears
     interest at 5.5% per annum. Payments are to be made monthly depending on
     the principal amount of the loan which is outstanding. During the first 12
     months of the note, the Company can elect to make interest only payments.
     The Company issued 5,725 shares of its convertible preferred stock on June
     25,2003 as collateral for the anticipated 1st traunch of note proceeds. On
     July 1, 2003, the Company issued 8,588 shares of its convertible preferred
     stock as collateral for the anticipated 2nd traunch of note proceeds. The
     preferred shares are being held as collateral on the note and are not to be
     used by Mercatus unless there is a default on the note. Accordingly, the
     Company has not presented the preferred stock as issued and outstanding.
     Each share of the Company's preferred stock is convertible into 200 shares
     of common stock.

     As of September 30, 2003, no amounts have been borrowed by the Company.

     On August 17, 2003, the Company entered into an agreement to purchase the
     "Go Fish" 21 patent from a third party which has yet to be finalized as of
     September 30, 2003. The Company will pay the patent holder 50,000 shares of
     restricted common stock valued at $8,500 which is $0.17 per share for the
     option to purchase the patent. The share price is the closing price on
     August 15, 2003. The option will be valid for 12 months. The total purchase
     price will be a 12-month note for $10,000 and 5,000,000 shares of common
     stock to be valued on the date of the option exercise.

     On August 18, 2003, the Company entered into an agreement to purchase the
     "21 Draw Poker" patent from a third party which has yet to be finalized as
     of September 30, 2003. The Company will pay the patent holder 10,000 shares
     of restricted common stock valued at $1,700 or $0.17 per share for the
     option to purchase the patent. The option will be valid for a period of
     twelve months. The total purchase price will be a 12-month note payable of
     $3,000 and 5,000,000 shares of restricted common stock to be valued on the
     date of the option exercise.

NOTE 4 - 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 satisfaction of
     liabilities in the normal course of business. The Company's continuation as
     a going concern is dependent upon its ability to generate sufficient cash
     flow from operations to meet its obligations on a timely basis and/or
     obtain financing as may be required. The Company has incurred net losses

                                        7
<PAGE>

                                 TEN STIX, INC.
                        Notes to the Financial Statements
                           September 30, 2003 and 2002


NOTE 4 - GOING CONCERN (Continued)

     from operations since inception and has an accumulated deficit of
     $1,208,736 and a working capital deficit of $463,434 as of September 30,
     2003.

     The Company's strategy is to expand the marketing of their games and
     shufflers and continue to form positive relationships with casinos
     throughout the United States.

     Although the Company has obtained short-term loans, in the absence of
     long-term financial support, there can be no assurance that additional
     financing can be obtained from conventional sources. Management is pursuing
     alternatives that include plans to raise capital through private placements
     and other offerings.

NOTE 5 - SUBSEQUENT EVENTS

     During November 2003, the Company issued 20,000 shares of restricted common
     stock for consulting services.

     On November 18, 2003, the Company authorized the issuance of 600,000 shares
     of common stock pursuant to the terms of a Corporate Image Agreement and in
     payment of a $30,000 payable.

                                        8
<PAGE>

Item 2- Management's Discussion and Analysis of Financial Position and Results
        of Operations.

Cautionary Forward - Looking Statement
--------------------------------------

     The following discussion should be read in conjunction with the Company's
financial statements and related notes.

     Certain matters discussed herein may contain forward-looking statements
that are subject to risks and uncertainties. Such risks and uncertainties
include, but are not limited to, the following:

          -    the volatile and competitive nature of the industry,
          -    the uncertainties surrounding the rapidly evolving markets in
               which the Company competes,
          -    the uncertainties surrounding technological change of the
               industry,
          -    the Company's dependence on its intellectual property rights,
          -    the success of marketing efforts by third parties,
          -    the changing demands of customers and
          -    the arrangements with present and future customers and third
               parties.

     Should one or more of these risks or uncertainties materialize or should
any of the underlying assumptions prove incorrect, actual results of current and
future operations may vary materially from those anticipated.

BUSINESS OVERVIEW

     Ten Stix Inc. (the "Company") was incorporated on January 10, 1996 under
the laws of the State of Colorado to engage in the design, development and
marketing of unique card games, of which some are derived from Native American
heritage, and other gaming products for the gaming industry. The Company named
itself "Ten Stix" based on its most popular and creative product known as "Ten
Stix 21" (currently being marketed and referenced herein as "Ten to Win"). The
Company has designed and developed certain card games, which are currently being
marketed to casinos located in the States of California, Colorado, Kansas, New
Mexico, Nevada, South Dakota and Wisconsin.

     The Company has designed and developed a line of card games and other
gaming products for the gaming industry. There are two types of gaming products
that the Company has designed and will distribute and market. One type of gaming
product is the "table game with electronics", which includes Ten to Win and
Shotgun 21. Both the Ten to Win and Shotgun 21 card games utilize an electronics
system that was designed and developed by the Company and which provides, among
other things, the managers of casinos with an accounting system allowing for
real-time win/loss statistics. The basic unit hardware is the same for the two
card games, although the Shotgun 21 electronics system has certain modifications
and will perform more sophisticated functions. The other type of gaming product
is a "layout game", which includes all of the other gaming products. The other
gaming products of the Company utilize a tablecover or layout with no electronic
system. The Company offers no warranty pursuant to the sale or lease of any of
its gaming products.

     During the nine-month period ended September 30, 2003, the Company
generated approximately $74,762 in revenues from the sale and/or lease of its
gaming products. Management of the Company believes that the Company will
continue to generate such revenues. Management further believes that there are

                                       9
<PAGE>

certain material factors applicable to all of the Company's products relevant to
the generation of revenues which include, but are not limited to, the following:
(i) adequate capital required to fund operational expenses, which directly and
adversely affects travel associated with the market and distribution of
products; (ii) state approval of the specific game being marketed; and (iii)
timely delivery of and/or back-ordered parts associated with particular games.
Together with the specific material factors listed under the description of each
gaming product, management believes that all such material factors have been
disclosed pertaining to the timing of bringing each product to market and the
generation of revenues.

     Management of the Company believes that future sales of Ten to Win and
related products to the casinos in the State of Colorado will be an important
line of business for the Company for the next several years, however, management
intends to pursue the marketplaces of several other primary states. It is
anticipated that the Company will derive its revenues principally from the
marketing and sale of Ten to Win and other related products to casinos generally
located in the States of California, Colorado, Kansas, New Mexico, Nevada, South
Dakota, Mississippi and Wisconsin. Management anticipates that Ten to Win will
be leased for approximately $600.00 per month or sold for approximately
$5,000.00 plus a royalty fee to casinos. Management anticipates that Shotgun 21
will be leased for approximately $800.00 per month or sold for approximately
$10,000 plus a royalty fee to casinos. Management further anticipates that the
marketing and sale of the products pursuant to the distributorship agreements
will result in revenues during fiscal year 2003.

     The Company's principal executive offices are located at 3101 Riverside
Drive, Idaho Springs, Colorado 80542. Its telephone number is (303) 567.0163 and
its facsimile number is (303) 567.0163. The Company's services and gaming
products are also electronically advertised on the Company's web page at
www.tenstix.com.

     Statements included in this Management's Discussion and Analysis of
Financial Condition and Results of Operations, and in future filings by the
Company with the Securities and Exchange Commission, in the Company's press
releases and in oral statements made with the approval of an authorized
executive officer which are not historical or current facts are "forward-looking
statements" made pursuant to the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995 and are subject to certain risks and
uncertainties that could cause actual results to differ materially from
historical earnings and those presently anticipated or projected. The Company
wishes to caution readers not to place undue reliance on any such
forward-looking statements, which speak only as of the date made. The following
important factors, among others, in some cases have affected and in the future
could affect the Company's actual results and could cause the Company's actual
financial performance to differ materially from that expressed in any
forward-looking statement: (i) the extremely competitive conditions that
currently exist in the market for companies similar to the Company and (ii) lack
or resources to maintain the Company's good standing status and requisite
filings with the Securities and Exchange Commission. The foregoing list should
not be construed as exhaustive and the Company disclaims any obligation
subsequently to revise any forward-looking statements to reflect events or
circumstances after the date of such statements or to reflect the occurrence of
anticipated or unanticipated events.

                                       10
<PAGE>

RESULTS OF OPERATIONS

Nine-Month Period Ended September 30, 2003 Compared to Nine-Month Period Ended
September 30, 2002

     The Company's net loss for the nine-month period ended September 30, 2003
was $327,346 compared to a net loss of $142,291 for the nine-month period ended
September 30, 2001 (an increase of $185,055).

     Total revenue for the nine-month periods ended September 30, 2003 and 2002
were $74,762 and $88,063, respectively (a decrease of $13,301). Total revenue
generated during the nine-month period ended September 30, 2003 and 2002 was
comprised of gaming products, lease, royalties, and sales. The decrease in
revenue during the nine-month period ended September 30, 2003 was primarily due
to a decrease in fees generated from the marketing of the Company's gaming
products.

     During the nine-month period ended September 30, 2003, the Company incurred
operating expenses of $389,388 compared to $218,413 of operating expenses
incurred during the nine-month period ended September 30, 2002 (an increase of
$170,975). Operating expenses for the nine-month period ended September 30, 2003
primarily consisted of: (i) $36,343 as depreciation expense; (ii) $344,912 as
general and administrative expenses; and (iii) $8,133 as amortization expense.
Operating expenses for the nine-month period ended September 30, 2002 primarily
consisted of: (i) $33,987 as depreciation expense; (ii) $174,214 as general and
administrative expenses; and (iii) $10,212 as amortization expense. The Company
also incurred $12,720 as interest expense during the nine-month period ended
September 30, 2003 as compared to $11,941 incurred during the nine-month period
ended September 30, 2002. The increase in operational expenses during the
nine-month period ended September 30, 2003 compared to the nine-month period
ended September 30, 2002 was primarily due to an increase in general and
administrative expenses resulting from an operational emphasis on and increased
scale and scope of overall corporate activity pertaining to the marketing and
distribution of the Company's gaming products (which was primarily attributable
to an increase in salaries, professional fees and travel expenses). General and
administrative expenses generally include corporate overhead, administrative
management, consulting costs and professional fees.

     As discussed above, although the Company generated revenues in the amount
of $74,762 during the nine-month period ended September 30, 2003, the increase
in net loss during such period compared to the nine-month period ended September
30, 2002 is attributable primarily to a substantial increase in general and
administrative expenses. The Company's net loss during the nine-month period
ended September 30, 2003 was approximately $327,346 or $0.02 per common share
compared to a net loss of approximately $142,291 or $0.01 per common share
during the nine-month period ended September 30, 2002. The weighted average
common shares outstanding were 19,018,784 for the nine-month period ended
September 30, 2003 compared to 17,659,488 for the nine-month period ended
September 30, 2002.

Three-Month Period Ended September 30, 2003 Compared to Three-Month Period Ended
September 30, 2002

     The Company's net loss for the three-month period ended September 30, 2003
was $141,377 compared to a net loss of $102,345 for the three-month period ended
September 30, 2002 (an increase of $39,032).

                                       11
<PAGE>

     Total revenue for the three-month periods ended September 30, 2003 and 2002
was $26,012 and $48,536, respectively (a decrease of $22,524). The generation of
revenue during the three-month period ended September 30, 2003 was comprised
primarily of fees generated from the marketing of its gaming products.

     During the three-month period ended September 30, 2003, the Company
incurred operating expenses of $163,255 compared to $149,110 of operating
expenses incurred during the three-month period ended September 30, 2002 (an
increase of $14,145). Operating expenses for the three-month period ended
September 30, 2003 primarily consisted of: (i) $12,050 as depreciation expense;
(ii) $148,494 as general and administrative expenses; and (iii) $2,711 as
amortization expense. This increase was primarily attributable to an increase in
salaries, professional fees and travel expenses related to the marketing of the
Company's gaming products. The Company also incurred $4,134 as interest expense
during the three-month period ended September 30, 2003 as compared to $1,771
incurred as interest expense during the three-month period ended September 30,
2002.

     As discussed above, although the Company generated revenue in the amount of
$26,012 during the three-month period ended September 30, 2003, the increase in
net loss during such period compared to the three-month period ended September
30, 2002 is attributable primarily to a substantial increase in general and
administrative expenses. The Company's net loss during the three-month period
ended September 30, 2003 was $141,377 or $0.01 per common share compared to a
net loss of $102,345 or $0.01 per common share during the three-month period
ended September 30, 2002. The weighted average of common shares outstanding were
19,221,114 and 17,659,488 for the three-month periods ended September 30, 2003
and 2002, respectively.

LIQUIDITY AND CAPITAL RESOURCES

     As of the date of this Quarterly Report, management of the Company believes
that an estimated $500,000 is required over the next fiscal year for payment of
expenses associated with the ongoing business operations of the Company. The
Company generated $88,063 in total revenue during the nine-month period ended
September 30, 2002 and $74,762 in total revenue during the nine-month period
ended September 30, 2003. Management anticipates that overall generation of
revenues will increase on an annual basis based on existing contracts and
marketability of its gaming products. Management believes that the Company can
satisfy its cash requirements for approximately the next six months based on its
ability to successfully generate revenues from the marketing of its gaming
products and to obtain advances from certain investors and related parties, as
necessary.

     The Company has only recently generated sufficient cash flow to partially
fund its operations and activities. The Company may experience a liquidity
crisis and be required to raise additional capital. Historically, the Company
has relied upon internally generated funds and funds from the sale of shares of
stock and loans from its shareholders and private investors to finance its
operations and growth. Management may raise additional capital through future
public or private offerings of its stock or through loans from private
investors, although there can be no assurance that the Company will be able to
obtain such financing. The Company's future success and viability are entirely
dependent upon the ability of the Company's current management to (i) strengthen
and increase its customer base by enhancing the marketability of its products,
and (ii) increase the number of customers and expand into additional markets.
Management is optimistic that the Company will be successful in its capital
raising efforts. There can be no assurance, however, that the Company will be
able to continue to successfully distribute and market its gaming products and
to raise additional capital. The Company's failure to do so would have a
material and adverse affect upon the Company and its shareholders.

                                       12
<PAGE>

     The Company's financial statements have been prepared assuming that it will
continue as a going concern and, accordingly, do not include adjustments
relating to the recoverability and realization of assets and classifications of
liabilities that might be necessary should the Company be unable to continue in
operations.

For Nine-Month Period Ended September 30, 2003

     As of September 30, 2003, the Company's current assets were $13,965 and its
current liabilities were $507,399, resulting in a working capital deficit of
$493,434. As of September 30, 2003, current assets were comprised of (i) $6,193
in cash; (ii) $4,995 in accounts receivable; and (iii) $2,777 in inventory. As
of September 30, 2003, current liabilities were comprised of (i) $85,090 in
accounts payable and accrued expenses; (ii) $68,915 in accounts payable to
related party; (iii) $51,000 in accrued salary payable, and (iv) $302,394 in
current portion of long-term debt due and owing.

     As of September 30, 2003, the Company's total assets were $463,864 and its
total liabilities were $507,399. As of September 30, 2003, the Company's total
liabilities exceed its total assets by $43,535.

     As of September 30, 2003, the Company's total assets consisted primarily of
(i) $13,965 in current assets; (ii) $143,308 (less accumulated
depreciation/amortization) in property and equipment; (iii) $78,403 net cost of
patent/copyright rights; and (iv) $162,100 in valuation of gaming rights.

     As of September 30, 2003, the Company's total liabilities consisted
primarily of: (i) $302,394 in notes payable; (ii) $85,090 in accounts payable
and accrued expenses; (iii) $68,915 in accounts payable to related parties; and
(iv) $51,000 in accrued salary payable.

     Stockholders' deficit for the nine-month period ended September 30, 2003
was $43,535.

     For the nine-month period ended September 30, 2003, net cash used by
operating activities was $136,192 compared to net cash used by operating
activities of $71,102 for the nine-month period ended September 30, 2002. The
increase in net cash flows used by operating activities during the nine-month
period ended September 30, 2003 compared to the nine-month period ended
September 30, 2002 resulted primarily from a $185,055 increase in net loss to
$327,346 incurred during the nine-month period ended September 30, 2003 compared
to a net loss of $142,291 incurred during the nine-month period ended September
30, 2002.

     For the nine-month period ended September 30, 2003, net cash flows used by
investing activities was $1,625 compared to $101,500 of net cash flows used by
investing activities for the nine-month period ended September 30, 2002, which
relates to the purchase of equipment.

     Net cash flows provided by financing activities was $135,939 for the
nine-month period ended September 30, 2003 compared to net cash flows provided
by financing activities of $178,073 for the nine-month period ended September
30, 2002. The decrease during the nine-month period ended September 30, 2003 was
primarily attributable to less cash proceeds from debt and stock.

                                       13
<PAGE>

MATERIAL COMMITMENTS

Cranford Assignment Agreement

     A significant and estimated material commitment for the Company for fiscal
year 2003 is the amounts due and owing under an assignment agreement with Mr.
Tony Cranford dated January 19, 2001 (the "Cranford Assignment Agreement").
Pursuant to the Cranford Assignment Agreement, Mr. Cranford assigned all of his
right, title and interest in Bet the House, including his rights to the
provisional patent application no. 60/240.091, to the Company. In accordance
with the terms and provisions of the Cranford Assignment Agreement, the Company
agreed to pay Mr. Cranford (i) for a period of six months a monthly royalty fee
of $175.00 for each Bet the House game that the Company leases to a third party
during the six month period; and (ii) an aggregate purchase price of either (a)
an amount to be calculated by multiplying the average monthly gross revenues
generated by the Company for each Bet the House game leased during the six month
period by three, or (b) $30,000, whichever is greater. The terms of Cranford
Assignment Agreement further provide that such aggregate purchase price may be
paid by the Company to Mr. Cranford on a monthly basis or in one aggregate
payment, with such aggregate purchase price to be paid in full no later than
March 31, 2002.

     As of the date of this Quarterly Report, Mr. Cranford has not received any
payments from the Company. Management has not determined the manner of payment
to be made to Mr. Cranford and may not make such determination until the Company
is adequately funded and several Bet the House games have been successfully
marketed and generating revenues.

Asset Purchase Agreement

     A significant and estimated material commitment for the Company for fiscal
year 2003 is the amount of $300,000 due and owing under the terms of an asset
purchase agreement entered into with Summit International Group, Inc. dated May
1, 2001 (the "Asset Purchase Agreement"). Pursuant to the terms of the Asset
Purchase Agreement, the Company agreed to pay the amount of $300,000, as
evidenced by the execution of two promissory notes.

     The first promissory note dated May 1, 2001 is in the amount of $80,000 and
is payable to Michael Humecki (the "Humecki Promissory Note"). The terms of the
Humecki Promissory Note require the Company to make payments as follows: (i) on
the 15th of each month commencing June 15, 2001, the greater of either (a) 50%
of gross revenues collected during the prior month from the lease or sale by the
Company of any of the assets acquired by the Company pursuant to the Asset
Purchase Agreement (including the Pro Shuffle) or (b) $2,000.00; (ii) on the
15th of the month after the receipt of 25% of aggregate gross funds raised by
the Company at any time on or after May 1, 2001 pursuant to any private or
public offering of its securities (but such 25% shall not be paid on the first
$100,000 of funds so raised by the Company); and (iii) interest at the rate of
8% per annum commencing May 1, 2002 on any portion of the $80,000 outstanding on
the first of each month payable monthly.

     As of the date of this Quarterly Report, the Company has paid Humecki
approximately $28,779 in principal pursuant to the terms of the Humecki
Promissory Note.

     The Company and Michael Humecki entered into a security agreement dated May
1, 2001 (the "Security Agreement") pursuant to which the Company agreed to grant
to Mr. Humecki a security interest in certain property which includes, but not
limited to, the following: (i) all items of personal property which were
acquired by the Company from Summit; (ii) all deposit accounts; (iii) all
receivables; (iv) all inventory; and (v) all equipment.

                                       14
<PAGE>

     The second promissory note dated May 1, 2001 is in the amount of $220,000
and is payable to Summit International Group, Inc. (the "Summit Promissory
Note"). The terms of the Summit Promissory Note require the Company to make
payments to Summit after payment in full is made by the Company of the Humecki
Promissory Note as follows: (i) on the 15th of each month commencing after the
Humecki Promissory Note, the greater of either (a) 50% of gross revenues
collected during the prior month from the lease or sale by the Company of any of
the assets acquired by the Company pursuant to the Asset Purchase Agreement
(including the Pro Shuffle) or (b) $2,000; (ii) on the 15th of the month after
the receipt of 25% of aggregate gross funds raised by the Company at any time on
or after May 1, 2001 pursuant to any private or public offering of its
securities (but such 25% shall not be paid on the first $100,000 of funds so
raised by the Company and not until after payment in full of the Humecki
Promissory Note); and (iii) interest at the rate of 8% per annum commencing May
1, 2004 on any portion of the $220,000 outstanding on the first of each month
payable monthly.

     As of the date of this Quarterly Report, the Company has paid Summit an
amount of $43,327 under the terms of the Summit Promissory Note.

Loans from Shareholders

     A significant and estimated material commitment for the Company for fiscal
year 2003 is the amount of $69,000 due and owing certain shareholders of the
Company. Certain shareholders of the Company previously advanced an aggregate of
$69,000 to the Company pursuant to notes payable. The terms of the notes payable
provide that the notes are non-interest bearing, and may be converted into an
undetermined number of shares of the Company's restricted common stock

PLAN OF OPERATION

Funding

     As of the date of this Quarterly Report, the Company is engaged in an
offering pursuant to which it intends to raise an aggregate of $2,500,000. In
accordance with the terms and provisions of the Private Placement Memorandum,
the Company will offer and sell 10,000 shares of Series A Convertible Preferred
Stock at $250.00 per share. Each share of Series A Convertible Preferred Stock
will be convertible into two hundred shares of restricted common stock at
anytime. The securities will not be registered under the 1933 Securities Act and
will therefore be offered pursuant to an exemption from registration provided by
Section 4(2) and Regulation D, Rule 506, of the 1933 Securities Act. As of the
date of this Quarterly Report, the Company has sold and issued 96 shares of
Series A Convertible Preferred Stock to nineteen investors for aggregate
proceeds of $24,000.

     As of the date of this Quarterly Report, the Company is engaged in an
offering pursuant to which it intends to raise an aggregate of $1,000,000.00. In
accordance with the terms and provisions of the Private Placement Memorandum,
the Company is offering and selling 2,222,222 shares of its restricted common
stock at $0.45 per share. The securities are not registered under the 1933
Securities Act and are therefore being offered pursuant to an exemption from
registration provided by Section 4(2) and Regulation D, Rule 506, of the
Securities Act. As of the date of this Quarterly Report, the Company has
received $89,100.00 in gross proceeds. The Company has issued 198,000 shares of
its restricted common stock to six investors, none of which were accredited
investors.

                                       15
<PAGE>

     As of the date of this Quarterly Report, the Company is engaged in a
Regulation S offering pursuant to which it intends to sell up to 5,000,000
shares of its restricted common stock to non-U.S. residents at a purchase price
of twenty percent (20%) of the bid price per share as quoted on the OTC Bulletin
Board on the date of sale execution. The securities are not registered under the
Securities Act and are therefore being offered pursuant to an exemption from
registration provided by Section 4(2) and Regulation S of the Securities Act. As
of the date of this Quarterly Report, the Company has received $128,164 in gross
proceeds and has issued approximately 912,540 shares of its restricted common
stock to twenty investors.

     Management intends to use net proceeds received from the offerings for the
Company's capital requirements, which consist primarily of marketing,
advertising and travel expenses and professional fees.

     Based upon a twelve-month plan proposed by management, it is anticipated
that the Company's operational work plan will require approximately $500,000 of
financing designed to fund the general business operations. As of the date of
this Quarterly Report, the Company does not have any material commitments other
than those described above nor does management anticipate any further material
commitments within the next twelve months. It is anticipated that any
expenditures to be incurred by the Company will be operational. Management
anticipates that a substantial portion of the initial budget of $500,000 for the
twelve-month work plan, which includes such expenditures, will be funded
pursuant to public or private offerings, including the private placement
offering described above under Regulation D, Rule 506 and Regulation S, of its
debt or equity securities and future advancements. The Company may not be able
to raise such funds and, therefore, the successful marketing of its products may
not be accomplished.

     From the date of this Quarterly Report, management believes that the
Company can satisfy its cash requirements for approximately the next six months
based on its ability to obtain advances from certain investors and related
parties. In the event the Company is unable to obtain advances from certain
investors and related parties, management believes that the Company can satisfy
its cash requirements for approximately the next three months from its liquid
assets.

     As of the date of this Quarterly Report, the Company has generated little
revenue from operations, has a working capital deficit and a retained earnings
deficit. Therefore, the Company has been deemed a "going concern" by its
independent auditors, as noted in the financial statements attached hereto.
There is substantial doubt that the Company will be able to retain its status as
a "going concern", that is assumption of the continuity of operations of the
Company in the absence of evidence to the contrary. Management believes that it
can maintain its status as a "going concern" based on its ability to raise funds
pursuant to future public and private offerings and to obtain advances and
minimize operating expenses by not duplicating expenses or incurring needless
expenses.

OFF-BALANCE SHEET ARRANGEMENTS

     As of the date of this Quarterly Report, the Company does not have any
off-balance sheet arrangements that have or are reasonably likely to have a
current or future effect on the Company's financial condition, changes in
financial condition, revenues or expenses, results of operations, liquidity,
capital expenditures or capital resources that are material to investors. The
term "off-balance sheet arrangement" generally means any transaction, agreement
or other contractual arrangement to which an entity unconsolidated with the
Company is a party, under which the Company has (i) any obligation arising under
a guarantee contract, derivative instrument or variable interest; or (ii) a
retained or contingent interest in assets transferred to such entity or similar
arrangement that serves as credit, liquidity or market risk support for such
assets.

                                       16
<PAGE>

Forward-Looking Statements

     The foregoing discussion, as well as the other sections of this Quarterly
Report on Form 10-QSB, contains forward-looking statements that reflect the
Company's current views with respect to future events and financial results.
Forward-looking statements usually include the verbs "anticipates," "believes,"
"estimates," "expects," "intends," "plans," "projects," "understands" and other
verbs suggesting uncertainty. The Company reminds shareholders that
forward-looking statements are merely predictions and therefore inherently
subject to uncertainties and other factors which could cause the actual results
to differ materially from the forward-looking statements. Potential factors that
could affect forward-looking statements include, among other things, the
Company's ability to identify, produce and complete film projects that are
successful in the marketplace, to arrange financing, distribution and promotion
for these projects on favorable terms in various markets and to attract and
retain qualified personnel.

Item 3 - Controls and Procedures.

     (a) Evaluation of disclosure controls and procedures. Our principal
executive officer and principal financial officer have evaluated the
effectiveness of our disclosure controls and procedures (as defined in Rules
13a-14(c) and 15d-14(c) under the Exchange Act), as of a date within 90 days of
the filing date of this Quarterly Report on Form 10-QSB. Based on such
evaluation, they have concluded that as of such date, our disclosure controls
and procedures are effective and designed to ensure that information required to
be disclosed by us in reports that we file or submit under the Exchange Act is
recorded, processed, summarized and reported within the time periods specified
in applicable SEC rules and forms.

     (b) Changes in internal controls. There were no significant changes in our
internal controls or in other factors that could significantly affect these
controls subsequent to the date of evaluation by our principal executive officer
and principal financial officer.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

     Management is not aware of any legal proceedings contemplated by any
governmental authority or other party involving the Company or its properties.
No director, officer or affiliate of the Company is (i) a party adverse to the
Company in any legal proceedings, or (ii) has an adverse interest to the Company
in any legal proceedings. Management is not aware of any other legal proceedings
pending or that have been threatened against the Company or its properties.

Item 2. Changes in Securities.

     On June 25, 2003, the Company and Mercatus & Partners Ltd. ("Mercatus")
entered into a collateral loan agreement and promissory note (the "Loan
Agreement") pursuant to which Mercatus agreed to use it best efforts to provide
the Company an aggregate loan in the maximum amount of $1,200,000 to be
distributed across multiple tranches. Pursuant to the terms of the Loan
Agreement, on June 25, 2003, the Company issued to Mercatus 5,725 shares of
Class A Preferred Stock, and on July 1, 2003, the Company issued to Mercatus
8,588 shares of Class A Preferred Stock, which Class A Preferred Stock was
issued as collateral. The Company issued the shares in reliance upon the
exemption from registration provided by Section 4(2). As of the date of this
Quarterly Report, the Company has not received any loan proceeds from Mercatus
under the Loan Agreement.

                                       17
<PAGE>

     On August 17, 2003, the Company and John Delello ("Delello") entered into
the Go Fish Option pursuant to which Delello granted to the Company an option
from August 17, 2003 through August 17, 2004 to acquire the ownership rights
from Delello to the Go Fish 21 patent. Pursuant to the terms of the Go Fish
Option, the Company upon exercising the option would issue to Delello an
aggregate of 50,000 shares of its restricted Common Stock.

     On August 17, 2003, the Company and Phil Demarest ("Demarest") entered into
the 21 Draw Poker Option pursuant to which Demarest granted to the Company an
option from August 17, 2003 through August 17, 2004 to acquire the ownership
rights from Demarest to the 21 Draw Poker patent. Pursuant to the terms of the
21 Draw Poker Option, the Company upon exercising the option would issue to
Demarest an aggregate of 10,000 shares of its restricted Common Stock.

     On approximately June 28, 2002, Thomas Sawyer and Tony Cranford entered
into an agreement and understanding with Robert L. Stevens and Jodi K. Stevens
(collectively, the "Debtors") and Rapid Funding LLC (the "Secured Party")
pursuant to which the Debtors agreed to facilitate and effect the Secured
Party's acquisition of a 51% controlling interest in the Company. In lieu of
such requirement set forth in the agreement and understanding, Thomas Sawyer and
Tony Cranford have entered into a stock pledge agreement with Debtors and
Secured Party (the "Stock Pledge Agreement"). Pursuant to the provisions of the
Stock Pledge Agreement, Messrs. Sawyer and Cranford each agreed to pledge
4,500,000 shares of Common Stock held of record, respectively, to secure a
certain loan in the principal amount of $163,500.00 as evidenced by a promissory
note made by Debtors payable to Secured Party. In accordance with the Stock
Pledge Agreement, Messrs. Sawyer and Cranford have assigned and pledged an
aggregate of 9,000,000 shares of Common Stock held of record to Secured Party,
and Secured Party has a first lien and perfected security interest in such
shares of Common Stock.

     The following table sets forth the name and address, as of the date of this
Quarterly Report, and the approximate number of shares of Common Stock owned of
record or beneficially by each person who owned of record, or was known by the
Company to own beneficially, more than five percent (5%) of the Company's Common
Stock, and the name and shareholdings of each officer and director, and all
officers and directors as a group.

--------------------------------------------------------------------------------
Title of Class    Name and Address               Amount and Nature      Percent
                  of Beneficial Owner                of Class           of Class
--------------------------------------------------------------------------------
                                                  (1)(2)(3)(4)(6)
Common Stock     Thomas E. Sawyer                 6,395,750              35.20%
                 3101 Riverside Drive
                 Idaho Springs, CO 80452

                                                  (1)(2)(3)(5)(6)
Common Stock     Tony A. Cranford                 7,093,350              39.04%
                 12252 W. Chenango Drive
                 Morrison, CO 80465

Common Stock     Officers and directors as a      13,489,100             74.24%
                 Group (2)

                                       18
<PAGE>

     (1) On September 16, 1998, Tony A. Cranford and Thomas E. Sawyer each
exchanged their previously owned 10,200 shares of common stock, respectively,
for 38,000 shares of Preferred Stock, respectively, for a total of 76,000 shares
of Preferred Stock issued and outstanding. The provisions of the Articles of
Incorporation provided that each share of Preferred Stock had the voting rights
equivalent to 500 shares of Common Stock as if converted and, that after
September 16, 1998, each share of Preferred Stock may be converted into such 500
shares of Common Stock. On January 23, 2001, both Thomas E. Sawyer and Tony A
Cranford elected to convert their 38,000 shares of Preferred Stock into
7,600,000 shares of Common Stock, respectively, at the rate of one share of
Preferred Stock for 200 shares of Common Stock, for a total of 15,200,000 shares
of Common Stock.

     (2) These are restricted shares of Common Stock.

     (3) Does not include the assumption of the exercise of options, warrant,
rights, conversion privileges or similar obligations to acquire shares of common
stock within sixty days. Although the board of directors adopted a Non-Qualified
Stock Option Plan to purchase an aggregate of 1,000,000, no options have been
granted to date. There are no other similar obligations outstanding.

     (4) As of the date of this Quarterly Report, Mr. Sawyer has gifted
approximately 1,190,250 shares of restricted Common Stock and has sold 14,000
shares of restricted Common Stock pursuant to private sales, resulting in
6,395,750 shares of Common Stock held of record.

     (5) As of the date of this Quarterly Report, Mr. Cranford has gifted
approximately 358,150 shares of restricted Common Stock and has sold 148,500
shares of restricted Common Stock pursuant to private sales, resulting in
7,093,350 shares of Common Stock held of record.

     (6) In the event the Debtors should default on the promissory note with the
Secured Party, pursuant to the terms of the Stock Pledge Agreement, the Secured
Party may foreclose on the 4,500,000 shares held of record by Thomas Sawyer and
on the 4,500,000 shares held of record by Tony Cranford (which 9,000,000 shares
have been pledged to secure Debtor's obligations to the Secured Party), and may
sell such shares to a third party. As of the date of this Quarterly Report, the
Company has not received any notice of default.

Item 3. Defaults Upon Senior Securities.

     None.

Item 4. Submission of Matters to a Vote of Security Holders.

     No matter was submitted to a vote of our shareholders during the quarter
ended September 30, 2003.

Item 5. Other Information.

Corporate Image Agreement with David W. Keaveney

     On September 11, 2003, the Company entered into a Corporate Image Agreement
to retain the services of David W. Keaveney for a period of twelve months. Under
the Agreement, Mr. Keaveney is to redesign the corporate materials, improve the
Company's website, implement an advertising campaign, create the related

                                       19
<PAGE>

advertising materials, design a new Company logo and create any other new print
materials needed by the Company. The fee for Mr. Keaveney's services is
$180,000.00, which may be paid in the form of cash or registered stock. On
November 18, 2003, subsequent to the period covered by this report, the Company
authorized the issuance of 600,000 shares of common stock pursuant to the terms
of the Agreement. Said shares were registered under the Securities Act of 1933
on Form S-8 and by registration by coordination pursuant to Section 44-1891 of
the Securities Act of Arizona.

Subsequent Events

Issuance of Common Stock

     During November 2003, the Company issued 20,000 shares of restricted common
stock for consulting services.

     During November 2003, the Company authorized the issuance of 60,000 shares
of common stock pursuant to the terms of a Corporate Image Agreement and in
payment of a $30,000 payable.


Item 6 - Exhibits and Reports on Form 8-K

(a) Exhibits (numbered in accordance with Item 601 of Regulation S-B)

          3.1       Articles of Incorporation (1)
          3.2       Restated Articles of Incorporation of Registrant (2)
          3.3       Bylaws of Registrant (1)
          10.1**    Corporate Image Agreement entered into with David W.
                    Keaveney
          99.1**    Certification of Chief Executive Officer Pursuant to 18
                    U.S.C. Section 1350
          99.2**    Certification of Chief Financial Officer Pursuant to 18
                    U.S.C. Section 1350
          99.3**    906 Certification

          ---------------
          (1)  Incorporated by reference to Form 10SB filed February 8, 2001
          (2)  Incorporated by reference to Form 8-K filed October 31, 2003.
          **   Filed Herewith

(b) Forms 8-K

     On July 9, 2003, a Form 8-K was filed stating that effective July 1, 2003,
AJ. Robbins, P.C., Certified Public Accountants resigned as the principal
independent accountant for the Company.

     On September 5, 2003, a Form 8-K was filed announcing that Effective August
5, 2003, the board of directors authorized a change in the transfer agent for
the Company. The new transfer agent for the Company is American Registrar &
Transfer Co.

     There were no other reports on Form 8-K filed during the quarter ended
September 30, 2003.

     Subsequent to the period covered by this report, on October 31, 2003 an 8-K
was filed with the SEC stating that upon review of the Company's periodic
filings, it was discovered that the Company inadvertently failed to file a copy
of an Amendment to its Articles of Incorporation as filed with the Colorado
Secretary of State on January 22, 2001, with its quarterly report for the
quarter ended March 31, 2001 and the Statement of Correction to the Articles of
Incorporation as filed with the Colorado Secretary of State on August 27, 2003,
with its quarterly report for the quarter ended September 30, 2003. A copy of
said Amendment to the Articles of Incorporation and Statement of Correction,
were attached as exhibits to that current report.

                                       20
<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 duly authorized.

                                     TEN STIX INC.


Date: November 21, 2003              /s/ Thomas E. Sawyer
-----------------------              --------------------
                                     Thomas E. Sawyer
                                     President/Treasurer/Chief Executive Officer





Date: November 21, 2003              /s/ Tony A. Cranford
-----------------------              --------------------
                                     Tony A. Cranford
                                     Vice President



                                       21