U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  FORM 10-QSB

[X]   QUARTERLY  REPORT  PURSUANT  TO  SECTION  13  OR  15(D)  OF THE SECURITIES
EXCHANGE  ACT  OF  1934

For the quarterly period ended October 31, 2002

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

For the transition period from _________ to ________

Commission  File  No.   000-29919

                             GENTRY RESOURCES, INC.
        (Exact name of small business issuer as specified in its charter)

                Nevada                                       76-0594911
    (State or other jurisdiction of                       (I.R.S. Employer
     incorporation or organization)                      Identification No.)

                 5076 Angus Drive, Vancouver, BC Canada V6M 3M5
                    (Address of principal executive offices)

                                 (604) 269-9881
                (Issuer's telephone number, including area code)

Check whether the issuer (1) filed all reports to be filed by Section 13 or
15(d) of the Exchange Act during the past 12 months (or for such shorter period
that the Registrant was required to file such reports), and (2) has been subject
to such filing requirements for the past 90 days.
YES   | |                  NO   |X|

State the number of shares outstanding of each of the issuer's classes of common
equity as of the latest practicable date: As of March 3, 2003, there were
2,500,000 shares of common stock, par value $0.001, were outstanding.

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


<PAGE>
                                     Part I
                              FINANCIAL INFORMATION

Item  1.      Financial  Statements.



<PAGE>
The Financial Statements of the Company required to be filed with this 10-QSB
Quarterly Report were prepared by management and commence on the following page,
together with related Notes. In the opinion of management, the Financial
Statements fairly present the financial condition of the Company.

                             Gentry Resources, Inc.
                          (A Development Stage Company)
                          Interim Financial Statements
                                October 31, 2002
                                   (Unaudited)




<PAGE>
<TABLE>
<CAPTION>
Gentry Resources, Inc.
(A Development Stage Company)
Balance Sheets
(expressed in U.S. dollars)


                                                                   October 31,    April 30,
                                                                      2002          2002
                                                                       $              $
                                                                   (audited)     (unaudited)
<S>                                                               <C>            <C>
ASSET

License (Note 3)                                                             -           -
-------------------------------------------------------------------------------------------
Total Asset                                                                  -           -
===========================================================================================

LIABILITIES AND STOCKHOLDERS' DEFICIT

Current Liabilities

  Accounts payable                                                       7,814       6,534
  Accrued liabilities                                                    4,850       3,100
  Advances from a related party (Note 4(b))                              4,000       4,000
-------------------------------------------------------------------------------------------
Total Liabilities                                                       16,664      13,634
-------------------------------------------------------------------------------------------
Contingent Liability (Note 1)

Stockholders' Deficit

Common Stock: 10,000,000 shares authorized with a par value of
0.001; 2,500,000 shares issued and outstanding                           2,500       2,500

Additional Paid-in Capital                                                  87          87

Donated Capital (Note 4(c))                                             22,500      18,000
-------------------------------------------------------------------------------------------
                                                                        25,087      20,587

Deficit Accumulated During the Development Stage                       (41,751)    (34,221)
-------------------------------------------------------------------------------------------
Total Stockholders' Deficit                                            (16,664)    (13,634)
-------------------------------------------------------------------------------------------
Total Liabilities and Stockholders' Deficit                                  -           -
===========================================================================================
</TABLE>


                                      F-1
      (The accompanying notes are an integral part of the interim financial
                                  statements)


<PAGE>
<TABLE>
<CAPTION>
Gentry Resources, Inc.
(A Development Stage Company)
Statements of Operations
(expressed in U.S. dollars)
(unaudited)


                                      Accumulated from
                                        July 17, 1998            For the                     For the
                                     (Date of Inception)   Three Months Ended           Six Months Ended
                                        to October 31,         October 31,                 October 31,
                                            2002           2002           2001          2002         2001
                                              $              $              $             $            $
<S>                                     <C>            <C>            <C>            <C>          <C>
Revenue                                            -              -              -            -            -
-------------------------------------------------------------------------------------------------------------

Expenses

  Accounting and audit                         5,850            500          1,000        1,000        1,350
  Amortization of license and write-off        2,000              -              -            -            -
  Donated overhead (Note 4(c))                 7,500            750            750        1,500        1,500
  Donated services (Note 4(c))                15,000          1,500          1,500        3,000        3,000
  Filing and regulatory                        1,500            250              -          500            -
  Legal and organizational                     9,901            125              -        1,530          423
-------------------------------------------------------------------------------------------------------------
Total Expenses                                41,751          3,125          3,250        7,530        6,273
-------------------------------------------------------------------------------------------------------------
Net Loss for the Period                      (41,751)        (3,125)        (3,250)      (7,530)      (6,273)
=============================================================================================================
Basic Net Loss Per Share                                          -              -            -            -
=============================================================================================================
Weighted Average Shares Outstanding                       2,500,000      2,500,000    2,500,000    2,500,000
=============================================================================================================
</TABLE>

(Diluted loss per share has not been presented, as the result is anti-dilutive)


                                       F-2
       (The accompanying notes are an integral part of the interim financial
                                   statements)


<PAGE>
<TABLE>
<CAPTION>
Gentry Resources, Inc.
(A Development Stage Company)
Statements of Cash Flows
(expressed in U.S. dollars)
(unaudited)


                                                               For the
                                                           Six Months Ended
                                                              October 31,
                                                            2002      2001
                                                             $         $
<S>                                                       <C>       <C>
Cash Flows to Operating Activities

  Net loss                                                 (7,530)   (6,273)

  Adjustments to reconcile net loss to cash

    Donated services                                        3,000     3,000
    Donated overhead                                        1,500     1,500

  Change in non-cash working capital items

    Increase in accounts payable and accrued liabilities    3,030       773
----------------------------------------------------------------------------
Net Cash Used by Operating Activities                           -    (1,000)
----------------------------------------------------------------------------
Cash Flows From Financing Activities
  Advances from a related party                                 -     1,000
----------------------------------------------------------------------------
Net Cash Provided by Financing Activities                       -     1,000
----------------------------------------------------------------------------
Cash Flows to Investing Activities                              -         -
----------------------------------------------------------------------------
Change in Cash                                                  -         -

Cash - Beginning of Period                                      -         -
----------------------------------------------------------------------------
Cash - End of Period                                            -         -
============================================================================
Non-Cash Financing Activities                                   -         -
============================================================================

Supplemental Disclosures

  Interest paid                                                 -         -
  Income tax paid                                               -         -
</TABLE>


                                       F-3
       (The accompanying notes are an integral part of the interim financial
                                   statements)


<PAGE>
Gentry Resources, Inc.
(A Development Stage Company)
Notes to the Financial Statements
(expressed in U.S. dollars)

1.   Development  Stage  Company

     Gentry Resources, Inc. herein (the "Company") was incorporated in the State
     of  Nevada,  U.S.A.  on  July  17,  1998. The Company acquired a license to
     market and distribute a product. As discussed in Note 3, this license is in
     jeopardy  and  the  Company  has  retained  the  right  to  sue the vendor.

     The  Company's  new  business plan is as a "blank check" company. Under the
     Securities  Act  of 1933, a blank check company is defined as a development
     stage  company  that  has  no  specific  business  plan  or  purpose or has
     indicated  that  its  business plan is to engage in a merger or acquisition
     with  an  unidentified  company  or  companies and is issuing "penny stock"
     securities.

     In  a  development stage company, management devotes most of its activities
     in  investigating business opportunities. Planned principal activities have
     not  yet  begun.  The ability of the Company to emerge from the development
     stage  with respect to any planned principal business activity is dependent
     upon  its  successful efforts to raise additional equity financing and find
     an  appropriate merger candidate. There is no guarantee that Gentry will be
     able to raise any equity financing or find an appropriate merger candidate.
     There is substantial doubt regarding the Company's ability to continue as a
     going  concern.


2.   Summary of Significant Accounting Policies

     (a)  Year End

          The Company's fiscal year end is April 30.

     (b)  Cash and Cash Equivalents

          The Company considers all highly liquid instruments with a maturity of
          three  months  or less at the time of issuance to be cash equivalents.

     (c)  Long-lived Assets

          The  carrying  value  of  the  long-lived  assets is evaluated in each
          reporting  period  to determine if there were events or circumstances,
          which  would  indicate  a  possible  inability to recover the carrying
          amount.  Such  evaluation  is  based  on  various  analyses  including
          assessing  the  Company's  ability  to  bring  the related business to
          market,  related profitability projections and undiscounted cash flows
          which  necessarily  involves significant management judgment. Where an
          impairment  loss  has  been  determined  the  carrying  amount  is
          written-down  to fair market value. Fair market value is determined as
          the amount at which the license could be sold in a current transaction
          between  willing  parties.

     (d)  Basic and Diluted Net Income (Loss) Per Share

          The  Company  computes  net income (loss) per share in accordance with
          SFAS  No.  128,  "Earnings  per  Share"  (SFAS 128). SFAS 128 requires
          presentation  of both basic an diluted earnings per share (EPS) on the
          face  of  the  income statement. Basic EPS is computed by dividing net
          income  (loss)  available  to  common  shareholders (numerator) by the
          weighted average number of shares outstanding (denominator) during the
          period.  Diluted  EPS  gives  effect  to all dilutive potential common
          shares  outstanding  during  the period including stock options, using
          the  treasury stock method, and convertible preferred stock, using the
          if-converted method. In computing Diluted EPS, the average stock price
          for  the period is used in determining the number of shares assumed to
          be  purchased  from the exercise of stock options or warrants. Diluted
          EPS  excludes  all  dilutive  potential shares if their effect is anti
          dilutive.


                                      F-4
<PAGE>
Gentry Resources, Inc.
(A Development Stage Company)
Notes to the Financial Statements
(expressed in U.S. dollars)

2.   Summary  of  Significant  Accounting  Policies  (continued)

     (e)  Use of Estimates

          The  preparation  of  financial  statements  in  conformity  with U.S.
          generally  accepted  accounting principles requires management to make
          estimates  and  assumptions that affect the reported amounts of assets
          and liabilities and disclosure of contingent assets and liabilities at
          the  date  of  the  financial  statements  and the reported amounts of
          revenues  and expenses during the periods. Actual results could differ
          from  those  estimates.

     (f)  Financial Instruments

          The  carrying  value  of  accounts  payable,  accrued  liabilities and
          advances  from  a  related  party  approximate  fair  value due to the
          relatively  short  maturity  of  these  instruments.

     (g)  Recent Accounting Pronouncements

          In  June  2001, SFAS No. 141, "Business Combinations," was approved by
          the  Financial  Accounting  Standards  Board  ("FASB").  SFAS  No. 141
          requires  that  the  purchase  method  of  accounting  be used for all
          business  combinations  initiated  after  June  30, 2001. Goodwill and
          certain  intangible assets will remain on the balance sheet and not be
          amortized.  On  an  annual  basis, and when there is reason to suspect
          that  their values have been diminished or impaired, these assets must
          be  tested  for  impairment,  and  write-downs  may  be necessary. The
          Company implemented SFAS No. 141 on July 1, 2001 and its impact is not
          expected  to  be  material  on  its  financial  position or results of
          operations.

          In  June  2001,  SFAS No. 142, "Goodwill and Other Intangible Assets,"
          was approved by FASB. SFAS No. 142 changes the accounting for goodwill
          from  an  amortization method to an impairment-only approach. SFAS No.
          142  is  effective for fiscal years beginning after December 15, 2001.
          Amortization of goodwill, including goodwill recorded in past business
          combinations,  will cease upon adoption of this statement. The Company
          will adopt SFAS No. 142 on May 1, 2002. The effect of adoption of this
          standard on the Company's results of operations and financial position
          is  being  evaluated.

          In  June  2001,  the  FASB  issued SFAS No. 143, "Accounting for Asset
          Retirement  Obligation."  SFAS  No.  143 is effective for fiscal years
          beginning  after June 15, 2002, and will require companies to record a
          liability for asset retirement obligations in the period in which they
          are  incurred,  which  typically  could  be upon completion or shortly
          thereafter.  The  FASB decided to limit the scope to legal obligations
          and  the  liability  will  be recorded at fair value. The Company will
          adopt  SFAS  No.  143  on  May 1, 2003. The effect of adoption of this
          standard  on  the  Company's  results  of  operations  and  financial
          positions  is  being  evaluated.

          In  August  2001,  the  FASB  issued SFAS No. 144, "Accounting for the
          Impairment  or  Disposal  of  Long-Lived  Assets."  SFAS  No.  144  is
          effective  for  fiscal  years  beginning  after  December 15, 2001. It
          provides  a  single  accounting  model  for  long-lived  assets  to be
          disposed  of  and replaces SFAS No. 121 "Accounting for the Impairment
          of  Long-Lived  Assets  and  Long-Lived Assets to Be Disposed Of." The
          Company will adopt SFAS No. 144 on May 1, 2002. The effect of adoption
          of  this standard on the Company's results of operations and financial
          position  is  being  evaluated.


                                       F-5
<PAGE>
Gentry Resources, Inc.
(A Development Stage Company)
Notes to the Financial Statements
(expressed in U.S. dollars)

2.   Summary of Significant Accounting Policies (continued)

     (g)  Recent  Accounting  Pronouncements  (continued)

          In  June,  2002,  FASB  issued  SFAS  No.  146,  "Accounting for Costs
          Associated  with  Exit or Disposal Activities". The provisions of this
          Statement  are  effective  for  exit  or  disposal activities that are
          initiated  after December 31, 2002, with early application encouraged.
          This  Statement addresses financial accounting and reporting for costs
          associated  with  exit  or  disposal activities and nullifies Emerging
          Issues  Task  Force  (EITF) Issue No. 94-3, "Liability Recognition for
          Certain  Employee  Termination  Benefits  and  Other  Costs to Exit an
          Activity  (including Certain Costs Incurred in a Restructuring)". This
          Statement requires that a liability for a cost associated with an exit
          or disposal activity be recognized when the liability is incurred. The
          Company  will  adopt  SFAS  No.  146 on January 1, 2003. The effect of
          adoption  of  this standard on the Company's results of operations and
          financial  position  is  being  evaluated.

          FASB  has  also issued SFAS No. 145 and 147 but they will not have any
          relationship  to the operations of the Company therefore a description
          of  each  and their respective impact on the Company's operations have
          not  been  disclosed.

     (h)  Interim  Financial  Statements

          These interim unaudited financial statements have been prepared on the
          same  basis  as  the annual financial statements and in the opinion of
          management,  reflect  all  adjustments,  which  include  only  normal
          recurring  adjustments,  necessary  to  present  fairly  the Company's
          financial  position,  results  of  operations  and  cash flows for the
          periods  shown.  The  results  of  operations for such periods are not
          necessarily  indicative of the results expected for a full year or for
          any  future  period.


3.   License

     The  Company's  only asset is a license to distribute and produce an oxygen
     enriched water product, called "Biocatalyst," for remediation of sewage and
     waste  water  in septic tanks and waste water treatment facilities, and for
     other  similar  uses,  and  the  rights  accruing  from  this  license. The
     Company's  original  business  plan was to determine the feasibility of the
     Biocatalyst  sewage  and waste remediation application, and, if Biocatalyst
     proved  to be feasible for this application, become a Biocatalyst producer.
     The  Company acquired the three-year license from Mortenson & Associates on
     April  28, 1999 by issuing 2,000,000 shares at a fair market value of $.001
     or  $2,000.  The general partner of Mortenson & Associates is also a spouse
     of  a  former  director  and officer of the Company. Mortenson & Associates
     acquired  its  right  to  sublicense  Biocatalyst  to  the  Company from NW
     Technologies.

     The Company filed a Form S-1 Registration Statement with the SEC on July 2,
     1999,  which  was  subsequently  amended  but  never declared effective. In
     December,  1999,  David  R.  Mortenson,  Mortenson & Associates' principal,
     notified  the  Company  that  he  was  involved  in a legal dispute with NW
     Technologies,  and  would  be  unable  to fulfill his obligations under the
     license to the Company. As a result, the Company's ability to implement its
     business  plan  was  seriously  undermined,  and  on February 10, 2000, the
     Company  requested  withdrawal  of  its Form S-1 Registration Statement. On
     February  18,  2000, Mortenson & Associates, the Company, and the Company's
     sole shareholder, Michael Kirsh, entered into a settlement agreement. Under
     the  terms  of the settlement agreement, Mortenson & Associates' affiliate,
     Vitamineralherb.com  will  grant  to  Mr.  Kirsh  a  license  to distribute
     vitamins  and  similar products in part for his agreement not to pursue his
     individual  claims against Mortenson & Associates. The settlement agreement
     provides  that  Mortenson will prosecute his claims against NW Technologies
     diligently,  with  a  goal  toward  recovering  the  Biocatalyst  rights.


                                       F-6
<PAGE>
Gentry Resources, Inc.
(A Development Stage Company)
Notes to the Financial Statements
(expressed in U.S. dollars)


     Pursuant to the settlement agreement, the Company has retained its right to
     prosecute its claims against Mortenson & Associates for breach of contract.
     The  Company  has  no  plans  to  pursue  a  claim  at  this  time.


4.   Related Party Transactions/Balances

     (a)  The  License  referred  to  in  Note  3  was  sold to the Company by a
          partnership  whose  general  manager  is  the  spouse  of  the  former
          Secretary/Treasurer  of  the  Company  and  a  former  director  for
          consideration  of 2,000,000 shares for total fair market consideration
          of  $2,000.  These  shares  were  paid  evenly  to  the  ten partners.

     (b)  The  amount  owing  to  the  President  of the Company is non-interest
          bearing,  unsecured  with  no  fixed  terms  of  repayment.

     (c)  The  Company  has  received  donated  services  and  overhead from the
          President  of  the  Company  valued at $500 per month for services and
          $250  per  month  for  overhead.


                                      F-7
<PAGE>
     Item 2.    Management's Discussion and Analysis or Plan of Operation.

     The following discussion and analysis of Gentry Resources' financial
condition and results of operations should be read in conjunction with the
financial statements and accompanying notes and the other financial information
appearing elsewhere in this report. The statements contained in this section
include projections of future results and "forward-looking statements" as that
term is defined in the Exchange Act. All statements that are included in this
report, other than statements of historical fact, are forward-looking
statements. Although management believes that the expectations reflected in
these forward-looking statements are reasonable, it can give no assurance that
such expectations will prove to have been correct. Important factors that could
cause actual results to differ materially from the expectations are disclosed in
this report, including, without limitation, general business conditions.

     OVERVIEW

Gentry Resources is a blank check company whose plan of operation over the next
twelve months is to seek and, if possible, acquire an operating business or
valuable assets by entering into a business combination.

Gentry Resources remains in the development stage and, since inception, has
experienced no significant change in liquidity or capital resources or
shareholders' equity. Consequently, Gentry Resource's balance sheet as of
October 31, 2002, reflects total assets of nil.

The Company is a development stage company as defined in Statement of Financial
Accounting Standards No. 7, "Accounting and Reporting by Development Stage
Enterprises." The Company has not been operational, other than occasionally
searching for a business or venture to acquire, as described below, or had
revenues other than interest income since its inception. All losses accumulated
since inception have been considered as part of the Company's development stage
activities.

The Company's business plan is to merge with or acquire a business entity in
exchange for the Company's securities. The Company has no particular acquisition
in mind and has not entered into any negotiations regarding such an acquisition.

Management anticipates seeking out a target company through solicitation. Such
solicitation may include newspaper or magazine advertisements, mailings and
other distributions to law firms, accounting firms, investment bankers,
financial advisors and similar persons, the use of one or more World Wide Web
sites and similar methods. No estimate can be made as to the number of persons
who will be contacted or solicited. Management may engage in such solicitation
directly or may employ one or more other entities to conduct or assist in such
solicitation. Management and its affiliates will likely pay referral fees to
consultants and others who refer target businesses for mergers into public
companies in which management and its affiliates have an interest. Payments
would be made if a business combination occurs, and may consist of cash or a
portion of the stock in the Company retained by management and its affiliates,
or both.

The Company's purpose is to seek, investigate and, if such investigation
warrants, acquire an interest in a business entity which desires to seek the
perceived advantages of a corporation which has a class of securities registered


<PAGE>
under the Exchange Act. The Company will not restrict its search to any specific
business, industry, or geographical location and the Company may participate in
a business venture of virtually any kind or nature. Management anticipates that
it will be able to participate in only one potential business venture because
the Company has nominal assets and limited financial resources.  This lack of
diversification should be considered a substantial risk to the shareholders of
the Company because it will not permit the Company to offset potential losses
from one venture against gains from another.

The Company will not restrict its search for any specific kind of business
entity, but may acquire a venture which is in its preliminary or development
stage, which is already in operation, or in essentially any stage of its
business life. It is impossible to predict at this time the status of any
business in which the Company may become engaged, in that such business may need
to seek additional capital, may desire to have its shares publicly traded, or
may seek other perceived advantages which the Company may offer.

The Company may seek a business opportunity with entities which have recently
commenced operations, or which wish to utilize the public marketplace in order
to raise additional capital in order to expand into new products or markets, to
develop a new product or service, or for other corporate purposes. The Company
may acquire assets and establish wholly-owned subsidiaries in various businesses
or acquire existing businesses as subsidiaries.

The Company anticipates that the selection of a business opportunity in which to
participate will be complex and extremely risky. Management believes (but has
not conducted any research to confirm) that there are business entities seeking
the perceived benefits of a publicly registered corporation. Such perceived
benefits may include facilitating or improving the terms on which additional
equity financing may be sought, providing liquidity for incentive stock options
or similar benefits to key employees, increasing the opportunity to use
securities for acquisitions, providing liquidity for shareholders and other
factors. Business opportunities may be available in many different industries
and at various stages of development, all of which will make the task of
comparative investigation and analysis of such business opportunities difficult
and complex.

The Company has, and will continue to have, no capital with which to provide
cash or other assets to the owners of business entities. However, management
believes the Company will be able to offer owners of acquisition candidates the
opportunity to acquire a controlling ownership interest in a reporting company.

The analysis of new business opportunities will be undertaken by, or under the
supervision of, the sole officer and director of the Company, who is not a
professional business analyst. In analyzing prospective business opportunities,
management will consider such matters as the available technical, financial and
managerial resources; working capital and other financial requirements; history
of operations, if any; prospects for the future; the nature of present and
expected competition; the quality and experience of management services which
may be available and the depth of that management; the potential for further
research, development, or exploration; specific risk factors not now foreseeable
but which then may be anticipated to impact the proposed activities of the
Company; the potential for growth or expansion; the potential for profit; the
perceived public recognition or acceptance of products, services, or trades;
name identification; and other relevant factors.

Management of the any acquired business, which in all likelihood will not be
experienced in matters relating to the business of a target company, will rely
upon its own efforts in accomplishing the business purposes of the Company.


<PAGE>
Outside consultants or advisors may be utilized by the Company to assist in the
search for qualified target companies. If the Company does retain such an
outside consultant or advisor, any cash fee earned by such person will need to
be assumed by the target company, as the Company has limited cash assets with
which to pay such obligation.

A potential target company may have an agreement with a consultant or advisor
providing that services of the consultant or advisor be continued after any
business combination. Additionally, a target company may be presented to the
Company only on the condition that the services of a consultant or advisor be
continued after a merger or acquisition. Such pre-existing agreements of target
companies for the continuation of the services of attorneys, accountants,
advisors or consultants could be a factor in the selection of a target company.

In implementing a structure for a particular business acquisition, the Company
may become a party to a merger, consolidation, reorganization, joint venture, or
licensing agreement with another corporation or entity. It may also acquire
stock or assets of an existing business. On the consummation of a transaction,
it is likely that the present management and shareholder of the Company will no
longer be in control of the Company. In addition, it is likely that the
Company's officer and director will, as part of the terms of the acquisition
transaction, resign and be replaced by one or more new officers and directors.

It is anticipated that any securities issued in any such reorganization would be
issued in reliance upon exemption from registration under applicable federal and
state securities laws. In some circumstances, however, as a negotiated element
of its transaction, the Company may agree to register all or a part of such
securities immediately after the transaction is consummated or at specified
times thereafter. If such registration occurs, of which there can be no
assurance, it will be undertaken by the surviving entity after the Company has
entered into an agreement for a business combination or has consummated a
business combination and the Company is no longer considered a blank check
company. Until such time as this occurs, the Company will not register any
additional securities. The issuance of additional securities and their potential
sale into any trading market which may develop in the Company's securities may
depress the market value of the Company's securities in the future if such a
market develops, of which there is no assurance.

While the terms of a business transaction to which the Company may be a party
cannot be predicted, it is expected that the parties to the business transaction
will desire to avoid the creation of a taxable event and thereby structure the
acquisition in a "tax-free" reorganization under the Internal Revenue Code.

With respect to any merger or acquisition negotiations with a target company,
management expects to focus on the percentage of the Company which target
company shareholders would acquire in exchange for their shareholdings in the
target company. Depending upon, among other things, the target company's assets
and liabilities, the Company's shareholders will in all likelihood hold a
substantially lesser percentage ownership interest in the Company following any
merger or acquisition. The percentage of ownership may be subject to significant
reduction in the event the Company acquires a target company with substantial
assets. Any merger or acquisition effected by the Company can be expected to
have a significant dilutive effect on the percentage of shares held by the
Company's shareholders at such time.

The Company will participate in a business opportunity only after the
negotiation and execution of appropriate agreements. Although the terms of such
agreements cannot be predicted, generally such agreements will require certain


<PAGE>
representations and warranties of the parties thereto, will specify certain
events of default, will detail the terms of closing and the conditions which
must be satisfied by the parties prior to and after such closing, will outline
the manner of bearing costs, including costs associated with the Company's
attorneys and accountants, and will include miscellaneous other terms.

The Company will not acquire or merge with any entity which cannot provide
audited financial statements at or within a reasonable period of time after
closing of the proposed transaction. The Company is subject to all of the
reporting requirements included in the Exchange Act. Included in these
requirements is the duty of the Company to file audited financial statements as
part of a  Form 8-K to be filed with the Securities and Exchange Commission upon
consummation of a merger or acquisition, as well as the Company's audited
financial statements included in its annual report on 10-KSB.  If such audited
financial statements are not available for filing with the applicable Form 8-K
or Form 10-KSB, or if the audited financial statements provided do not conform
to the representations made by the target company, the closing documents may
provide that the proposed transaction will be voidable at the discretion of the
present management of the Company.

     PLAN OF OPERATION

During the period from July 17, 1998 through October 31, 2002, Gentry Resources
has engaged in no significant operations other than organizational activities
and preparation of a registration statement to become a reporting company under
the Securities Exchange Act of 1934, as amended (the "Exchange Act"). No
revenues were received by Gentry Resources during this period.

The Company is a "blank check" company. Management does not intend to undertake
any efforts to cause a market to develop in the Company's securities until such
time as the Company has successfully implemented its business plan.  The SEC
defines a blank check company as one which has no specific business or plan
other than to consummate an acquisition of or merge into another business or
entity. A number of states have enacted statutes, rules and regulations limiting
the sale of securities of "blank check" companies in their respective
jurisdictions. Additionally, some states prohibit the initial offer and sale as
well as any subsequent resale of securities of shell companies to residents of
their states. For this reason, management advises that any potential investor
who has an interest in the Company should consult their own counsel to determine
whether the state within which that investor resides prohibits the purchase of
shares of the Company in that jurisdiction.

The selection of a business opportunity in which to participate is complex and
risky. Additionally, as the Company has only limited resources, it may be
difficult to find favorable opportunities. There can be no assurance that the
Company will be able to identify and acquire any business opportunity which will
ultimately prove to be beneficial to the Company and its shareholders. The
Company will select any potential business opportunity based on management's
business judgment.

The Company filed an Exchange Act  registration statement on Form 10-SB in order
to make information concerning itself more readily available to the public.
Management believes that a reporting company under the Exchange Act could
provide a prospective merger or acquisition candidate with additional
information concerning the Company. In addition, management believes that this
might make the Company more attractive to an operating business opportunity as a
potential business combination candidate. As a result of filing the Form 10-SB


<PAGE>
in the past, the Company is obligated to file with the Commission certain
interim and periodic reports including an annual report containing audited
financial statements. The Company intends to continue to file these periodic
reports under the Exchange Act.

Any target acquisition or merger candidate of the Company will become subject to
the same reporting requirements as the Company upon consummation of any such
business combination. In the event that the Company successfully completes an
acquisition or merger with another operating business, the resulting combined
business must provide audited financial statements for at least the two most
recent fiscal years or, in the event that the combined operating business has
been in business less than two years, audited financial statements will be
required from the period of inception of the target acquisition or merger
candidate.

The Company has no recent operating history and no representation is made, nor
is any intended, that the Company will be able to carry on future business
activities successfully. Further, there can be no assurance that the Company
will have the ability to acquire or merge with an operating business, take
advantage of a business opportunity or acquire property that will be of material
value to the Company.

There is always a possibility that the Company may acquire or merge with a
business or company in which the Company's promoters, management, affiliates or
associates directly or indirectly have an ownership interest. There is no formal
existing corporate policy regarding such transactions, however, in such an
event, the Company will disclose any conflict of interest to its directors and
shareholders for purposes of determining whether to acquire or merge with such a
business. Management does not foresee or is aware of any circumstances under
which this policy may be changed.

The Company will not be restricted in its search for business combination
candidates to any particular geographical area, industry or industry segment,
and may enter into a combination with a private business engaged in any line of
business, including service, finance, mining, manufacturing, real estate, oil
and gas, distribution, transportation, medical, communications, high technology,
biotechnology or any other. Management's discretion is, as a practical matter,
unlimited in the selection of a business combination candidate. Management of
the Company will seek combination candidates in the United States and other
countries through existing associations and by word of mouth. This plan of
operation has been adopted in order to attempt to create value for the Company's
shareholders.

The Company at this time does not foresee generating any substantial revenue or
income over the next 12 months. The Company's main purpose and goal is to locate
and consummate a merger or acquisition with a private entity. The Company's
directors will be compensated with stock of any surviving Company subsequent to
a merger or acquisition with a private entity in an amount that has not been
determined at this time.

The Company has no commitment for any capital expenditure and foresees none.
However, the Company will incur routine fees and expenses incident to its
reporting duties as a public company, and it will incur expenses in finding and
investigating possible acquisitions and other fees and expenses in the event it
makes an acquisition or attempts but is unable to complete an acquisition. The
Company's cash requirements for the next 12 months are relatively modest,
principally accounting expenses and other expenses relating to making filings
required under the Exchange Act, which should not exceed $1,500 per fiscal
quarter. Any travel, lodging or other expenses which may arise related to


<PAGE>
finding, investigating and attempting to complete a combination with one or more
potential acquisitions could also amount to thousands of dollars.

The Company will only be able to pay its future debts and meet operating
expenses by raising additional funds, acquiring a profitable company or
otherwise generating positive cash flow. As a practical matter, the Company is
unlikely to generate positive cash flow by any means other than acquiring a
company with such cash flow. The Company believes that management members or
shareholders will loan funds to the Company as needed for operations prior to
completion of an acquisition. Management and the shareholders are not obligated
to provide funds to the Company, and it is not certain they will always want to
do so or be financially able to do so. The Company s shareholders and management
members who advance money to the Company to cover operating expenses will expect
to be reimbursed, either by the Company or by the company acquired, prior to or
at the time of completing a combination. The Company has no intention of
borrowing money to reimburse or pay salaries to any Company officer, director or
shareholder or their affiliates. There currently are no plans to sell additional
securities of the Company to raise capital, although sales of securities may be
necessary to obtain needed funds. The Company's current management and its
counsel have agreed to continue their services to the Company and to accrue the
debt owed by the Company for services and expenses and they expect payment
reimbursement only and not traditional compensation.

Should existing management or shareholders refuse to advance needed funds,
however, the Company would be forced to turn to outside parties to either loan
money to the Company or buy the Company securities. There is no assurance
whatever that the Company will be able at need to raise necessary funds from
outside sources. Such a lack of funds could result in severe consequences to the
Company, including among others:

     (1)  failure to make timely filings with the SEC as required by the
          Exchange Act, which also probably would result in deregistration or
          suspension of trading in the Company's stock and could result in fines
          and penalties to the Company;

     (2)  curtailing or eliminating the Company's ability to locate and perform
          suitable investigations of potential acquisitions; or

     (3)  inability to complete a desirable acquisition due to lack of funds to
          pay legal and accounting fees and acquisition-related expenses.

The Company hopes to require potential candidate companies to deposit
non-refundable funds with the Company that it can use to defray professional
fees and travel, lodging and other due diligence expenses incurred by the
Company's management related to finding and investigating a candidate company
and negotiating and consummating a business combination. There is no assurance
that any potential candidate will agree to make such a deposit.

The Company does not intend to do any product research or development. The
Company does not expect to buy or sell any real estate, plant or equipment
except as such a purchase might occur by way of a business combination that is
structured as an asset purchase, and no such asset purchase currently is
anticipated. Similarly, the Company does not expect to add additional employees
or any full-time employees except as a result of completing a business
combination, and any such employees likely will be persons already then employed
by the company acquired.

Going Concern Qualification By Our Independent Auditors.  In its Independent
-------------------------------------------------------


<PAGE>
Auditor's Report, Gentry Resources' independent auditors state that Gentry
Resources' failure to generate revenues and conduct operations since its
inception raise substantial doubt about Gentry Resources' ability to continue as
a going concern. Gentry Resources will require substantial working capital, and
currently has inadequate capital to fund its business. Gentry Resources may be
unable to raise the funds necessary for implementing its business plan, which
could severely limit its operations and cause its stock have little or no value.


RESULTS  OF  OPERATIONS

During the period from July 17, 1998 (inception) through October 31, 2002, the
Company has engaged in no significant operations other than accounting, legal
and filing costs associated with continuous disclosure requirements of the SEC.
The Company has also received the benefit of donated services from the sole
director and President of the Company valued at $500 per month and donated rent
and overhead valued at $200 per month.

The Company anticipates that it will not generate revenues other than interest
income, if any,  and may continue to operate at a loss in the future, depending
upon the performance of an acquired business.

LIQUIDITY  AND  CAPITAL  RESOURCES

We have no cash or other assets.  The Company remains in the development stage
and, since inception, has experienced no significant change in liquidity or
capital resources or stockholder's equity. Consequently, the Company's balance
sheet as of October 31, 2002 reflects current assets of $nil.

The Company will carry out its plan of business as discussed above. The Company
cannot predict to what extent its liquidity and capital resources will be
diminished prior to the consummation of a business combination or whether its
capital will be further depleted by the operating losses (if any) of the
business entity which the Company may eventually acquire.

The Company will need additional capital to carry out its business plan to
engage in a business combination. No commitments to provide additional funds
have been made by management or stockholders. Accordingly, there can be no
assurance that any additional funds will be available on terms acceptable to the
Company or at all. If the Company's cash assets prove to be inadequate to meet
its operational needs, the Company might seek to compensate providers of
services by issuances of stock in lieu of cash.


<PAGE>
Item 3.   Controls and Procedures

     Michael Kirsh, our Chief Executive Officer and Chief Financial Officer, has
concluded that our disclosure controls and procedures are appropriate and
effective. He has evaluated these controls and procedures as of a date within 90
days of the filing date of this report on Form 10-QSB. There were no significant
changes in our internal controls or in other factors that could significantly
affect these controls subsequent to the date of their evaluation, including any
corrective actions with regard to significant deficiencies and material
weaknesses.




<PAGE>
                                     Part II
                                OTHER INFORMATION

Item 1.        Legal  Proceedings.

               None.

Item 2.        Changes in Securities.

               None.

Item 3.        Defaults Upon Senior Securities.

               None.

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

               None.

Item 5.        Other Information.

               None.

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

               None.


<PAGE>
                                   SIGNATURES

     In accordance with the requirements of the Exchange Act, the registrant
     caused this report to be signed on its behalf by the undersigned thereunto
     duly authorized.

                                             Gentry Resources, Inc.


                                        ________________________________________
Date:  March 3, 2003                    By:  Michael  Kirsh
                                        /s/  Michael Kirsh
                                        Director, Chief Executive Officer, Chief
                                        Financial Officer and President


<PAGE>
CERTIFICATION OF CHIEF EXECUTIVE OFFICER

I,  Michael  Kirsh,  certify  that:
1. I have reviewed this quarterly report on Form 10-QSB of Gentry Resources,
Inc. Gentry Resources, 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 statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this quarterly
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
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 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
functions):
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
6. The registrant's other certifying officers and I have indicated in this
quarterly report whether 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.

Date: March 3, 2003

___________________________
Michael Kirsh
/s/ Michael Kirsh, Chief Executive Officer


<PAGE>
CERTIFICATION OF CHIEF FINANCIAL OFFICER

I,  Michael  Kirsh,  certify  that:
1. I have reviewed this quarterly report on Form 10-QSB of Gentry Resources,
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 statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this quarterly
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
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 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
functions):
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
6. The registrant's other certifying officers and I have indicated in this
quarterly report whether 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.
Date: Mach 3, 2003

______________________
Michael Kirsh
/s/ Michael Kirsh, Chief Financial Officer


<PAGE>
Certification of Chief Executive Officer of Gentry Resources, Inc. pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002 and Section 1350 of 18 U.S.C. 63.

I, Michael Kirsh, the Chief Executive Officer of Gentry Resources, Inc. hereby
certify that Gentry Resources, Inc. periodic report on Form 10-QSB and the
financial statements contained therein fully complies with the requirements of
Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or
78o(d) and that information contained in the periodic report on Form 10-QSB and
the financial statements contained therein fairly represents, in all material
respects, the financial condition and results of the operations of Gentry
Resources, Inc.

Date: March 3, 2003

______________________
Michael  Kirsh
/s/ Michael Kirsh, Chief Executive Officer




Certification of Chief Financial Officer of Gentry Resources, Inc. pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002 and Section 1350 of 18 U.S.C. 63.

I, Michael Kirsh, the Chief Financial Officer of Gentry Resources, Inc. hereby
certify that Gentry Resources, Inc. periodic report on Form 10-QSB and the
financial statements contained therein fully complies with the requirements of
Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or
78o(d) and that information contained in the periodic report on Form 10-QSB and
the financial statements contained therein fairly represents, in all material
respects, the financial condition and results of the operations of Gentry
Resources, Inc.

Date: March 3, 2003

_______________________
Michael Kirsh
/s/ Michael Kirsh, Chief Financial Officer


<PAGE>