---

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

**Form 10-QSB/A**

(Mark One)

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

For the quarterly period ended: **March 31, 2003**

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

For the transition period from_______ to________

Commission file number 0-4846-3

**LumaLite Holdings, Inc**.
(Exact name of small business issuer as specified in its charter)

378 North Main # 124, Layton, Utah 84061
(Address of principal executive offices)

(801) 497-9075
Issuer's telephone number

2810 Via Orange Way, Ste. B, Spring Valley, CA 91978
(Former name, address and fiscal year, if changed since last report.)

Check whether the registrant  filed all documents and reports  required to be filed by
Section 12, 13 or 15(d) of the  Securities  Exchange  Act of 1934 (1) during the preceding 12
months (or shorter  period that the  Registrant  was required  to file  such  reports),  and  (2) has
been  subject  to such  filing requirements for the past 90 days. Yes X No

State the number of shares  outstanding of each of the issuer's classes of common equity,  as
of the latest  practical  date:  Approximately 7,714,491 shares as of July 1, 2003

---

PART I

Item 1.  Financial Statements

INDEPENDENT ACCOUNTANT'S REPORT

To the Board of Directors and Shareholders
LumaLite Holdings, Inc.

We have reviewed the accompanying  balance sheets of LumaLite Holdings, Inc. as of March
31, 2003, and the related statement of operations for the three months  ended  March 31, 2003 and
2002 and the  statement  of cash flows for the three month periods ended March 31, 2003 and 2002.
These  financial  statements are the responsibility of the Company's management.

We conducted our review in accordance with standards established by the American  Institute
of  Certified  Public  Accountants.  A  review  of  interim financial  information consists principally
of applying analytical procedures to financial  data and making  inquiries of persons  responsible
for financial and accounting matters. It is substantially less in scope than an audit conducted in
accordance with generally accepted auditing standards, the objective of which is the  expression  of
an opinion  regarding the  financial  statements  taken as a whole. Accordingly, we do not express
such an opinion.

Based on our  review,  we are not aware of any  material  modifications that should be made
to the financial statements referred to above for them to be in conformity with accounting principles
generally accepted in the United States of America.

We have  previously  audited,  in accordance  with  auditing  standards generally  accepted  in
the  United  States of  America,  the  balance  sheet of LumaLite  Holdings,  Inc. as of December 31,
2002, and the related statements of operations, cash flows, and  stockholders'  equity for the year then
ended (not presented  herein);  and in our report dated  January 30, 2003,  we expressed an
unqualified  opinion  on  those  financial statements.   In  our  opinion,  the information set forth in
the accompanying balance sheet as of December 31, 2002, is fairly  stated,  in all material  respects,
in relation to the balance sheet from which it has been derived.

/s/ Robison, Hill & Co.
Certified Public Accountants
Salt Lake City, Utah
July 11, 2003



---

LUMALITE HOLDINGS, INC.
BALANCE SHEETS(Unaudited)

|                                                                                                                                                                    | March 31,

2003 | December 31,

2002
|------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------- | ------------------
|ASSETS                                                                                                                                                              | $       -       | $      -          
|                                                                                                                                                                    |                 |                   
|LIABILITIES AND

STOCKHOLDERS' EQUITY                                                                                                                               |                 |                   
|Current Liabilities:                                                                                                                                                |                 |                   
|Accounts Payable and Accrued Expenses                                                                                                                               | $     89,104    | $     5,000       
|Net liabilities of discontinued operations                                                                                                                          | -               | 221,556           
|Total Current Liabilities                                                                                                                                           | 89,104          | 226,556           
|Notes Payable                                                                                                                                                       | 358,773         | -                 
|Total Liabilities                                                                                                                                                   | 447,877         | 226,556           
|Stockholders' Equity                                                                                                                                                |                 |                   
|Preferred Stock, par value $.001 per share
Authorized 10,000,000 shares, None issued at
March 31, 2003 and December 31, 2002                                        | -               | -                 
|Common Stock, par value $.001 per share,
100,000,000 shares authorized, 7,714,490
shares issued at March 31, 2003 and 28,964,234
shares issued at December 31, 2002 | 7,715           | 28,964            
|Additional Paid-in Capital                                                                                                                                          | 97,448          | 312,978           
|Accumulated Deficit                                                                                                                                                 | (553,040)       | (568,498)         
|Total Stockholders' Equity                                                                                                                                          | (447,877)       | (226,556)         
|Total Liabilities and Stockholders' Equity                                                                                                                          | $ -             | $ -               
|                                                                                                                                                                    |                 |                   
|                                                                                                                                                                    |                 |                   

---



|                                                         | (Unaudited)

For the three months ended

March 31,
|-------------------------------------------------------- | --------------------------------------------------
|                                                         | 2003                                              
|Continuing operations:                                   |                                                   
|Revenues                                                 | $ -                                               
|Costs and expenses:                                      |                                                   
|General and administrative                               | 84,104                                            
|Interest                                                 | -                                                 
|Net income (loss) from continuing operations             | (84,104)                                          
|Discontinued operations:                                 |                                                   
|Income (Loss) from operations of discontinued
operations | (112,802)                                         
|Gain (Loss) on disposal of subsidiary (LumaLite,
Inc.)   | 212,364                                           
|Net Income (loss) from discontinued operations           | 99,562                                            
|Net Income (Loss)                                        | $           15,458                                
|Basic & Diluted loss per share                           |                                                   
|Income (Loss) from continuing operations                 | $           (0.01)                                
|Income (Loss) from discontinued operations               | 0.01                                              
|Income (Loss) per Share                                  | $ -                                               

See accompanying notes and accountants' report.

---

LUMALITE HOLDINGS, INC.
STATEMENTS OF CASH FLOWS

|                                                                                      | (Unaudited)

For the three months ended

March 31,
|------------------------------------------------------------------------------------- | --------------------------------------------------
|                                                                                      | 2003                                              
|CASH FLOWS FROM OPERATING ACTIVITIES:                                                 |                                                   
|Net Income (Loss)                                                                     | $          15,458                                 
|Change in net liabilities of discontinued operations                                  | -                                                 
|Loss from operations of discontinued operations                                       | 112,802                                           
|Gain on disposal of subsidiary                                                        | (212,364)                                         
|Adjustments necessary to reconcile net loss to net cash used
in operating activities: |                                                   
|Increase (decrease) in accounts payable                                               | 84,104                                            
|Net Cash Used in continuing operations                                                | -                                                 
|CASH FLOWS FROM INVESTING ACTIVITIES:                                                 |                                                   
|Net cash provided by (used) investing activities                                      | -                                                 
|CASH FLOWS FROM FINANCING ACTIVITIES:                                                 |                                                   
|Net Cash Provided by Financing Activities                                             | -                                                 
|Net (Decrease) Increase in Cash and Cash Equivalents                                  | -                                                 
|Cash and Cash Equivalents at Beginning of Period                                      | -                                                 
|Cash and Cash Equivalents  at End of Period                                           | $ -                                               
|SUPPLEMENTAL DISCLOSURE OF CASH FLOW
INFORMATION:                                     |                                                   
|Cash paid during the period for:                                                      |                                                   
|Interest                                                                              | $ -                                               
|Franchise and income taxes                                                            | $ -                                               
|SUPPLEMENTAL DISCLOSURE OF NON-CASH
INVESTING AND

FINANCING ACTIVITIES:              |                                                   
|See footnote 5                                                                        |                                                   

See accompanying notes and accountants' report.

---

LUMALITE HOLDINGS, INC.
NOTES TO FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED MARCH 31, 2003 AND 2002

NOTE 1 - NATURE OF OPERATIONS AND GOING CONCERN

The accompanying  financial  statements have been prepared on the basis of accounting
principles applicable to a "going concern",  which assume that the Company  will  continue in
operation  for at least one year and will be able to realize  its assets  and  discharge  its  liabilities
in the  normal  course of operations.

Several conditions and events cast doubt about the Company's ability to continue as a "going
concern".  The Company incurred net losses of approximately $432,000 for the year ended December
31, 2002, currently has a liquidity problem and requires additional financing in order to finance its
business activities on an ongoing basis. The Company is actively pursuing alternative financing and
has had discussions  with various third parties,  although no firm  commitments have been obtained.

The  Company's  future  capital  requirements  will  depend on numerous factors  including,
but not  limited  to,  the  search  for a  suitable  merger candidate.

These  financial  statements do not reflect  adjustments  that would be necessary  if the
Company  were unable to continue as a "going  concern".  While management believes that the
actions already taken or planned, will mitigate the adverse conditions and events which raise doubt
about the validity of the "going concern" assumption used in preparing these financial  statements,
there can be no assurance that these actions will be successful.

If the  Company  were unable to  continue  as a "going  concern",  then substantial adjustments
would be necessary to the carrying values of assets, the reported amounts of its liabilities, the
reported revenues and expenses, and the balance sheet classifications used.

The  Company  has  ceased  all  operations  except to attempt to settle liabilities and to seek
a new business opportunity.  Currently,  the Company has not determined which industry to pursue
opportunities  and will not do so until such time as those uncertainties presently facing the Company
are resolved.

NOTE 2 - GENERAL

The notes to the consolidated  financial  statements as of December 31, 2002,  as set forth in
LumaLite  Holdings,  Inc.'s  2002  Annual  Report on Form 10-KSB,  substantially apply to these
interim consolidated  financial statements and are not repeated here.

---

LUMALITE HOLDINGS, INC.
NOTES TO FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED MARCH 31, 2003 AND 2002
(Continued)

NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

This summary of  accounting  policies for  LumaLite  Holdings,  Inc. is presented to assist in
understanding  the Company's  financial  statements.  The accounting policies conform to generally
accepted accounting principles and have been consistently applied in the preparation of the financial
statements.

Interim Reporting

The  unaudited  financial  statements  as of March 31, 2003 and for the three month  periods
ended March 31, 2003 and 2002  reflect,  in the opinion of management,  all adjustments  (which
include only normal recurring  adjustments) necessary to fairly state the financial  position and
results of operations  for the three  months.  Operating  results for interim  periods are not
necessarily indicative of the results which can be expected for full years.

Cash and Cash Equivalents

For purposes of the statement of cash flows, the Company  considers all highly liquid debt
instruments purchased with a maturity of three months or less to be cash equivalents to the extent
the funds are not being held for investment purposes.

Income Taxes

The  Company  has a net  operating  loss for income  taxes.  Due to the regulatory  limitations
in  utilizing  the loss,  it is  uncertain  whether the Company  will be able to  realize a benefit  from
these  losses.  Therefore,  a deferred  tax  asset  has  not  been  recorded.  There  are no  significant
tax differences requiring deferral.

Concentration of Credit Risk

The  Company has no  significant  off-balance-sheet  concentrations  of credit  risk such as
foreign  exchange  contracts,  options  contracts  or other foreign hedging arrangements.

Reclassifications

Certain  reclassifications  have  been  made  in  the  March  31,  2002 financial statements to
conform with the March 31, 2003 presentation.

---

LUMALITE HOLDINGS, INC.
NOTES TO FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED MARCH 31, 2003 AND 2002
(Continued)

NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Pervasiveness of Estimates

The  preparation of financial  statements in conformity  with generally accepted  accounting  principles
required  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 reporting period. Actual results could differ from
those estimates.

Loss per Share

The  reconciliations  of the numerators and  denominators  of the basic loss per share computations are
as follows:

Income           Shares                 
Per-Share
                                                                                
(Numerator)   (Denominator)          
Amount
                                                                                  
For the three months ended March 31, 2003
Income (Loss) per Share
Continuing operations                                                    
$          (84,104)      18,339,362       
$           (0.01)

Discontinued operations                                                       
99,562           18,339,362        
0.01

Income (Loss) to common shareholders                            
$           15,458                
18,339,362      $                -

For the three months ended March 31, 2002

Basic Income (Loss) per Share
Continuing operations                                                       
$          (22,509)                      
28,964,234     $                -

Discontinued operations                                                      
(68,872)                    
28,964,234           -

Income (Loss) to common
shareholders                             
$          (91,381)                  
28,964,234        $                -

The  effect  of   outstanding   common  stock   equivalents   would  be anti-dilutive for March 31, 2003
and 2002 and are thus not considered.

NOTE 4 - LEASES

As of March 31, 2003, all activities of the Company have been conducted by  corporate  officers  from
either  their  homes,  business  offices  or  the professional offices of its legal counsel.  Currently,  there are
no outstanding debts  owed by the  company  for the use of these  facilities  and  there are no commitments
for future use of the facilities.

---

LUMALITE HOLDINGS, INC.
NOTES TO FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED MARCH 31, 2003 AND 2002
(Continued)

NOTE 5 - DIVESTITURE OF LUMALITE, INC. AND DISCONTINUED OPERATIONS

LumaLite Holdings,  Inc. (formerly Consil Corp.) And LumaLite,  Inc., a wholly  owned
subsidiary  of LumaLite  Holdings,  Inc.,  concluded  an Exchange Agreement on March 14th , 2003
which  effectively  returns  LumaLite,  Inc. to a non-public entity. This action was taken due to the
fact that LumaLite Holdings, Inc. was unable to raise the capital  necessary to properly fund
LumaLite,  Inc. and establish a liquid market for LumaLite Holdings,  Inc.'s shareholders.  As a
result,  LumaLite,  Inc. has incurred substantial debt that in turn is having an adverse effect on the
market for LumaLite  Holdings,  Inc. stock.  17,800,000 of shares  of common  stock  are to be
canceled  as  agreed  upon in the  Exchange Agreement.

During  February  2003,  the  Company  divested  itself  of  all of its subsidiaries  resulting  in
a gain on disposal  of  discontinued  operations  of $212,364.  Additionally,  3,449,744  shares that
were issued in  cancellation of debt in 2002,  have been  canceled.  This  resulted  in  $358,773  in
debt being reinstated on the Company's balance sheet.

The assets and liabilities of the abandoned  subsidiaries  consisted of the following:

February 14,          December 31,                                                                                                     
2003                          
2002

Assets

Current assets                                                         
$         605,497                      
$          757,463

Net fixed assets                                                            
10,851                        
85,451

Other assets                                                               
308,662                       
223,940

Total Assets                                                               
925,010                    
1,066,854

Liabilities:

Current liabilities                                                       
1,379,873                  
1,288,410

Net liabilities of discontinued operations                 
$        (454,863)                 
$         (221,556)

---

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

This  quarterly  report  contains  certain  forward-looking  statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section  21E of the  Securities
Exchange  Act of 1934,  as  amended,  which are intended  to be covered  by the safe  harbors
created  thereby.  Investors  are cautioned that all forward-looking statements involve risks and
uncertainty,  including  without  limitation,  the  ability  of the  Company  to continue its expansion
strategy,  changes in costs of raw materials,  labor, and employee  benefits,  as well  as  general
market  conditions,  competition  and pricing.  Although the Company  believes  that the
assumptions  underlying  the forward-looking   statements  contained  herein  are  reasonable,   any
of  the assumptions could be inaccurate,  and therefore,  there can be no assurance that the forward-
looking statements  included in this quarterly report will prove to be  accurate.  In  light  of  the
significant  uncertainties  inherent  in  the forward-looking  statements  included herein,  the
inclusion of such information should not be regarded as a presentation by the Company or any other
person that the objectives and plans of the Company will be achieved.

As used herein the term "Company" refers to LumaLite Holdings,  Inc., a Nevada corporation
and its predecessors, unless the context indicates otherwise.

Business of the Company and its Subsidiaries:

Beginning in late 2001 and  continuing  through early 2003, the Company entered  into a series
of  transactions  that it  believed  would  result in the Company  resuming  business  operations,
although in a significantly  different industry  than the  traditional  industries  in which the Company
had  operated.

Those transactions include the following:

In December  2001,  the Company  entered into a merger  agreement  with LumaLite, Inc.
("LumaLite").  LumaLite is a California corporation that develops and manufactures dental products.

In early  January,  2002 the Company  completed a private  placement of shares with three
accredited investors for $500,000.

In March 2002, the Company's  stockholders  approved, and in April 2002 the Company
effected,  a number of corporate  actions that  management  believes would enhance the Company's
business  operations  following the merger with LumaLite.  Those actions included changing the
corporate name from ConSil  Corp." to  "LumaLite  Holdings,  Inc.",  effecting  a 25 for 1 reverse  split of
outstanding  shares of common  stock,  amending  and restating  the articles and bylaws and
changing  domicile from Idaho to Nevada.

In  connection  with the merger of  LumaLite,  the Company  converted a significant  amount
of debt into shares of common  stock and one of the principal  shareholders  contributed  its  holdings
to  the  Company's capital.

During  February 2003, the Company  divested  itself of LumaLite,  Inc. through  an  Exchange
Agreement  in which  LumaLite  agreed  to cancel 17,800,000 shares of common stock.

o        The Company has not determined  which industry to pursue  opportunities  and will not do so
until  such  time as those  uncertainties  presently facing the Company are resolved.

Management  believes  these  actions  had a  beneficial  effect  on the Company's financial
position. Some of the transactions described below occurred, or are  anticipated  to occur,  after
March 31,  2003,  the closing  date of the period covered by this report. The Company has included
descriptions of these matters in this report to provide a more balanced description of the Company's
operations, business and prospects on a going-forward basis.

All of the executive  officers and directors of the Company have either resigned or been
removed from office for failure to appear at meetings as of the date of this report,  with the
exception of Mr. Scott  Hosking,  who is now the sole executive officer and director of the Company.

The Company is in the  process of  attempting  to identify  and acquire favorable  business
opportunities.  The Company has  reviewed  and  evaluated a number of business  ventures for
possible  acquisition or  participation  by the Company.  Other than  previously  mentioned the
Company has not entered into any agreement,  nor does it have any  commitment or  understanding
to enter into or become  engaged in a  transaction  as of the date of this  filing.  The  Company
continues to investigate,  review,  and evaluate business  opportunities as they become  available
and will  seek to  acquire  or  become  engaged  in  business opportunities at such time as specific
opportunities warrant.

During the period  covered by this report,  the Company  conducted only minimal business
operations. The Company currently has no employees.

---

Results of Operations

Plan of  Operations  - The  Company  historically  engaged in mining or mining-related
activities.  The Company was  initially  formed to hold  certain mining  properties known as the
Silver Summit Mine, but in 1995 the property was sold  to  Sunshine   Precious   Metals,   Inc.,
which  filed  for  Chapter  11 reorganization in 2000 and which has subsequently shut down its
operations.

Following  the sale of the  Silver  Summit  mine in 1995,  the  Company engaged in mineral
exploration and acquisition activities,  primarily in Mexico. Those efforts were unsuccessful.

During  2002  the  Company  engaged  in  the  business  of  developing, manufacturing  and
selling advanced medical devices for the dental industry that used  the  Company's  proprietary
technology.   Following  divestiture  of  its subsidiary and for the first quarter of 2003 the Company
discontinued all active business operations. The Company is currently seeking a new business
opportunity to merge or acquire.

The  Company  may  incur   significant   post-merger   or   acquisition registration  costs in the
event  management  wishes to  register  a portion  of acquisition  shares for subsequent sale. The
Company will also incur significant legal and accounting  costs in connection with the merger
including the costs of preparing Forms 8-K, agreements and related reports and documents.

The Company may not have sufficient  funds to undertake any significant development,
marketing and manufacturing of the products acquired. Accordingly, following the merger, the
Company will, in all likelihood,  be required to either seek debt or equity financing or obtain funding
from third parties, in exchange for which the Company may be required to give up a substantial
portion of its shares. There is no assurance that the Company will be able either to obtain additional
financing or interest  third  parties in  providing  funding for the further  development, marketing and
manufacturing of the Company's products.

During  February  2003,  the  Company  divested  itself  of  all of its subsidiaries  resulting  in
a gain on disposal  of  discontinued  operations  of $212,364.  Additionally, 3,449,744 shares of
common stock of the Company that were issued in connection with the cancellation of debt in 2002,
have been cancelled.  This resulted in $358,773 in debt being reinstated on the Company's balance
sheet.

Capital Resources and Liquidity

As currently structured the Company does not generate  operations.  The Company  expects
its current  administrative  expenses will be financed  through various  forms of  financing  such as
the  sale of  additional  equity  and debt securities.  There are no assurances  that such  financing  will
be available on terms acceptable or favorable to the Company.

Item 3.  Controls and Procedures

The  Company's  Chief  Executive   Officer  and  Chief  Financial  Officer  have concluded,  based
on an evaluation  conducted within 90 days prior to the filing date of this  Quarterly  Report on Form
10- QSB, that the  Company's  disclosure controls and  procedures  have  functioned  effectively  so
as to provide  those officers the information necessary to evaluate whether:

(i) this Quarterly  Report on Form 10-QSB contains any untrue statement  of a material fact or
omits 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 on Form 10-QSB, and

(ii) the financial statements, and other financial information included in this Quarterly Report
on Form 10-QSB, fairly present in all material respects the financial condition,  results of operations
and cash flows of the Company as of, and for, the periods  presented in this Quarterly Report on
Form 10-QSB.

There have been no significant  changes in the Company's internal controls or in other  factors  since
the  date of the  Chief  Executive  Officer's  and  Chief Financial Officer's  evaluation that could
significantly  affect these internal controls,   including  any   corrective   actions  with  regard  to
significant deficiencies and material weaknesses.

---

PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

None/Not Applicable.

ITEM 2.  CHANGES IN SECURITIES

None/Not Applicable.


ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

None/Not Applicable.

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

None/Not Applicable.

ITEM 5.  OTHER INFORMATION

None/Not Applicable.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)      EXHIBITS

99.1     Certification  Pursuant to 18 U.S.C.  Section 1350, As Adopted Pursuant
to Section 906 of the Sarbanes-Oxley Act of 2002.

99.2     Certification  Pursuant to 18 U.S.C.  Section 1350, As Adopted Pursuant
to Section 906 of the Sarbanes-Oxley Act of 2002.



---

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, this 18th  day of July, 2003.

LumaLite Holdings, Inc.

/s/ Scott Hosking

Scott Hosking
President and Director
(Principal Executive Officer)
(Principal Financial and Accounting Officer)

---

I, Scott Hosking, certify that:

1.       I have  reviewed  this  quarterly  report  on form  10-QSB/A  of LumaLite, Holdings, 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.

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:

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.

6.       The  registrant's   other  certifying   officers  and  I  have indicated in this  quarterly
report whether or not there were  significant  changes in internal  controls or in other factors that
could significantly affect internal controls subsequent to the date of our most recent evaluation,
including  any  corrective  actions  with  regard  to  significant deficiencies and material weaknesses.

Date: July 18, 2003

s/ Scott Hosking

(Principal Executive Officer)
(Principal Financial and Accounting Officer)

---

CEO Certification
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In  connection  with the  Quarterly  Report of LumaLite  Holdings,  Inc. on Form10-QSB/A for the
period  ending March 31, 2003, as filed with the  Securities  and Exchange Commission on the date
hereof (the "Report"), I certify, pursuant to 18 U.S.C.  Section 1350, as adopted  pursuant to Section
906 of the  Sarbanes-Oxley Act of 2002, that, to the best of my knowledge and belief:

(1)      the Report fully  complies  with the  requirements  of Section
13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)      the information  contained in the Report fairly  presents,  in
all material respects,  the financial  condition and result of operations of the Company.

Date: July 18, 2003



---

Exhibit 99.2

CFO Certification
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In  connection  with the  Quarterly  Report of LumaLite  Holdings,  Inc. on Form 10-QSB/A for the
period  ending March 31, 2003, as filed with the  Securities  and Exchange Commission on the date
hereof (the "Report"), I certify, pursuant to 18 U.S.C.  Section 1350, as adopted  pursuant to Section
906 of the  Sarbanes-Oxley Act of 2002, that, to the best of my knowledge and belief:

(1)      the Report fully  complies  with the  requirements  of Section
13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)      the information  contained in the Report fairly  presents,  in
all material respects,  the financial  condition and result of operations of the Company.



/s/ Scott Hosking
Scott Hosking, President
Principal Financial Officer

---