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 Quarter Ended June 30, 2003



Or



[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange

Act of 1934 For the Transition Period from



________ to _______



Commission file number 33-948884



Coates International, Ltd.

(Exact Name of Registrant as Specified in its Charter)



Delaware                                      		 22-2925432

(State or other Jurisdiction of                       (I.R.S. Employer

Incorporation or Organization)                       Identification No.)



Highway 34 & Ridgewood Road, Wall Township, New Jersey 07719

(Address of Principal Executive Office) (Zip Code)



(732) 449-7717

(Registrant's telephone number including area code)

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.

Yes [X] No [  ]

As of June 30, 2003, there were 265,203,440 shares of the Registrant's common stock were issued and outstanding.



INDEX

PAGE

NUMBER

-------------

PART  1  -  FINANCIAL INFORMATION

Item 1   Financial Statements (unaudited)

Consolidated Balance Sheet

- June 30, 2003                                                 					1

Consolidated Statements of Operations

- Three months ended June 30, 2003 and 2002                     			2

Consolidated Statements of Cash Flows

- Three months ended June 30, 2003 and 2002                     			3

Notes to Consolidated Financial Statements                   	    	            4



Item 2   Management's Discussion and Analysis of Financial Condition

and Results of Operations                                   			           5-8

Item 3   Controls and Procedures                                          			           --



PART II  -  OTHER INFORMATION                                                                       9

Item 1.	Legal Proceedings							   	9

Item 2.	Changes in Securities						 		9

Item 3.	Defaults upon Senior Securities					            9

Item 4.	Submission of Matters to a Vote of Security Holders		            9

Item 5.	Other Information							            9

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

SIGNATURES                                                                			          10



Certifications pursuant to Sections 906 and 302 of the

Sarbanes-Oxley Act of 2002                                           			      11 - 13





Coates International, Ltd. and Subsidiary



Financial Statements



June 30, 2003







Coates International, Ltd. and Subsidiary

Index to the Financial Statements

June 30, 2003













Page



Financial Statements

Condensed Balance Sheet		1

Condensed Statements of Operations		2

Condensed Statements of Cash Flows		3

Notes to the Condensed Financial Statements		4

Coates International, Ltd. and Subsidiary

Condensed Consolidated Balance Sheet

June 30, 2003

(Unaudited)

|Assets                                                                                                    |  |   |             
|--------------------------------------------------------------------------------------------------------- |  | - | ------------
|Current Assets                                                                                            |  |   |             
|Cash                                                                                                      |  | $ | 740,526     
|Inventory                                                                                                 |  |   | 475,344     
|Deferred offering costs                                                                                   |  |   | 44,870      
|Total Current Assets                                                                                      |  |   | 1,260,740   
|Property, Plant and Equipment - Net of accumulated depreciation of $558,262                               |  |   | 1,649,517   
|Other Assets                                                                                              |  |   | 9,729       
|Mortgage loan costs, net of accumulated amortization of $55,131                                           |  |   | 2,500       
|Deposits                                                                                                  |  |   |             
|Total Assets                                                                                              |  |   | 2,922,486   
|Liabilities and Stockholders-Equity (Deficit)                                                             |  |   |             
|Current Liabilities                                                                                       |  |   |             
|Current portion of mortgage payable                                                                       |  |   | 4,770       
|Accounts payable and accrued expenses                                                                     |  |   | 854,602     
|Due to officer                                                                                            |  |   | 1,000       
|Total Current Liabilities                                                                                 |  |   | 860,372     
|                                                                                                          |  |   |             
|Customer deposits                                                                                         |  |   | 4,500       
|License deposits                                                                                          |  |   | 940,000     
|Mortgage payable, net of current portion                                                                  |  |   | 869,635     
|Total Liabilities                                                                                         |  |   | 2,674,507   
|                                                                                                          |  |   |             
|Minority interest                                                                                         |  |   | 56,118      
|Stockholders' Equity (Deficit)                                                                            |  |   |             
|Common stock, $.00001par value, 1,000,000,000 shares authorized, 265,203,440shares issued and outstanding |  |   | 2,652       
|Additional paid-in capital                                                                                |  |   | 15,716,740  
|Accumulated deficit                                                                                       |  |   | (15,527,531)
|Total Stockholders' Deficiency                                                                            |  |   | 191,861     
|Total Liabilities and Stockholders' Deficiency                                                            |  | $ | 2,922,486   

See notes to the condensed financial statements.

Coates International, Ltd. and Subsidiary

Condensed Statements of Operations

(Unaudited)



|                                                     |                           |             |      |            
|---------------------------------------------------- | ------------------------- | ----------- | ---- | -----------
|Three Months Ended
June 30,                          | Six Months Ended
June 30,
|2003                                                 |                           | 2002        | 2003 |            
|                                                     |                           |             |      |            
|Operating Expenses:                                  |                           |             |      |            
|Research and development costs - related party       | $                         | 31,000      | $    | -          
|Research and development costs                       |                           | 18,267      |      | 121,256    
|General and administrative expenses                  |                           | 293,468     |      | 1,155,322  
|Depreciation and amortization expense                |                           | 19,049      |      | 13,949     
|Total Operating Expenses                             |                           | 361,784     |      | 1,290,527  
|(Loss) From Operations                               |                           | (361,784)   |      | (1,290,527)
|Other Income (Expense):                              |                           |             |      |            
|Interest income                                      |                           | 816         |      | 4,505      
|Interest expense                                     |                           | (47,486)    |      | (23,185)   
|Gain on sale of equipment                            |                           | -           |      | 2,800      
|Total Other Income (Expense)                         |                           | (46,670)    |      | (15,880)   
|                                                     |                           |             |      |            
|Minority interest in subsidiary                      |                           | 43,881      |      | -          
|                                                     |                           |             |      |            
|Net (Loss) Before Benefit
From Income Taxes          |                           | (364,573)   |      | (1,306,407)
|                                                     |                           |             |      |            
|Benefit From Income Taxes                            |                           | -           |      | -          
|Net (Loss)                                           | $                         | (364,573)   |      | (1,306,407)
|(Loss) Per Share                                     |                           | 0.00        |      | 0.00       
|Weighted Average Number of Common Shares Outstanding |                           | 265,121,494 |      | 264,850,996







See notes to the condensed financial statements.











Coates International, Ltd. and Subsidiary

Condensed Statements of Cash Flows

(Unaudited)



|                                          |   |          
|----------------------------------------- | - | ---------
|Six Months Ended
June 30,                
|2003                                      |   | 2002     
|                                          |   |          
|Cash Flow From Operating Activities       | $ | (870,639)
|Cash Flow From Investing Activities       |   | -        
|Cash Flow From Financing Activities       |   |          
|Proceeds from issuance of common stock    |   | 550,000  
|Repayment of mortgage payable             |   | (18,102) 
|Net Cash Provided by Financing Activities |   | 531,898  
|Net Increase (Decrease) in Cash           |   | (338,741)
|Cash - Beginning of Periods               |   | 1,079,267
|Cash - End of Periods                     | $ | 740,526  







































See notes to the condensed financial statements.



Coates International, Ltd. and Subsidiary

Notes to the Condensed Financial Statements



NOTE 1 -BASIS OF PRESENTATION



The accompanying unaudited condensed financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Item 310 of Regulation S-B.  Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements.  In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included.  Operating results for the three and six months ended June 30, 2003 are not necessarily indicative of the results that may be expected for the year ended December 31, 2003.  The unaudited condensed financial statements should be read in conjunction with the consolidated financial statements and footnotes thereto included in the Company's annual report on Form 10-KSB for the year ended December 31, 2003.



NOTE 2 - ACQUISITION



On April 30, 2003, the Company acquired 50+% of the outstanding voting stock of Coates Motorcycle Company, Ltd.  Accordingly, the results of operations for Coates Motorcycle Company, Ltd. have been included in the accompanying consolidated financial statements from that date forward.  The acquisition was made to allow Coates Motorcycle Company, Ltd. to manufacture and sell the Coates Motorcycle.  Pursuant to the agreement, the Company granted the exclusive sub- license for North, South and Central America and their territories to manufacture and sell the Coates Motorcycle in exchange for 50+% of the common shares of Coates Motorcycle Company, Ltd.  In addition, the Company has an anti-dilution right and shall receive a royalty fee of $50 for each unit sold.



The minority interest of Coates Motorcycle Company, Ltd. is owned by George Coates, Gregory Coates and the Coates Trust. Their interest was acquired in exchange for the world wide (excluding North, South and Central America) license to manufacture and sell the Coates Motorcycle.



Pro forma amounts have not been included as Coates Motorcycle Company, Ltd. was an inactive company with no assets or liabilities prior to the acquisition.



NOTE 3 - CAPITAL STOCK



During the three months ending June 2003, the Company issued 110,000 shares of its restricted common stock at a price of $5.00 per share to two accredited investors for cash proceeds of $550,000.



NOTE 4 - SUBSEQUENT EVENTS



In July 2003 the Company issued an aggregate of 23,750 shares of its restricted common stock having a fair market value on date of issuance of $118,750 to two financial consultants for services rendered.  Also, in July of 2003, the Company raised an aggregate $300,000 through the sale of its common stock.













Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Except for historical information, the Company's reports to the Securities and Exchange Commission on Form 10-KSB and Form 10-QSB and periodic press releases, as well as other public documents and statements, contain "forward-looking statements" within the meaning of Section 21E of the Securities Exchange Act of 1934. Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied by the statements. These risks and uncertainties include general economic and business conditions, development and market acceptance of the Company's products, current dependence on Well to Wire Energy, Inc. and other risks and uncertainties identified in the Company's reports to the Securities and Exchange Commission, periodic press releases, or other public documents or statements.

Readers are cautioned not to place undue reliance on forward-looking statements. The Company undertakes no obligation to republish or revise forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrences of unanticipated events.

Background

Coates International Ltd. (CIL, or the Company) is a Delaware corporation organized in October 1991 by George J. Coates as the successor in interest to a Delaware corporation of the same name incorporated in August 1988.

CIL has completed the development of a spherical rotary valve SRV Engine (the "Coates SRV Engine"), the development of which was initiated by its founder, George J. Coates, for use in internal combustion engines of all types. With respect to the Coates SRV Engine, seven applicable United States patents (the "Coates Patents") have been issued to George J. Coates. CIL holds an exclusive license from George J. Coates and his son Gregory Coates, to manufacture, sell and grant sub-licenses with respect to products based on the Coates Patents, within all of the countries, their territories and possessions, comprising North America, South America and Central America (the "License Areas"). Agreements between George J. Coates, Gregory Coates, and CIL also contain certain non-compete clauses and rights relative to royalties received from Nicholson McLaren or from Noble Motor Sport.

CIL has a 14-year operating history, during which it has primarily devoted its attention to developing the technology associated with the Coates SRV Engine.

Agreements with Well to Wire Energy, Inc.

On September 29, 1999, CIL signed a license agreement (the "License Agreement") with Well to Wire Energy, Inc. ("WWE"), an oil and gas company in Canada, to license the exclusive use of V-8 cylinder engines modified with the Coates System to be fueled by natural gas to generate electrical power for the Country ofCanada (the "License Agreement") against payment of $5,000.000, of which a deposit payment in the amount of $300,000 was made. The agreement also provides for development and delivery of certain prototype engines under a separate research and development agreement between CIL and WWE, referred to as the "R&D Agreement", and stipulates that following the testing and delivery of the third prototype - a production model Coates Generator Engine - the balance of the license fee in the amount of $4,700,000 would be paid in 16 quarterly payments beginning 180 days after delivery.

Following due diligence investigation of the proposed applications for the production of electrical energy and the location of the engines in the natural gas fields or generation sites, it was agreed between CIL and Well to Wire Energy, Inc. that a larger engine modified with the Coates System would be more appropriate. Accordingly, CIL and Well to Wire agreed that CIL would research and develop a natural gas fed, 855 cubic inch, 6 cylinder, industrial electric generator engine(the "Coates Generator Engine").

Pursuant to further negotiations, CIL and WWE agreed that WWE would pay to CIL a $5,000,000 fee to research and develop a production model of the Coates Generator Engine. As part of the understanding between CIL and WWE under the R&D Agreement, CIL would develop a total of three prototype engines meeting these new specifications: two testing prototypes and one production model prototype. To date, Well to Wire Energy, Inc. has made aggregate payments of $1,200,000 to CIL for these prototypes, $250,000 of which was paid in calendar 1999; $845,000 of which was paid in fiscal year 2000, and $105,000 was paid during the first quarter in fiscal year 2001. The balance of $3,800,000 is due to be paid by from Well to Wire Energy, Inc. 180 days after delivery of the production model.

CIL has completed the construction and delivery of the first two prototypes and the basic construction of the third prototype, representing the production version of the Coates Generator Engine. The first two prototype Coates Generator Engines were delivered to Well to Wire Energy, Inc. in December, 2000 and April, 2001, respectively. The third prototype engine is currently undergoing testing and is expected to be completed during fiscal year 2003.

Agreement with McLean, England and Associates, LLC

During the first quarter of 2002 CIL negotiated a license arrangement with McLean, England and Associates, LLC ("McLean") which, on April 12, 2002, produced a final agreement that calls for $25,000,000 in license fees for specific uses of the Coates CSRV engine technology in certain applications, within the United States of America. Payment of the license fee is contingent upon the successful completion of tests of two prototype engines fitted with the CSRV system. The two prototype engines are currently in development. At the time of this submission, McLean has paid CIL a non-refundable deposit of $565,000 against the license fee, of which $25,000 and $540,000 were received during the first and second quarters of 2002, respectively. The entire amount of $565,000 has been recognized in the balance sheet at June 30, 2003, as a current liability, to be re-classified in subsequent periods as income.

Preliminary Agreement with Dominion International

During the quarter ended June 30, 2002 CIL commenced negotiations with a Florida-based group, Dominion International ("Dominion") for a license arrangement agreement covering specific uses of the Coates CSRV engine technology in certain applications, within the territory of the United States. During the quarter ended June 30, 2002, Dominion paid CIL a non-refundable deposit of $75,000, to be applied against the license fee and which amount has been recognized in the balance sheet at June 30, 2003, as a current liability; to be re-classified as income in future periods after the parties performed in accordance with the terms of the finalized agreement.

Results of Operations for the Three and Six Months Periods Ended June 30, 2003 and 2002

CIL's currently anticipated sources of revenues are the payments due to CIL from WWE under the R&D Agreement and the License Agreement, and the payments made and to be made under the agreements with  McLean and Dominion. Further payments are not scheduled until the completion of the testing and delivery to WWE of the third prototype, production model Coates Generator Engine. CIL has completed the basic construction of this production model and currently expects completion of testing and delivery to occur during the current fiscal year.  In addition, CIL expects to complete the development, testing and delivery of the two prototype engines to McLean, also during the current fiscal year.

Total operating expenses for the quarter ended June 30, 2003, were $361,784 compared to $1,290,527 for the second quarter in 2002.  This approximate $850,000 decrease is due primarily to the absence in the quarter of the  (i) $747,000 in payments made for patent filing and maintenance costs and (ii) the approximate $100,000 in payments made to litigation counsel during the second quarter of 2002. Research and development costs were  $18,267 and $121,256 for the quarters ended June 30, 2003  and 2002, respectively. This 85% decrease in research and development expense is attributable to the Company's focused research efforts expended last year developing the prototype engines for Well to Wire Energy, Inc., and McLean, England and Associates, LLC.

No revenues were generated during the quarter while general and administrative expenses remained fairly level with those of the second quarter last year, at approximately $300,000  (after eliminating last year's patent filing/maintenance costs and litigation counsel fees identified above). The Company expended $31,000 in payroll costs to a related party during the quarter ended June 30, 2003. CIL and subsidiary had a loss for the quarter of $364,573, or $.00 per share, as compared to a net loss of $1,306,407 for the second quarter of 2002.

Management expects the license agreements described above to contribute an increasing stream of revenues during the upcoming periods. There can be no assurance, however, that completion and testing of the various prototype engines can be completed in a satisfactory manner and within the anticipated time frames, and that other contributing factors will not prohibit or delay finalization and consummation of the agreements, in which case revenues in the short run would be limited to certain non-refundable deposit payments.

Liquidity and Capital Resources

During the quarter ended June 30, 2003, CIL received subscription proceeds of $550,000 in cash from 2 accredited investors for the issuance of 110,000 restricted common shares at the price of $5 per share. These subscription proceeds were primarily responsible for CIL's approximate 28% increase in its cash position from $578,398 at March 31, 2003 to $740,526 at June 30, 2003. This cash position at June 30, 2003 also reflects the approximate 65% decrease from the June 30, 2002 cash position of $2,106,277, the bulk of which was due at that time to CIL's receipt of $1,310,000 of investment cash and $615,000 in non-refundable cash deposits. CIL's cash is deposited in CIL's interest bearing bank accounts.  This amelioration of CIL's cash position from March 31, 2003, combined with the re-classification of  $940,000 in license deposits from current to long-term liabilities, deterioration of CIL's cash position and, hence its liquidity, is reflected in term liabilities at June 30, 2003, improved CIL's working capital position from a deficiency of $802,128 at March 31, 2003, to a positive $400,368 at June 30, 2003. CIL's current liabilities of $860,372 at June 30, 2003 are composed primarily of approximately $ 625,000 in litigation fees due one law firm, a contested approximate $77,000 bill due to an accounting firm and approximately $158,000 in accrued professional fees..

CIL has completed the basic construction of the last of the three prototype Coates Generator Engines for WWE, the production model, which is currently undergoing testing in connection with CIL's R&D Agreement and License Agreement with Well to Wire Energy, Inc. Management expects to be able to complete the testing of the production model and delivery to WWE during the current fiscal year, after which CIL expects to receive the balance of $3,800,000 from Well to Wire Energy, Inc under the R&D Agreement. Under this License Agreement, the balance due CIL of $4,700,00 is payable in equal quarterly payments over a four year period, commencing 180 days following delivery to WWE of the third prototype.  As well, CIL expects to complete the testing and the delivery of the two prototype engines pursuant to its license agreement with McLean and receive the license fee payments during the current fiscal year.  There can be no assurance, however, that these agreements, as well as those presently in negotiations with the other licensees, will be consummated in accordance with these expectations and that payments will be received as called for in the agreements.

During the second quarter, the Company organized a subsidiary, Coates Motorcycle Company, Ltd., to research and develop a heavy cruiser motorcycle equipped with the Coates SRV engine.  In connection with this project, on April 30, 2003, CIL executed and delivered an exclusive Sublicense Agreement to Coates Motorcycle Company, Ltd. ("Coates Motorcycle") in exchange for a 50+% equity ownership interest and anti-dilution right to maintain this majority ownership position.  In consideration for its receipt of this exclusive Sublicense Agreement, Coates Motorcycle issued 2,550,000 of its common shares to CIL and became its subsidiary.  Conjunctively, George J. Coates, Gregory G. Coates and the Coates Trust granted a non-exclusive license at the same time to Coates Motorcycle for a minority equity interest without any anti-dilution rights.



PART II - OTHER INFORMATION

Item 1. Legal Proceedings

There are no material legal proceedings pending against the Company.

Item 2 CHANGES IN SECURITIES

None

c)   sales of unregistered securities during the quarter ended June 30, 2003:

The Company accepted gross subscription proceeds in the amount of $550,000 from two accredited investors and issued a total of 110,000 restricted common shares to them for the subscription price of $5.00 per restricted common share.  These investments were made pursuant to the exemption from the registration requirements of the Securities Act of 1933, as amended (the "1933 Act") provided by Rule 506 of Regulation D promulgated thereunder.  The two accredited investors received certificates representing the common shares purchased bearing restrictive legends.

Item 3 DEFAULTS ON SENIOR SECURITIES

None

Item 4 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

No matters were submitted to shareholders for a vote during the quarter.

Item 5 OTHER INFORMATION

None

Item 6 EXHIBITS AND REPORTS ON FORM 8-K

(a) Exhibits:

(3)(i) Certificate of Incorporation and Amendments thereto as well as other corporate documents required to be filed as exhibits hereto are incorporated herein by reference to these documents filed as exhibits to the Company's current reports and annual reports previously filed with the Commission.

31.1  Certification of the Chief Executive Officer and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.



32.1 Certification of the Chief Executive Officer and Principal Financial Officer pursuant to Section 906 of the Sarbanes- Oxley Act of 2002.

(b) Reports on Form 8-K:        None.





SIGNATURES



Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Form 10-QSB for the quarter ended June 30, 2003 to be signed on its behalf by the undersigned, thereunto duly authorized.





Date:  June 19, 2003	 			COATES INTERNATIONAL, LTD.



By:_/s/ George J. Coates

George J. Coates, President

Chief Executive Officer and

Principal Financial Officer







31.1  Certification of the Chief Executive Officer and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.





CERTIFICATION



In connection with the Quarterly Report of Coates International, Ltd. (the "Company") on Form 10-QSB for the quarter ended June 30, 2003 filed with the Securities and Exchange Commission (the "Report"), I, George J. Coates, President, Chief Executive Officer and Principal Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:



1.  I have reviewed this quarterly report on Form 10-QSB of Coates International, Ltd..;



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. I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 15d-14) for the registrant and I 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; 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. I have disclosed, based on our most recent evaluation, to the registrant's auditors and the registrant's board of directors (which performs the equivalent function):



a)  all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and



b)  any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and















6. 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.



Dated:  June 19, 2003	                                   COATES INTERNATIONAL, LTD.

By:  _/s/ George J. Coates

George J. Coates

President, Chief Executive Officer

and Principal Financial Officer







































































32.1  Certification of the Chief Executive Officer and Principal Financial Officer pursuant to Section 906 of the Sarbanes- Oxley Act of 2002.





In connection with the Report of Coates International, Ltd.,  (the "Company") on Form 10-QSB for the for the quarter ended June 30, 2003 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, George J. Coates, President, Chief Executive Officer and Principal Financial Officer of the Company, certify pursuant to 18 U.S.C. section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002, that:

(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.



Dated:  June 19, 2003

_/s/ George J. Coates

George J. Coates, President, Chief Executive

Officer and Principal Financial Officer