================================================================================

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

                                   FORM 10-QSB

(Mark One)

|X|   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

                  For the quarterly period ended June 30, 2003

|_|   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 0-2660

                             NAPTAU GOLD CORPORATION
        (Exact name of small business issuer as specified in its charter)

         Delaware                                    22-3386947
(State or other jurisdiction of                    (IRS Employer
 incorporation or organization)                  Identification No.)

                               5391 Blundell Road
                                   Richmond BC
                                 Canada V7C 1H3
                    (Address of principal executive offices)

                                 (604) 277-5252
                           (Issuer's telephone number)

              (Former name, former address and former fiscal year,
                         if changed since last report)

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: 6,133,500 shares of Common Stock,
$.001 par value, were outstanding, as of August 12, 2003.

Transitional Small Business Disclosure Format (check one):       Yes |_|  No |X|

================================================================================


<PAGE>

                                   Form 10-QSB

                                      INDEX

                                                                           Page
                                                                          Number

"Safe Harbor" Statement....................................................  1

PART I. FINANCIAL INFORMATION..............................................  2

Item 1. Balance Sheets.....................................................  2

        Statements of Operations and Deficit...............................  3

        Statements of Cash Flows...........................................  4

        Notes to Financial Statements......................................  5

Item 2. Plan of Operation..................................................  6

Item 3. Controls and Procedures ...........................................  6


PART II OTHER INFORMATION .................................................  6

Item 2. Changes in Securities .............................................  6

Item 3. Defaults under Senior Securities ..................................  6

Item 5. Other Information .................................................  6

        SIGNATURES.........................................................  7

        Certification .....................................................  8

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

        Exhibit 2 - PRESENTAION TO THE STOCK HOLDERS

        Exhibit 31 & 32 - CERTIFICATION


<PAGE>


"Safe Harbor" Statement

Cautionary Statement for purposes of the "Safe Harbor" Provisions of the Private
Securities Litigation Reform Act of 1995. With the exception of historical
matters, the matters discussed in this report are forward-looking statements
that involve risks and uncertainties that could cause actual results to differ
materially from projections or estimates contained herein. Such forward-looking
statements include statements regarding status of discussions with third
parties, the ability of the Company to advance discussions to the next level of
negotiation, the ability of the Company to advance to formal agreement with
third parties, planned levels of development, exploration and other
expenditures, anticipated production and schedules for development. Factors that
could cause actual results to differ materially include, among others, decisions
and activities related to future agreements, unanticipated delays or other
problems, conclusion of feasibility studies, changes in project parameters or
plans, the timing and receipt of governmental approvals, the failure of parties
or processes to operate in accordance with specifications or expectations,
delays in closings or start-up dates, environmental costs and risks, as well as
other factors described elsewhere in this Form 10-QSB. Most of these factors are
beyond the Registrant's ability to predict or control. The Registrant disclaims
any obligation to update any forward-looking statement made herein.


                                        1

<PAGE>

PART 1. FINANCIAL INFORMATION

Item 1. Financial Statements

NAPTAU GOLD CORPORATION
Balance Sheets
(expressed in United States dollars)

                                                  June 30, 2003    June 30, 2002
                                                  -------------    -------------
Assets
Current assets
   Cash                                            $        75      $        98
                                                   -----------      -----------
                                                   $        75      $        98
                                                   ===========      ===========
Liabilities and Shareholders' Equity

Current liabilities:
   Accounts payable and accrued liabilities        $   746,468      $   648,278
   Loans payable                                       188,089          179,006
   Loans payable to related parties                     77,992           67,649
                                                   -----------      -----------
                                                   $ 1,012,549      $   894,933
Shareholders' equity
   Capital stock
      Authorized:
         5,000,000 preferred shares with a par
            value of $0.001 per share
         20,000,000 common shares with a par
            value of $0.001 per share
   Issued and outstanding:
     5,933,500 common shares                             6,134            6,134
   Additional paid-in capital                        1,582,105        1,582,105
   Deficit                                          (2,600,713)      (2,483,074)
                                                   -----------      -----------
                                                   $(1,012,474)     $  (894,835)
                                                   -----------      -----------
                                                   $        75      $        98
                                                   ===========      ===========

See accompanying notes to financial statements.


                                       2

<PAGE>

NAPTAU GOLD CORPORATION
Statements of Operations and Deficit
(expressed in United States dollars)

<TABLE>
<CAPTION>
                                         Six Months Ended               Three months Ended
                                   Jun 30, 2003    Jun 30, 2002    Jun 30, 2003    Jun 30, 2002
                                   ------------    ------------    ------------    ------------
<S>                                    <C>              <C>             <C>             <C>
Expenses:

     Interest and financing            18,852           6,405           4,924           3,203

     Management salary                 45,000          45,000          22,500          22,500

     Professional fees                  2,061           2,539             896             818

     Office and administrative          4,099           1,733           2,564           1,037

     Stock grant program                   --             200              --             200

     Expense recoveries               (14,071)             --         (14,071)             --

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

Loss for the period                   (55,941)        (55,877)        (16,813)        (27,758)

Deficit, beginning of period       (2,544,772)     (2,427,197)     (2,583,900)     (2,455,316)
                                   ----------      ----------      ----------      ----------
Deficit, end of period             (2,600,713)     (2,483,074)     (2,600,713)     (2,483,074)
                                   ==========      ==========      ==========      ==========

Loss per share                     $   (0.009)         (0.009)         (0.003)         (0.004)
                                   ==========      ==========      ==========      ==========
</TABLE>

See accompanying notes to financial statements.


                                       3

<PAGE>

NAPTAU GOLD CORPORATION
Statements of Cash Flows
(expressed in United States dollars)

<TABLE>
<CAPTION>
                                                   Six Months Ended              Three Months Ended
                                           Jun 30, 2003    Jun 30, 2002    Jun 30, 2003    Jun 30, 2002
                                           ------------    ------------    ------------    ------------
<S>                                        <C>               <C>              <C>            <C>
Cash generated from (used in):

Operations:

     Loss for the period                   $  (55,941)       (55,877)         (16,813)       (27,758)

     Add items not involving cash:
          Stock grant program expenses             --            200               --            200

     Changes in non-cash
         operating working capital:

   Accounts payable and
          accrued liabilities                  53,058         44,273           23,396         23,118
                                           ----------      ---------         --------      ---------
                                               (2,883)       (11,404)           6,583         (4,440)
Financing:

     Contracts payable                         (4,224)         6,405           (9,147)         3,203

     Loans payable to
         related parties                        7,084          4,766            2,568            252
                                           ----------      ---------         --------      ---------
                                                2,860         11,171           (6,579)         3,455
                                           ----------      ---------         --------      ---------
Increase in cash                                  (23)          (233)               4           (985)

Cash, beginning of period                          98            331               71          1,083
                                           ----------      ---------         --------      ---------
Cash, end of period                                75             98               75             98
                                           ==========      =========         ========      =========
</TABLE>

See accompanying notes to financial statements.


                                       4


<PAGE>


NAPTAU GOLD CORPORATION
Notes to Financial Statements
June 30,2003

1.    The Company and basis of presentation:

            Naptau Gold Corporation (the "Company") was formed under the laws of
      the State of Delaware on January 8, 1988 and was inactive until 1995 when
      it entered into an agreement to acquire certain mineral properties. The
      operation of the mineral properties was unsuccessful and as at December
      31, 1999 the Company entered into a recission and release agreement
      whereby all assets previously acquired, including staked placer leases and
      related production equipment located on the properties, were conveyed back
      in consideration for the release from all related debts and obligations.
      The Company agreed to transfer all exploration account balances for
      Canadian tax purposes relating to the operation of the mineral properties.
      At present the Company holds no interest in any mineral properties.

            The Company's principal business activity was the exploration and
      development of mineral properties and is presently engaged in researching,
      independently or jointly, opportunities in technology related areas.

            The financial statements presented herein as of June 30, 2003 and
      for the six month periods ending June 30, 2003 and 2002 are unaudited and,
      in the opinion of management, include all adjustments (consisting only of
      normal and recurring adjustments) necessary for a fair presentation of
      financial position and results of operations. Such financial statements do
      not include all of the information and footnote disclosures normally
      included in audited financial statements prepared in accordance with
      generally accepted accounting principles.

            Results of operations for the six-month period ended June 30, 2003
      are not necessarily indicative of the results that may be expected for the
      full year ended December 31, 2003. It is suggested that these financial
      statements be read in conjunction with the financial statements and notes
      thereto included in the Company's 2002 Annual Report on Form 10-KSB.

            These financial statements have been prepared on the basis of
      accounting principles applicable to a going concern. At June 30, 2003, the
      Company had a working capital deficiency of approximately $1,000,000, a
      significant portion of which is due to related parties. The Company's
      continuing operations and the ability of the Company to discharge its
      liabilities are dependent upon the continued financial support of its
      related parties and the ability of the Company to obtain the necessary
      financing to meet its liabilities as they come due.


                                          5

<PAGE>

Item 2. Plan of Operation

The Company historically engaged in the acquisition, exploration and development
of mineral properties. As an outcropping of its exposure to the mineralogy,
metallurgy, environmental, and health concerns related to the extraction,
recovery and use of minerals, and drawing upon the experience and knowledge
brought to the Company by its Directors and Officers, the Company is pursuing
the commercial exploitation of such knowledge. In addition, it is researching,
independently or jointly, opportunities in technology related areas. During the
quarter the Company did present a plan for re-organization (See Exhibit 2 and
Item 4(c)) to the Stock Holders for their confirmation. The necessary confirming
votes were not received but there was enough positive communication received
from the Stock Holders to consider modifying the presentation and thereby being
able to produce successful results. The management is in the progress of this
critique at present.

To date the management has provided the funds required to meet current costs
therefore Naptau has not incurred new debt other than that due to shareholders,
Officers and/or Directors and the accruals to existing debtors.

Item 3. Controls and Procedures

(a)   Evaluation of Disclosure Controls and Procedures.

      Within the 90 days prior to the date of this Report, we carried out an
      evaluation, under the supervision and with the participation of our
      management, including the Company's Chief Executive and Chief Financial
      Officer, of the effectiveness of the design and operation of our
      disclosure controls and procedures pursuant to Rule 13a-14 under the
      Securities Exchange Act of 1934, as amended. Based upon that evaluation,
      the Company's Chief Executive and Chief Financial Officer concluded that
      our disclosure controls and procedures are effective in timely alerting
      them to material information required to be included in our periodic
      filings with the U.S. Securities and Exchange Commission.

(b)   Changes in Internal Controls.

      There were no significant changes in our internal controls or in other
      factors that could significantly affect these internal controls subsequent
      to the date of our most recent evaluation.

PART II OTHER INFORMATION

Item 2. Changes in Securities

      On April 5, 2002 the Company issued 200,000 shares of common stock to
Directors of the Company pursuant to a Stock Grant Program dated June 30, 1995.

Item 3. Defaults upon Senior Securities

         Subsequent to June 30, 2003 the Company is in default of principal and
accrued interest on Contracts Payable of $141,139 due June 30, 2003. Costs of
$4,924 related to accrued interest on these accounts for the Quarter have been
included in the Operating Statement under Interest Expense.


                                       5
<PAGE>

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

a)    A Consent Vote of the Security Holders for the re-organization of the
      Company was mailed on or about June 26th, 2003 pertaining to Directors'
      Resolutions dated May 28, 2003. See Exhibit 2 attached to this filing for
      full details.

b)    As the resolutions did not receive the required majority consent no
      changes in the Directorships resulted. E. D. Renyk, L. E. Mear and L. Fix
      continue on as the Company's Directors.

c)    The resolutions were as follows:

            a.    Vote to Approve and Execute Certificate of Amendment of
                  Certificate of Incorporation,

            b.    Vote to Approve an Anti-Rollback Provision,

            c.    Vote to Issue Common Shares for Debt,

            d.    Vote to Issue S-8 Shares for Salary, and

            e.    Vote to Issue Shares to J. Greig and Add Three New Directors.

      All resolutions received the same distribution of votes as follows:

      Total Votes Eligible to be Cast                         6,133,500
      Consent votes received                                  1,230,400
      Dissenting votes received                               2,879,500
      No response                                             2,023,600

      Eventhough there was no requirement for return of non-consenting votes the
      above dissenting voting documents were returned with the majority
      converying the opinion that indicated they were not opposed to a
      re-organization, but only to some or the lack thereof of the specifics as
      were presented. The Directors have done follow-ups with most of the
      responders and are reviewing the suggestions received.

Item 5. Other Information

On June 30, 1995 the Company entered into a five year employment agreement with
the President of the Company which expired June 30, 2000 with the agreement that
the President of the Company continue with his duties and responsibilities until
a new contract is authorized by the Board of Directors.


                                       6
<PAGE>

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                          NAPTAU GOLD CORPORATION


                                          /s/ Edward D. Renyk
                                          ----------------------------
Dated: August 13, 2003                    By: Edward D. Renyk, CA
                                          President and
                                          Principal Accounting Officer


                                       7
<PAGE>

Item 6. Exhibits and Reports on Form 8-K

      a)    Exhibits: The following Exhibits are furnished as part of this
            report.

            * 2 - Presentation to the Stock Holders for a Consent Vote

            * 31 & 32 - Certification

      b)    During the quarter for which this report is filed the Company did
            not file any reports on Form 8-K

      * Filed herewith


                                       8