U.S. Securities and Exchange Commission
                             Washington, D.C. 20549

                                  Form 10-QSB/A
                                 Amendment No. 1


(Mark One)

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

                For the quarterly period ended September 30, 2003

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

       For the transition period from __________________ to ______________

Commission file number: 1-14219

                       Microwave Transmission Systems, Inc
-------------------------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

Texas                                                           75-2197372
-------------------------------------------------------------------------------
(State or other jurisdiction                            (IRS Employer
 of incorporation or organization)                          Identification No.)

         541 Sterling Drive, Richardson, TX                     75081
-------------------------------------------------------------------------------
      (Address of principal executive offices)                  (Zip Code)

                                 (972) 669-0591
-------------------------------------------------------------------------------
                         (Registrant's telephone number)

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

         Check whether the issuer (1) filed all reports required 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 X No ____


                      APPLICABLE ONLY TO CORPORATE ISSUERS

         State the number of shares outstanding of each of the issuer's classes
of common equity, as of November 1, 2003: 11,828,880




<PAGE>



PART I - FINANCIAL INFORMATION
Item 1. Financial Statements

                      MICROWAVE TRANSMISSION SYSTEMS, INC.
                                AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS
                                     ASSETS
<TABLE>
<CAPTION>

                                                                                     (Unaudited)
                                                                                    September 30,     December 31,
                                                                                        2003              2002
                                                                                    -------------    --------------

CURRENT ASSETS
<S>                                                                               <C>                <C>
   Cash and cash equivalents                                                      $        -         $       94,262
   Marketable securities                                                                    1,502             1,502
   Accounts receivable-trade, net of allowance for doubtful accounts of
     $46,490 and $22,637, at September 30, 2003 and December 31, 2002,
       respectively                                                                     4,299,375         2,910,098
   Unbilled receivables                                                                   372,674           177,104
   Jobs in progress                                                                     1,843,239           322,574
   Inventories                                                                            713,425           620,939
   Prepaid and other current assets                                                       240,914           265,503
   Refundable income taxes                                                                 11,680            33,900
                                                                                    -------------    --------------

         Total current assets                                                           7,482,809         4,425,882

   PROPERTY AND EQUIPMENT                                                               6,247,035         5,554,399
     Less accumulated depreciation and amortization                                    (2,318,699)       (1,761,313)
                                                                                    -------------    --------------

         Net property and equipment                                                     3,928,336         3,793,086

   OTHER ASSETS
     Goodwill                                                                           5,082,183         5,082,183
     Deferred income taxes                                                                 13,740            13,740
     Other assets                                                                          38,864            57,990
                                                                                    -------------    --------------

       Total other assets                                                               5,134,787         5,153,913
                                                                                    -------------    --------------

         Total assets                                                             $    16,545,932    $   13,372,881
                                                                                    =============    ==============
</TABLE>


The accompanying notes are an integral part of the consolidated financial
statements.
                                        1
<PAGE>


                      MICROWAVE TRANSMISSION SYSTEMS, INC.
                                AND SUBSIDIARIES
                     CONSOLIDATED BALANCE SHEETS (Continued)
<TABLE>
<CAPTION>


                                                                                     (Unaudited)
                                                                                    September 30,     December 31,
         LIABILITIES AND SHAREHOLDERS' EQUITY                                           2003              2002
                                                                                    -------------    --------------

   CURRENT LIABILITIES
<S>                                                                               <C>              <C>
     Line of credit                                                               $     2,548,761  $      1,765,019
     Current portion of long-term debt                                                    582,801           533,010
     Accounts payable                                                                   1,929,052           333,426
     Accrued liabilities                                                                  342,982           456,170
     Deferred revenue                                                                      63,375            25,446
     Income taxes payable                                                                 328,429           208,402
     Deferred income tax                                                                  475,173           475,173
                                                                                    -------------    --------------

         Total current liabilities                                                      6,270,573         3,796,646
                                                                                    -------------    --------------

   LONG-TERM LIABILITIES
     Long-term debt, less current portion                                               1,534,376         1,512,487
     Note payable to shareholder                                                          386,881           -
                                                                                    -------------    --------------

       Total long-term liabilities                                                      1,921,257         1,512,487

   COMMITMENTS AND CONTENGENCIES                                                            -              -

   SHAREHOLDERS' EQUITY
     Preferred stock, $0.001 par value, 10,000,000 shares authorized; none
       issued or outstanding
     Common stock $0.001 part value; 40,000,000 shares authorized;
       11,828,880 shares issued and outstanding                                            11,829            11,829
     Additional paid-in capital                                                         4,773,525         4,773,525
     Accumulated other comprehensive loss                                                 (19,200)          (19,200)
     Retained earnings                                                                  3,587,948         3,297,594
                                                                                    -------------    --------------

         Total shareholders' equity                                                     8,354,102         8,063,748
                                                                                    -------------    --------------

         Total liabilities and shareholders' equity                               $    16,545,932  $     13,372,881
                                                                                    =============    ==============
</TABLE>



The accompanying notes are an integral part of the consolidated financial
statements.
                                        2
<PAGE>


                      MICROWAVE TRANSMISSION SYSTEMS, INC.
                                AND SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>



                                          Three months ended Sept 30,             Nine months ended Sept 30,
                                                  (Unaudited)                             (Unaudited)
                                              2003           2002                   2003                2002
                                          -----------     -----------           -------------      ------------

<S>                                     <C>            <C>                   <C>                 <C>
Net sales                               $   6,152,186  $    5,716,429        $     15,034,242    $   15,225,273
Cost of sales                               3,790,087       3,511,148               9,723,252         8,856,663
                                          -----------     -----------           -------------      ------------

         Gross profit                       2,362,099       2,205,281               5,310,990         6,368,610

Operating expenses                          1,627,615       1,747,933               4,656,926         4,931,564
                                            ---------       ---------           -------------      ------------

         Operating income                     734,484         457,348                 654,064         1,437,046

Interest expense                               74,625          65,727                 188,529           151,395
                                          -----------     -----------           -------------      ------------

Income before income taxes                    659,859         391,621                 465,535         1,285,651

Income tax provision                          248,550         172,657                 175,181           506,959
                                          -----------     -----------           -------------      ------------

Net income                              $     411,309  $      218,964        $        290,354    $      778,692
                                          ===========     ===========           =============      ============

Net earnings per common share-
   basic and diluted                    $       0.03            0.02                    0.02              0.07
                                                ====            ====                    ====              ====

Weighted average number of
   common shares outstanding

         Basic                             11,828,880      11,828,880              11,828,880        11,828,880
                                           ==========      ==========              ==========        ==========

         Diluted                           11,828,880      11,853,286              11,828,880        11,860,697
                                           ==========      ==========              ==========        ==========
</TABLE>



The accompanying notes are an integral part of the consolidated financial
statements.
                                        3
<PAGE>


                      MICROWAVE TRANSMISSION SYSTEMS, INC.
                                AND SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>

                                                                                     Nine Months       Nine Months
                                                                                        Ended             ended
                                                                                    Sept 30, 2003     Sept 30. 2002
                                                                                    -------------    --------------
                                                                                     (Unaudited)      (Unaudited)

Cash flows from operating activities
<S>                                                                                <C>               <C>
    Net income                                                                     $       290,354   $      778,692
    Adjustments to reconcile net income to net cash used in
      operating activities:
      Depreciation and amortization                                                        569,773          628,820
      Gain on disposal or sale of property and equipment                                   (12,388)          -
      Deferred income taxes                                                                  -             (236,493)
      Gain on sale of securities                                                             -               (1,430)
      Changes in operating assets and liabilities:
        Accounts receivable - trade                                                     (1,389,277)          65,811
        Unbilled receivables                                                              (195,570)        (278,370)
        Jobs in progress                                                                (1,520,665)          23,889
        Inventory                                                                          (92,486)        (242,842)
        Prepaid and other current assets                                                    24,589           38,878
        Other assets                                                                        19,126           22,297
        Accounts payable                                                                 1,595,626         (421,403)
        Accrued liabilities                                                               (113,194)        (116,788)
        Refundable income tax                                                               22,220           -
        Deferred revenue                                                                    37,929           -
        Income taxes payable                                                               120,027           30,025
                                                                                     -------------     ------------

              Cash flows provided by (used in) operating activities                       (643,932)         291,086
                                                                                     -------------     ------------

Cash flows from investing activities
    Purchases of property and equipment                                                   (692,636)        (891,604)
    Payments received on notes receivable                                                    -                  166
                                                                                     -------------     ------------

              Cash flows used in investing activities                                     (692,636)        (891,438)
                                                                                     -------------     ------------

Cash flows from financing activities
    Proceeds from line of credit                                                         2,853,280           -
    Payments on line of credit                                                          (2,069,539)        (300,000)
    Borrowings of long-term debt, net                                                      494,494          504,422
    Repayment of long-term debt                                                           (422,810)          -
    Proceeds from note payable to shareholder                                              386,881           -
                                                                                     -------------     ------------

              Cash flows provided by financing activities                                1,242,306          204,422
                                                                                     -------------     ------------

Net in cash and cash equivalents                                                           (94,262)        (395,930)

Cash and cash equivalents, beginning of period                                              94,262          404,388
                                                                                     -------------     -------------

Cash and cash equivalents, end of period                                           $         -       $        8,458
                                                                                     =============     ============
</TABLE>



The accompanying notes are an integral part of the consolidated financial
statements.
                                        4
<PAGE>


NOTE 1.  BASIS OF PRESENTATION

The interim consolidated financial statements included herein have been prepared
by Microwave Transmission Systems, Inc. ("MTSI") or ("Company"), without audit,
pursuant to the rules and regulations of the Securities and Exchange Commission.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with accounting principles generally accepted
in the United States of America have been condensed or omitted pursuant to such
rules and regulations. In the opinion of the Company's management, the
accompanying interim consolidated financial statements reflect all adjustments
that are necessary for a fair presentation of the Company's financial position,
results of operations and cash flows for such periods. All such adjustments are
of a normal recurring nature. It is recommended that these interim consolidated
financial statements be read in conjunction with the consolidated financial
statements and the notes thereto included in the Company's annual financial
statements for the years ended December 31, 2002 and 2001. Results of operations
for interim periods are not necessarily indicative of results that may be
expected for any other interim periods or the full fiscal year.

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

NOTE 2.  COMPREHENSIVE INCOME (LOSS)
<TABLE>
<CAPTION>

                                                 Three months ended Sept 30,        Nine months ended Sept 30,
                                                  2003              2002             2003              2002
                                             --------------    -------------     -------------    -------------

<S>                                          <C>               <C>               <C>              <C>
Net income                                   $      411,309    $     218,964     $     290,354    $     778,692

Other comprehensive gain (loss):

Unrealized gain(loss)
on marketable securities                              -               (9,014)             -             (14,693)
                                               ------------     --------------    -------------    -------------

Comprehensive income (loss)                  $      411,309    $     209,950     $     290,354    $     763,999
                                              --------------    -------------     -------------    -------------
</TABLE>


NOTE 3.   INCOME (LOSS) PER COMMON SHARE

Basic net income per share is computed by dividing net income available to
common shareholders by the weighted-average number of common shares outstanding
during the year. Diluted earnings per common share is computed by dividing
income available to common shareholders by the weighted-average number of common
shares outstanding plus the number of additional shares that would have been
outstanding if potentially dilutive securities had been converted.

At September 30, 2003, outstanding options to acquire 257,500 common shares have
been excluded from the diluted computation because the effect would have been
anti-dilutive. A reconciliation of the denominators of the basic and diluted net
income per share computation is as follows:
<TABLE>
<CAPTION>

                                                 Three months ended Sept 30,        Nine months ended Sept 30,
                                                  2003              2002             2003              2002
                                             --------------    -------------     -------------    -------------

Weighted average number of common
<S>                                              <C>              <C>               <C>              <C>
   shares outstanding                            11,828,880       11,828,880        11,828,880       11,828,880

Effect of dilutive options                                -           24,406                 -           31,817
                                                 ----------       ----------        ----------       ----------

Weighted average number of common shares
   outstanding assuming dilution                 11,828,880       11,853,286        11,828,880       11,860,697
                                                 ==========       ==========        ==========       ==========
</TABLE>


NOTE 4.   STOCK BASED COMPENSATION

The Company has elected to follow Accounting Principles Board Opinion No. 25,
"Accounting for Stock Issued to Employees," for stock options granted to
employees and has provided supplemental disclosures required by Statement of
Financial Accounting Standards No. 123 (SFAS 123), "Accounting for Stock-Based
Compensation" and No. 148 (SFAS 148), "Accounting for Stock-Based Compensation -
Transition and Disclosure an amendment of FASB Statement No. 123."

Option exercise prices are equal to the market price on the date of grant. In
general, a portion of the shares under grant become exercisable after one year
and remaining shares vest monthly thereafter on a straight line basis over the
vesting term of the option (typically five years). Options expire after ten
years.

SFAS 148 requires the disclosure of pro forma net income and earnings per share
information computed as if the Company had accounted for its employee stock
options under the fair value method set forth in SFAS 123. The fair value for

                                       5

<PAGE>

these options was estimated at the date of the grant using the Black-Scholes
option pricing model. There were no options grants during 2002 or 2003.

For purposes of pro forma disclosures, the estimated fair value of the options
is amortized as expense over the option's vesting periods. Pro forma information
for the three and nine months ended September 30, 2002 and 2003 is as follows:
<TABLE>
<CAPTION>

                                                Three months ended Sept. 30,        Nine months ended Sept. 30,
                                                  2003              2002             2003              2002
                                             --------------    -------------     -------------    -------------

Net income (loss) applicable to
common stockholders:
<S>                                          <C>               <C>               <C>              <C>
   As reported                               $      411,309    $     218,964     $     290,354    $     778,362
     Deduct: total stock-based compensation
      under fair value based method for all
      awards, net of related tax expense            (27,617)         (27,617)          (82,851)         (82,851)
                                                -----------      -----------       -----------      -----------
   Pro forma                                 $      383,692    $     191,347     $     207,503    $     695,841
                                                -----------      -----------       -----------      -----------

Net loss per share:
   As reported - basic and diluted           $        0.03     $       0.02      $       0.02     $       0.07
                                                ===========      ===========          ========         ========
   Pro forma - basic and diluted             $        0.03     $       0.02      $       0.02     $       0.06
                                                ===========      ===========          ========         ========
</TABLE>


NOTE 5. RELATED PARTY TRANSACTION

In the first quarter of 2003, the Company purchased from the Company's
President, P. David Spurlin, its corporate headquarters. The purchase price,
$380,000, was determined pursuant to an appraisal, and the purchase was financed
with a mortgage note obtained from a bank. The note, which is from a bank, is in
the amount of $304,000, is for a term of fifteen years, bears interest at 5.3%
per annum, and is payable monthly. Upon closing, Mr. Spurlin loaned the entire
amount of his proceeds from the sale to the Company. The note payable to Mr.
Spurlin may be prepaid but matures on December 31, 2004 and bears interest,
commencing April 1, 2003 at a rate equal to the prime interest rate published in
the Wall Street Journal at the beginning of each calendar quarter. Interest
accrues quarterly and is due at maturity.



                                       6

<PAGE>



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

      We make forward-looking statements in this document. Our forward-looking
statements are subject to risks and uncertainties. You should note that many
factors, some of which are described in this section or discussed elsewhere in
this document, could affect the company in the future and could cause our
results to differ materially from those expressed in our forward-looking
statements. Forward-looking statements include those regarding our goals,
beliefs, plans or current expectations and other statements regarding matters
that are not historical facts. For example, when we use the words "believe,"
"expect," "anticipate" or similar expressions, we are making forward-looking
statements. Factors that could affect our forward-looking statements include:

      the outcome of our growth strategy;

      future results of operations;

      liquidity and capital expenditures;

      construction and acquisition activities;

      the availability of capital to finance construction of towers that we may
own;

      regulatory developments and competitive conditions in the communications
site and wireless carrier industries;

      projected growth of the wireless communications and wireless carrier
industries;

      the implementation of new wireless technologies and the adoption of
applications that use wireless technologies; and

      general economic conditions.

      We are not required to release publicly the results of any revisions to
these forward-looking statements we may make to reflect future events or
circumstances.

General

      We are a holding company and the sole shareholder of MTSI, Inc., a Texas
corporation ("MTSI"), CKS Management, Inc., ("CKS"), a Texas corporation, EPIC
Communications, Inc., a Texas corporation ("Epic"), Viper Communications Systems
Inc., a Texas corporation ("Viper"), and Site Communications, ("Site"), which
collectively are our only assets and the entities through which we conduct our
operations. All references herein to "we," "us" or "our" with respect to our
business operations refer to the combined business operations of Microwave
Transmission Systems, Inc., MTSI, CKS, Epic, Viper and Site, unless specifically
stated otherwise.

      Our principal business is the construction and maintenance of wireless
communications transmitting and receiving facilities for providers of wireless
communication services. In 2002 approximately 44% of our revenues were derived
from operations in Texas, 19% Florida, 11% Kentucky, 8% N. Carolina, 6%
international and the balance, 12%, derived from operations in other regions of
the United States. We have participated in the development of more than 4000
antenna sites in the United States. MTSI commenced operations in 1987, and was
principally engaged in the construction of microwave towers. As part of this
original effort, MTSI developed the skill to calibrate the antenna and
instruments used in these towers and thereby assure the tower's robust
operation, a value added skill that is used in implementing the construction and
maintenance work on technologies lead by the sharp increase in use of cellular
telephone systems, an analog technology. These other technologies included
paging technologies as well as Specialized Mobile Radio and Enhanced Specialized
Mobile Radio technologies. In the late 1990's MTSI began working on Personal
Communications Systems or PCS technologies, a technology that utilizes
efficiencies of digital technology for the transmission of voice and date.

      On August 30, 2001, the Company closed the acquisition via merger of CKS,
Viper and Epic, three Texas corporations engaged in the same business as the
company of constructing and maintaining wireless communications transmitting and
receiving facilities for providers of wireless communication services (the
"Acquired Businesses"). The transactions were structured as mergers of the
Acquired Businesses into three wholly owned subsidiaries of the Company formed


                                       7

<PAGE>

for the purpose of effecting the mergers. The Acquired Businesses continue to
operate as separate subsidiaries under their same names before the transactions.

      In continuation of our growth business model, in November 2001, we formed
a corporation named Site Communications, Inc. This corporation was modeled after
our successful Viper and Epic corporations which provide the same type of
services. Site is located in Gallatin, Tennessee. We are also opening operations
in California.

Factors affecting revenues

      Most of our revenues, 60% in fiscal 2002, are derived from the
construction of wireless transmission and receiving facilities used by cellular
and PCS telephones. Generally, fifteen percent of our revenues are derived from
maintenance of those and similar facilities and another fifteen percent are
derived from fabricating, grounding, painting facilities and antenna testing.
Ten percent of our revenues are derived from the erection of microwave towers.

      We continue to be open to owning and operating towers used in cellular and
PCS communications, but will not engage in this activity unless the financial
return is attractive. We will not dedicate resources to seek actively these
opportunities and will require that any investment not jeopardize operations or
strategic expansion plans.

Three Months Ended September 30, 2003 Compared to Three Months Ended September
30, 2002

      In many ways, the financial results for both quarters were comparable:
revenues increased in the later period by 7.6% from $5,716,429 to $6,152,186;
Gross profit increasing 7.1% from $2,205,281 to $2,362,099, reaping a benefit
from modestly better margins in the later period, 39.5% compared to 38.6%;
Operating expenses declining to $1,627,615 from $1,747,933. These improvements,
each reflecting discipline in a difficult operating environment, resulted in a
60.6% increase in Operating income to $734,484 from $457,348 in the earlier
period and an increase in net income of 87.8% to $411,309 from $218,964.

      While many of the components of our operations are comparable between the
two periods with the later period showing modest improved performance, the
operating environments were radically different. The earlier period was a period
of contracting business activity while the most recent period is one of
expanding business activity. The third quarter of 2002, while profitable, was
followed by three quarters in which we incurred losses.

Nine Months Ended September 30, 2003 Compared to Nine Months Ended September 30,
2002

      Our net income was $290,354 for the nine months ended September 30, 2003
compared to net income of $778,692 for the nine months ended September 30, 2002,
with gross profits declining from $6,368,610 to $5,310,990 a decline in gross
profits of $1,057,620 or approximately 16.6%. The gross margins reflect this
decline in gross profit with gross margins being approximately 42.8% in the
earlier period and approximately 35.3% in the later period.

      Several factors contributed to this decline in gross margins. The first
quarter of fiscal year 2003 saw a slowing of the general level of our business
which did not begin to recover until the second quarter and had not fully
recovered until the third quarter. The slowness caused an inefficient use of our
personnel, a trend that was ameliorated in the third quarter of 2003 as business
activity improved. In fiscal 2002, we began new operations in Tennessee, and in
2003 we began a new operation in California. These operations created
inefficiencies inherent in expanding into new geographical areas, incurring
expenses in advance of the creation of revenues. We also experienced significant
competition in bidding for fewer contracts.

      Revenues for the nine months ended September 30, 2003 declined to
$15,034,242 from $15,225,273 for the nine months ended September 30, 2002. The
recent pickup in revenues indicated by the third quarter reflects an increase in
volume of business that began in the second quarter, a trend we anticipate
continuing in the fourth quarter of fiscal 2003. Fiscal 2002 saw a slowing of
business throughout the year while fiscal 2003 is witnessing an increase in
business as the year progresses.

      Operating expenses declined somewhat between the two periods, $4,656,926
for the 2003 period compared to $4,931,564 in the 2002 period, the decline
reflecting discipline imposed in the 2002 period as business activity declined.

                                       8
<PAGE>

LIQUIDITY AND CAPITAL RESOURCES

      Our operations are funded through internally generated funds, borrowings
for vehicles and a line of credit.

Operational Cash Flows

      Our operations for the nine months ended September 30, 2003, should
generate $860,127 in cash, determined by adding our net income of $290,354 to
depreciation of $569,773. In the period, however, our operations used $643,932.
This consumption of cash was caused by accelerating business activity after a
slowdown in late 2002 and early 2003. Accordingly, at September 30, 2003 we had
an increase in receivables since December 31, 2002 of $1,389,277 plus and
increase of $195,570 in unbilled receivables. Jobs in progress, that is,
expenses we have incurred in connection with operations but are not recognized
as revenues because we recognize revenues and correlative expenses only when a
construction job is complete, increased by $1,520,665. These three items,
consequently, reflect increased uses of cash totaling $2,927,121 that have not
been collected.

      Offsetting these increases is an increase of $1,595,626 in accounts
payable reflecting expenses we have incurred but not paid. Accordingly, these
major effects of our increasing business activity reflect a use of cash of
$1,331,495 which when subtracted from the $860,127 cash flow from operations
(derived by adding net income to depreciation for the period) shows a $649,755
use of cash during the period.

      Other operational activity reduced the use of cash from operations to
$643,932 for the nine month period.

Investing and Financing Cash Flows

      With operations using $643,932 in cash, we purchased our corporate
headquarters for $380,000 and an additional $312,636 in property and equipment,
principally vehicles. We financed this total, $1,336,568, through borrowings on
our line of credit, automobile financing and a loan in the amount of $386,881
from the Company's President, P. David Spurlin. After repayments of these three
financing mechanisms, we added a net of $1,242,306 in debt.

Line of Credit

      We maintain a line of credit to manage fluctuations in cash flows. At
September 30, 2003 the total borrowing capacity under our line of credit was
$3,050,000 based on the eligible accounts receivables as defined. The Company
had $2,548,761 and $1,765,019 outstanding under the line of credit as of
September 30, 2003, and December 31, 2002, respectively. We believe that cash
flows provided by operations and availability of the line of credit will be
adequate to meet and sustain moderate growth. Management believes that any
growth that cannot be met through internal operations and existing credit
facilities can be met through increasing the line of credit and additional
borrowings for equipment. However, there is no assurance that financing would
be available when and if needed, or that it would be available on suitable
terms.

      We do not anticipate becoming significantly involved in a build to suit
program whereby we would construct wireless communications facilities for our
own account. Consequently, we do not presently anticipate incurring the large
capital expenditures such a program would entail.

      We are reviewing the possibility of acquiring other wireless enterprises
and such acquisitions may entail additional capital resources.

Item 3. CONTROLS AND PROCEDURES

The Company maintains disclosure controls and procedures that are designed to
ensure that information required to be disclosed in the Company's Securities
Exchange Act reports is recorded, processed, summarized and reported within the
time periods specified in the Securities and Exchange Commission's rules and
forms, and that such information is accumulated and communicated to the
Company's management, including its Chief Executive Officer and Chief Financial
Officer, as appropriate, to allow timely decisions regarding required
disclosure. During the 90-day period prior to the date of this report, an
evaluation was performed under the supervision and with the participation of the
Company's management, including the Chief Executive Officer and the Chief


                                       9

<PAGE>

Financial Officer, of the effectiveness of the design and operation of the
Company's disclosure controls and procedures. Based upon that evaluation, the
Chief Executive Officer and the Chief Financial Officer concluded that the
Company's disclosure controls and procedures were effective. There have been no
significant changes in the Company's internal controls or in other factors that
could significantly affect these controls, and no corrective actions taken with
regard to significant deficiencies or material weaknesses in such controls,
subsequent to the date of our most recent evaluation of internal controls.



[GRAPHIC OMITTED]

FORWARD-LOOKING STATEMENTS

      The Management's Discussion and Analysis of Financial Condition and
Results of Operations, the Other Developments and Outlook and other sections of
this report on Form 10-QSB contain forward-looking statements within the meaning
of Section 27A of the Securities Act of 1933, Section 21E of the Securities
Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995.
You should note that many factors, some of which are described in this section
or discussed elsewhere in this document, could affect our company in the future
and could cause our results to differ materially from those expressed in our
forward-looking statements. Forward-looking statements include those regarding
our goals, beliefs, plans or current expectations and other statements regarding
matters that are not historical facts. For example, when we use the words
"believe," "expect," "anticipate" or similar expressions, we are making
forward-looking statements. These statements are not guarantees of future
performance and involve a number of risks and uncertainties. Actual results and
outcomes may differ materially from what is expressed or forecast in such
forward-looking statements. The principal risks and uncertainties that may
affect the Company's actual performance and results of operations include the
following: general economic conditions; the cyclical and seasonal nature of the
Company's business; adverse weather; governmental regulation; changes in
governmental and public policy; competition; the availability of capital to
finance our growth; projected growth of the wireless communications and wireless
carrier industries; the implementation of new wireless technologies and the
adoption of applications that use wireless technologies; and unexpected
operational difficulties. Other risks and uncertainties may also affect the
outcome of the Company's actual performance and results of operations.


                                       10
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                           PART II - OTHER INFORMATION

Item 13. Exhibits and Reports on Form 8-K.

(a)      Exhibits

         Exhibit 31 - Certification required pursuant to Section 302 of the
         Sarbanes Oxley Act. Exhibit 32 - Certification required pursuant to
         Section 906 of the Sarbanes Oxley Act

(b)      Reports on Form 8-K.

         None



                                       11
<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.

                                    Microwave Transmission Systems, Inc.


Dated: - November 20, 2003          By: /s/ P. David Spurlin
                                    ---------------------------------------
                                    P. David Spurlin,
                                    President and Chief Executive Officer

                                    By: /s/ D. Susan King
                                    ---------------------------------------
                                    D. Susan King,
                                    Controller and
                                    Principal Accounting Officer

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