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:  March 31, 2003
                                            --------------

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

           For the transition period from:               to
                                           -------------     -----------------

           Commission file number:       000-31037
                                         ---------

                         eRoomSystem Technologies, Inc.
--------------------------------------------------------------------------------
                     (Exact name of small business issuer as
                            specified in its charter)

              Nevada                           87-0540713
---------------------------------------  -------------------------------------
   (State or other jurisdiction              (I.R.S. Employer
of incorporation or organization)           Identification No.)

                   106 East 13200 South, Draper, UT 84020-8954
--------------------------------------------------------------------------------
                    (Address of principal executive offices)

                                 (800) 316-3070
--------------------------------------------------------------------------------
                           (Issuer'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 Issuers Involved in Bankruptcy Proceedings During the
Preceding Five Years

Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by court. YES [] NO []


Applicable Only to Corporate Issuers

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date:

     10,983,933 shares of common stock, $0.001 par value, as of May 15, 2003
--------------------------------------------------------------------------------

Transitional Small Business Disclosure Format (check one):  YES []  NO [X]




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                                   FORM 10-QSB

                                TABLE OF CONTENTS


                                                                                                                 PAGE

<S>                                                                                                               <C>
PART I - FINANCIAL INFORMATION.....................................................................................1
           ITEM 1.  FINANCIAL STATEMENTS...........................................................................1
                     Condensed Consolidated Balance Sheets (Unaudited).............................................1
                     Condensed Consolidated Statements of Operations (Unaudited)...................................3
                     Condensed Consolidated Statements of Cash Flows (Unaudited)...................................4
                     Notes to Condensed Consolidated Financial Statements (Unaudited)..............................5
           ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.........12

PART II - OTHER INFORMATION.........................................................................................

           Item 1.  Legal Proceedings.............................................................................20

           Item 2.  Changes in Securities and Use of Proceeds.....................................................20
           ITEM 3.  DEFAULTS UPON SENIOR SECURITIES...............................................................20
           ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS...........................................20
           ITEM 5.  OTHER INFORMATION............................................................................ 20
           ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K..............................................................20


                                        i
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<PAGE>



PART I - FINANCIAL INFORMATION


ITEM 1.  FINANCIAL STATEMENTS.
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                eROOMSYSTEM TECHNOLOGIES, INC. AND SUBSIDIARIES
                CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

                                     ASSETS


                                                                                     March 31,  December 31,
                                                                                       2003          2002

CURRENT ASSETS
<S>                                                                                <C>          <C>
     Cash........................................................................  $  133,603   $   144,359
     Accounts receivable, net of allowance for doubtful accounts of $ 207,111 and
        $169,943 at March 31, 2003 and December 31, 2002, respectively...........     265,303       335,763
     Inventories.................................................................     250,404       253,561
     Prepaid expenses............................................................      53,605       107,085
                                                                                     --------       -------
         Total Current Assets....................................................     702,915       840,768
                                                                                     --------       -------
REFRESHMENT CENTERS IN SERVICE, net of accumulated depreciation
of $1,884,656 and $1,717,753 at March 31, 2003 and December 31, 2002
respectively.....................................................................   3,383,797     3,598,154
                                                                                    ---------     ---------
PROPERTY AND EQUIPMENT
     Production equipment........................................................      93,460        93,460
     Computer equipment..........................................................      74,203        74,203
     Vehicles and other..........................................................      65,795        65,795
                                                                                     --------     ---------
                                                                                      233,458       233,458
     Less accumulated depreciation and amortization..............................    (128,557)     (112,357)
                                                                                     --------     ---------
         Net Property and Equipment..............................................     104,901       121,101
                                                                                     --------     ---------

DEPOSITS.........................................................................      73,688        75,688
                                                                                     --------     ---------
Total Assets.....................................................................  $4,265,301   $ 4,635,711
                                                                                    =========     =========

See accompanying notes to condensed consolidated financial statements (unaudited).

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                                      F-2

<PAGE>

                 eROOMSYSTEM TECHNOLOGIES, INC. AND SUBSIDIARIES
          CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (CONTINUED)

                      LIABILITIES AND STOCKHOLDERS' EQUITY

<TABLE>
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                                                                                    March 31,   December 31,
                                                                                      2003          2002
                                                                                    ---------   -----------
CURRENT LIABILITIES
<S>                                                                             <C>            <C>
     Notes payable and current portion of long-term debt......................  $    495,287   $    407,117
     Current portion of capital lease obligations.............................         4,486          5,666
     Accounts payable.........................................................       537,732        562,277
     Accrued liabilities......................................................       192,369        219,423
     Accrued interest.........................................................         6,968         23,092
     Customer deposits........................................................        11,758         11,758
     Deferred maintenance revenue.............................................        91,444         93,585
                                                                                   ---------    -----------
         Total Current Liabilities............................................     1,340,044      1,322,918
                                                                                   ---------    -----------

LONG-TERM DEBT, net of current portion........................................     1,886,942      1,920,264

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY
     Preferred stock, $0.001 par value; 5,000,000 shares authorized; none
         outstanding..........................................................            --             --
     Common stock, $0.001 par value; 50,000,000 shares authorized;
         10,983,933 shares and 10,897,931 shares outstanding at March 31, 2003
         and December 31, 2002, respectively..................................        10,984         10,898
     Additional paid-in capital...............................................    31,709,868     31,570,454
     Warrants and options outstanding.........................................     1,028,897      1,028,897
     Notes receivable from shareholders.......................................      (234,775)      (232,050)
     Accumulated deficit......................................................   (31,476,659)   (30,985,670)
                                                                                 -----------    -----------
         Total Stockholder's Equity...........................................     1,038,315      1,392,529
                                                                                 -----------    -----------
Total Liabilities and Stockholders' Equity....................................  $  4,265,301   $  4,635,711
                                                                                 ===========    ===========
See accompanying notes to condensed consolidated financial statements (unaudited).

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                                      F-3
<PAGE>
<TABLE>
<CAPTION>

                             eROOMSYSTEM TECHNOLOGIES, INC. AND SUBSIDIARIES
                       CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)



                                                                 For the Three Months Ended
                                                                          March 31,
                                                                 ---------------------------
                                                                     2003           2002
                                                                 -------------- ------------
REVENUE
<S>                                                                    <C>      <C>
     Product sales............................................         7,166    $   10,239
     Revenue-sharing arrangements.............................       291,741       304,019
     Maintenance fees.........................................        87,397        54,989
                                                                ------------     ---------
         Total Revenue........................................       386,304       369,247
                                                                ------------     ---------
COST OF REVENUE
     Product sales............................................        39,809         1,226
     Revenue-sharing arrangements.............................       179,481        94,868
     Maintenance..............................................        51,616       112,497
                                                                ------------     ---------
         Total Cost of Revenue................................       270,906       208,591
                                                                ------------     ---------
GROSS MARGIN..................................................       115,398       160,656
                                                                ------------     ---------
OPERATING EXPENSES
     Selling general and administrative (exclusive of non-cash
       compensation expense)..................................       411,196       493,522
     Research and development.................................        17,498        64,032
     Non-cash compensation....................................        19,000        96,616
                                                                ------------     ---------
         Total Operating Expenses.............................       447,694       654,170
                                                                ------------     ---------
LOSS FROM OPERATIONS..........................................      (332,296)     (493,514)
OTHER INCOME (EXPENSE)
     Interest expense.........................................      (188,698)     (110,395)
     Interest and other income................................        30,005        14,429
                                                                ------------     ---------
         Other Expense, Net...................................      (158,693)      (95,966)
                                                                ------------     ---------
Net Loss......................................................   $  (490,989)   $ (589,480)
                                                                ============     =========
Basic and Diluted Loss Per Common Share.......................   $     (0.04)   $    (0.07)
                                                                ============     =========
Basic and Diluted Weighted Average Common Shares Outstanding..    10,927,554     8,212,476
                                                                ============     =========

See accompanying notes to condensed consolidated financial statements (unaudited).

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                                      F-4
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<CAPTION>



                             eROOMSYSTEM TECHNOLOGIES, INC. AND SUBSIDIARIES
                       CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)


                                                                                For the Three Months Ended
                                                                                          March 31,
                                                                                --------------------------
                                                                                    2003         2002
                                                                                -----------   ------------
CASH FLOWS FROM OPERATING ACTIVITIES
<S>                                                                               <C>         <C>
     Net loss...................................................................  $(490,989)  $ (589,480)
     Adjustments to reconcile net loss to net cash used in operating activities:
       Depreciation.............................................................    195,681      187,748
       Amortization.............................................................         --       16,875
       Write-off of refreshment center residuals................................     34,876           --
       Accretion of debt discount...............................................     79,586           --
       Non-cash compensation expense............................................     19,000       96,616
     Changes in operating assets and liabilities:
         Accounts receivable....................................................     67,735      150,314
         Inventories............................................................      3,157     (367,308)
         Prepaid expenses.......................................................     55,480      (68,608)
         Accounts payable.......................................................    (24,545)     (89,324)
         Accrued liabilities....................................................    (43,178)      43,641
         Customer deposits and deferred maintenance revenue.....................     (2,141)      46,461
                                                                                  ---------     --------
              Net Cash Used In Operating Activities.............................   (105,338)    (573,065)
                                                                                  ---------     ---------
CASH FLOWS FROM INVESTING ACTIVITIES
     Purchase of property and equipment.........................................         --       (1,367)
                                                                                  ---------     ---------
              Net Cash Used In Investing Activities.............................         --       (1,367)
                                                                                  ---------     ---------
CASH FLOWS FROM FINANCING ACTIVITIES
     Proceeds from borrowings...................................................    120,500           --
     Principal payments on long-term debt.......................................    (24,738)     (36,067)
     Principal payments on capital lease obligations............................     (1,180)      (4,014)
     Proceeds from issuance of common stock and warrants........................         --    1,297,605
     Proceeds from payments on notes receivable from shareholder................         --       26,000
                                                                                  ---------    ---------
              Net Cash Provided by Financing Activities.........................     94,582    1,283,524
                                                                                  ---------    ---------

Net Increase (Decrease) in Cash.................................................    (10,756)     709,092
Cash at Beginning of Year.......................................................    144,359    1,070,974
                                                                                  ---------   ----------

Cash at End of Year.............................................................  $ 133,603   $1,780,066
                                                                                  =========   ==========
Supplemental Cash Flows Information
     Cash paid for interest.....................................................  $ 125,235   $   49,523
                                                                                  =========   ==========
Non-Cash Investing and Financing Activities
     Stock exchanged for forgiveness of debt as part of private placement.......  $      --   $   66,429

See accompanying notes to condensed consolidated financial statements (unaudited).

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                                      F-5

<PAGE>

                eROOMSYSTEM TECHNOLOGIES, INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  (UNAUDITED)


NOTE 1 - BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES
--------------------------------------------------------------------------------

Condensed Financial Statements - The accompanying unaudited condensed
consolidated financial statements include the accounts of eRoomSystem
Technologies, Inc. and its subsidiaries (the "Company"). These financial
statements are condensed and, therefore, do not include all disclosures normally
required by generally accepted accounting principles. These statements should be
read in conjunction with the Company's annual financial statements included in
the Company's December 31, 2002 Annual Report on Form 10-KSB. In particular, the
Company's organization and nature of operations were presented in Note 1 and its
significant accounting principles were presented as Note 2 to the consolidated
financial statements in that report. In the opinion of management, all
adjustments necessary for a fair presentation have been included in the
accompanying condensed consolidated financial statements and consist of only
normal recurring adjustments. The results of operations presented in the
accompanying condensed consolidated financial statements for the three months
ended March 31, 2003 are not necessarily indicative of the results that may be
expected for the full year ending December 31, 2003.

Principles of Consolidation - The accompanying consolidated financial statements
include the accounts of eRoomSystem Technologies, Inc. and its wholly-owned
subsidiaries. Intercompany accounts and transactions have been eliminated in
consolidation.

RSi BRE is a special purpose entity in which the Company does not have operating
control but owns 100 percent of the outstanding capital stock. Previously, RSi
BRE did not qualify for consolidation and the investment in RSi BRE was
recognized under the equity method of accounting. In January 2003, the Financial
Accounting Standards Board ("FASB") issued FASB Interpretation No. 46,
Consolidation of Variable Interest Entities, an Interpretation of Accounting
Research Bulletin No. 51 ("FIN 46"). FIN 46 defined variable interest entities
and modified the requirements for their consolidation from ownership of a
controlling voting interest to holding a majority variable interest and being
the primary beneficiary of the variable interest entity. The Company elected to
adopt FIN 46 at December 31, 2002 with the investment in RSi BRE presented on a
consolidated basis for the three months ended March 31, 2003. Under the guidance
of FIN 46, the Company has restated the accompanying financial statements for
the three months ended March 31, 2003 to account for the investment in RSi BRE
on a consolidated basis. There was no effect on net loss for the three months
ended March 31, 2003 or 2002 as a result of adopting FIN 46 as 100 percent of
the loss from RSi BRE was previously recognized under the equity methods of
accounting.

Stock-Based Compensation - At March 31, 2003, the Company has one
stock-based employee compensation plan. The Company accounts for the plan under
the recognition method and measurement principles of APB Opinion No. 25,
Accounting for Stock Issued to Employees, and related Interpretations. During
the three months ended March 31, 2003 and 2002, the Company recognized none and
$96,616, respectively, of compensation expense relating to stock options and
warrants and recognized $19,000 and none, respectively, of compensation expense
relating to stock awards. The following table illustrates the effect on net loss
and basic and diluted loss per common share if the Company had applied the fair
value recognition provisions of FASB Statement No. 123, Accounting for
Stock-Based Compensation, to stock-based employee compensation:

                                      F-6

<PAGE>
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                 eROOMSYSTEM TECHNOLOGIES, INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)








                                                                                      Three Months Ended March 31,
                                                                            --------------------------------------------------
                                                                                     2003                       2002
                                                                            -----------------------     ----------------------
<S>                                                                                    <C>                       <C>
        Net loss, as reported                                                          $ (490,989)               $  (589,480)
        Add: Stock-based employee compensation expense included in
           net loss                                                                        19,000                     96,616
        Deduct: Total stock-based employee compensation expense
           determined under fair value based method for all awards                        (19,000)                   (26,398)
                                                                            -----------------------     ----------------------
        Pro forma net loss                                                               (490,989)                  (519,262)
                                                                            =======================     ======================
        Basic and diluted loss per common share as reported                                 (0.04)                     (0.07)
                                                                            =======================     ======================
        Basic and diluted loss per common share pro forma                                   (0.04)                     (0.06)
                                                                            =======================     ======================
</TABLE>


Net Loss per Common Share - Basic loss per common share is computed by dividing
net loss attributable to common stockholders by the weighted-average number of
common shares outstanding. Unvested common shares are considered to be stock
options for purposes of computing loss per share and are not included in the
weighted-average number of common shares outstanding. Diluted loss per common
share is computed by dividing net loss attributable to common stockholders by
the weighted-average number of common shares and dilutive potential common share
equivalents outstanding. Potential common share equivalents consist of shares
issuable upon the exercise of stock options and warrants. As of March 31, 2003,
there were options and warrants outstanding to purchase 1,758,740 common shares
and 166,661 unvested common shares that were not included in the computation of
diluted loss per common share as their effect would have been anti-dilutive,
thereby decreasing the loss per common share.

NOTE 2 - BUSINESS CONDITION

Since inception, the Company has suffered recurring losses. During the year
ended December 31, 2002 and the three months ended March 31, 2003, the Company
had losses of $3,550,923 and $490,989, respectively. During the year ended
December 31, 2002 and the three months ended March 31, 2003, the Company's
operations used $1,626,305 and $105,338 of cash, respectively. The Company had a
cash balance of $133,603 as of March 31, 2003, of which $110,395 was restricted
for the purpose paying the final two payments of certain long-term obligations.
These matters raise substantial doubt about the Company's ability to continue as
a going concern. Management is attempting to obtain debt and equity financing
for use in its operations. Realization of profitable operations or proceeds from
the financing is not assured. Management is also attempting to find an entity
interested in purchasing or merging with the Company. Completion of a sale or
merger can not be assured. The accompanying financial statements do not include
any adjustments relating to the recoverability and classification of asset
carrying amounts or the amount and classification of liabilities that might
result should the Company be unable to continue as a going concern.

NOTE 3 - Notes Payable and Long-term Debt

Financing Agreement
Under the terms of a financing agreement with AMRESCO Leasing Corporation, (the
"finance company"), the finance company has agreed to fund up to 150% of the
Company's product costs for each eRoomServ refreshment center that has been in
service for 90 days, subject to the related hotel customer meeting certain
requirements and other conditions during that period. As part of the financing
agreement, the Company formed SPE, a wholly owned, consolidated subsidiary. SPE
owns all of the eRoomServ refreshment centers funded by the finance company as
well as the related revenue-sharing agreements. The finance company has and will
take a senior security interest in the eRoomServ refreshment centers financed
under the financing agreement and the corresponding revenue-sharing agreements.

                                      F-7
<PAGE>

              eROOMSYSTEM TECHNOLOGIES, INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)



SPE is obligated to repay the amount borrowed under the terms of a note payable
corresponding to each funding, pursuant to the financing agreement over seven
years, plus interest, at a variable interest rate determined at the time of each
funding.

At March 31, 2003, SPE had an obligation for $1,461,534 outstanding under the
financing arrangement, which is secured by the eRoomServ refreshment centers
placed by the Company with hotel customers under qualified revenue-sharing
agreements. The outstanding notes payable accrue interest at the seven-year U.S.
Treasury Rate plus 12.5% per annum, which was approximately 18% at March 31,
2003. The notes payable are collateralized by eRoomServ refreshment centers with
a carrying value of $2,408,768 at March 31, 2003. SPE holds payments from hotel
customers in several restricted bank accounts for payment to the finance company
and to the Company. As of March 31, 2003 and December 31, 2002, the Company had
$110,395 of restricted cash and non-current deposits of $73,688 that were
designated for this purpose.

On September 18, 2002, management was notified by AMRESCO Leasing Corporation of
its intention to cease funding loans to the Company. There is no assurance that
management will be successful in obtaining a new source of financing, and if
successful, that the terms of such new financing will be favorable to the
Company. If a new financing relationship is not procured, the financial
condition and results of operation of the Company will likely be adversely
affected. During 2003, AMRESCO Leasing Corporation assigned the rights to
provide financing to SPE under the financing agreement to Boise Capital Group.

2002 Convertible Note Payable to Stockholder
On November 8, 2002, the Company entered into a promissory note with Ash
Capital LLC for proceeds of up to $322,500. The note bears interest at 8%. The
principal and interest are due on November 8, 2003. All past due amounts and
accrued interest thereon bear interest at 18%. At December 31, 2002, the balance
borrowed under the promissory note was $202,000. During the three months ended
March 31, 2003, the Company borrowed the remaining $120,500 under the terms of
the promissory note, which increased the principal amount of the promissory note
to $322,500.

At any time, principal and accrued interest on the promissory note are
convertible into Series D Preferred Stock at $0.90 per share. The Series D
Preferred Stock has not yet been designated. In addition, the liquidation
preference, conversion rights, voting rights, registration rights and dividends,
if any, have not been approved. It is anticipated that each share of the Series
D Preferred Stock is in turn convertible into six shares of common stock, at
$0.15 per share. If the conversion date is after November 8, 2003 and the Series
D Preferred Stock has not been authorized by all requisite corporate action, the
promissory note can be converted into 17.8% of the lesser of the authorized
capital stock or the outstanding capital stock of the Company. The Company has
agreed not to increase the outstanding capital stock of the Company or issues
securities convertible into capital stock without prior consent of Ash Capital.

The Company determined that Ash Capital received a beneficial conversion option
valued at $322,500 on November 8, 2002. Accordingly, the Company has allocated
all of the $120,500 of proceeds received during the three months ended March 31,
2003 to the beneficial conversion option that resulted in an offsetting discount
to the note payable. The discount on the note payable, including the unamortized
discount at December 31, 2002 is being amortized to interest expense from the
dates proceeds are received through November 8, 2003, in accordance with EITF
98-5, Accounting for Convertible Securities with Beneficial Conversion Features
or Contingently Adjustable Ratios, and EITF 00-27, Application of Issue No. 98-5
to Certain Convertible Instruments and amounted to $79,586 of accretion of the
discount during the three months ended March 31, 2003. The unamortized discount
on the note was $226,857 at March 31, 2003.

                                      F-8
<PAGE>
                 eROOMSYSTEM TECHNOLOGIES, INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)



NOTE 4 - Commitments and Contingencies

In November 2002, a former landlord in St. George, Utah filed a lawsuit against
the Company that alleges breach of a lease agreement. On March 6, 2003, summary
judgment was granted to the former landlord. As a result, the Company is
indebted to the former landlord in the amount of $41,000, plus attorney's fees
to be determined by the court.

NOTE 5 - STOCKHOLDERS' EQUITY

The Company issued 86,002 shares of common stock valued at $19,000 ($0.22 per
share) to its Board of Directors for services rendered during the three months
ended March 31, 2003.

                                      F-9
<PAGE>



ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
                RESULTS OF OPERATIONS.

           The following discussion should be read in conjunction with our
financial statements and notes to our financial statements, included elsewhere
in this report. This discussion contains forward-looking statements that involve
risks and uncertainties. Our actual results could differ materially from those
anticipated in these forward-looking statements as a result of various factors
discussed elsewhere in this report.

           Certain information included herein contains statements that may be
considered forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933, as amended, or the Securities Act, and Section 21E of
the Securities Exchange Act of 1934, as amended, or the Exchange Act, such as
statements relating to our anticipated revenues, gross margin and operating
results, future performance and operations, plans for future expansion, capital
spending, sources of liquidity and financing sources. Such forward-looking
information involves important risks and uncertainties that could significantly
affect anticipated results in the future, and accordingly, such results may
differ from those expressed in any forward-looking statements made herein. These
risks and uncertainties include, but are not limited to, those relating to our
liquidity requirements, the continued growth of the lodging industry, the
success of our product-development, marketing and sales activities, vigorous
competition in the lodging industry, dependence on existing management, leverage
and debt service (including sensitivity to fluctuations in interest rates),
domestic or global economic conditions, the inherent uncertainty and costs of
prolonged arbitration or litigation, and changes in federal or state tax laws or
the administration of such laws. A complete discussion of these risks and
uncertainties are contained in our Annual Report on Form 10-KSB, as filed with
the Securities and Exchange Commission on March 31, 2003.

Overview

           eRoomSystem Technologies, Inc. is a Nevada corporation that was
incorporated on August 31, 1999. Our core business is the development and
installation of an intelligent, in-room computer platform and communications
network, or the eRoomSystem, for the lodging industry. The eRoomSystem is a
computerized platform and processor-based system designed to collect and control
data. The eRoomSystem supports our fully-automated and interactive eRoomServ
refreshment centers, eRoomSafes, and other proposed applications. In addition,
we have expanded the products and services offered through the introduction in
2002 of our eRoomEnergy products, the eRoomServ upright multi-vending rack and
the eRoomTray (ambient tray for dry goods). Additional products and services
will include information management services, additional in-room energy
management capabilities, credit card/smart card capabilities for direct billing
and remote engineering and maintenance services.

           Our products interface with the hotel's property management system
through our eRoomSystem communications network. The hotel's property management
system posts usage of our products directly to the hotel guest's room account.
The solutions offered by our eRoomSystem and related products have allowed us to
install our products and services in several premier hotel chains, including
Marriott International, Hilton Hotels and Carlson Hospitality Worldwide, in the
United States and abroad.

           One of the byproducts of our technology is the information we have
collected since our first product installation. To date, we have collected
several million room-nights of data. Through our eRoomSystem, we are able to
collect information regarding the usage of our products on a real-time basis. We
use this information to help our customers increase their operating
efficiencies. If the event we are able to solidify our business and procure the
requisite third party equity and debt financing, we also intend to market this

<PAGE>

information to suppliers of goods sold in our eRoomServ refreshment centers and
to other users desiring information on the buying patterns of hotel guests for
goods and services. However, if we do not obtain a significant equity infusion
by June 1, 2003 or reach agreement on the sale or merger of the Company with a
third party, it is highly likely that we will be forced to seek protection under
the United States Federal bankruptcy laws.

           ACCOUNTING POLICIES

           The preparation of financial statements in conformity with generally
accepted accounting principles requires our management to make estimates and
assumptions that affect reported amounts and disclosures, some of which may
require revision in future periods. The most sensitive estimates affecting our
financial statements include future volatility used in valuing equity
instruments, allowance for bad debts, depreciable lives of refreshment centers
in service and property and equipment, amortization life of patents, deferred
maintenance revenue and accrued liabilities. By their nature, these judgments
are subject to an inherent degree of uncertainty. Our judgments are based on our
historical experience, terms of existing contracts, our observance of industry
trends, information provided by or gathered from our customers and information
available from other outside sources, as appropriate. There can be no assurance
that actual results will not differ from our estimates. The following is a
summary of what management believes are the critical accounting policies related
to our operations. The application of these policies, in some cases, requires
our management to make subjective judgments regarding the effect of matters that
are inherently uncertain.

           Description of Revenues

           Historically, we have received substantially all of our revenues from
the sale, or placement under a revenue-sharing program, of our products in
hotels. Assuming we are able to procure sufficient third party equity and debt
financing to continue as a going concern, we anticipate that these revenues will
account for a substantial majority of our revenues for the foreseeable future.
We also generate limited revenues from maintenance and support services.

           Our dependence on the lodging industry makes us vulnerable to
downturns in the lodging industry caused by the general economic environment. In
the past 18 months, the lodging industry in the United States has experienced
significant decreases in occupancy rates, revenue per available room, or revPAR,
as well as a sharp downturn in domestic airline travel. The industry downturn
has resulted in many hotels delaying or declining to purchase or place our
in-room products as well as failing to renew our maintenance agreements. In
addition, we believe the lodging industry downturn has resulted in fewer
purchases by hotel guests of goods and services from our products installed in
hotels and consequently affected our revenue sharing revenues.

           Through our revenue-sharing program, we install our products at
little or no upfront cost to our customers and share in the recurring revenues
generated from sales of goods and services related to our products. We retain
the ownership of the eRoomServ refreshment centers, eRoomSafes and eRoomTrays
throughout the term of the revenue-sharing agreements and the right to re-deploy
products returned to us upon the expiration or earlier termination of the
revenue-sharing agreements. We believe that our revenue-sharing program may
increase future placements of our products; however, we cannot assure you that
we will be successful in this effort given our current cash position and
inability to date to procure sufficient third party financing or enter into a
sale or merger with a third party.

           We have experienced substantial fluctuations in revenues from
period-to-period as a result of limited working capital to fund the development
and manufacture of our products. In addition to limited working capital,
fluctuations in revenues have partially resulted from the transition to our
revenue-sharing program under which revenues are recognized over the seven-year

<PAGE>

life of the contract instead of immediately upon installation of our products.
We anticipate that over the next several years the majority of our revenues,
assuming we continue as a going concern, will result from the placement of our
products pursuant to our revenue-sharing program, followed by sales and, to a
lesser extent, from maintenance agreements. We project that we will receive
approximately 60% of the recurring revenues from the sale of goods and services
generated by our eRoomServ refreshment centers, eRoomSafes and eRoomTray
solutions placed under revenue-sharing agreements. Our customers receive the
remainder of the recurring revenues.

           AMRESCO Leasing Corporation, which previously provided more than
$1,600,000 in financing relating to our products placed pursuant to revenue
sharing contracts, notified us in writing on September 18, 2002 of its intention
to cease funding loans to us. Shortly following notification from ALC, Boise
Capital Group, a company comprised of two of AMRESCO's former principals,
purchased the exclusive rights to provide post-installation financing for the
funding of eRoomSystem products placed on a revenue sharing basis. Consequently,
we have held discussions with several financing groups to establish a new
financing source for our revenue sharing placements, but while we believe a new
financing relationship can be established, it is highly unlikely that it will
occur without the infusion of sufficient third party equity financing. If a new
financing relationship and sufficient third party equity financing is not
procured by June 1, 2003, we will likely be forced to seek protection under the
United States Federal bankruptcy laws.

           Revenue Recognition

           Sales revenue from our products is recognized upon completion of
installation and acceptance by the hotel. Sales revenue from the placement of
our eRoomServ refreshment centers, eRoomSafes and eRoomTrays under our
revenue-sharing program are accounted for similar to an operating lease, with
the revenues recognized as earned over the term of the agreement. In some
instances, our revenue-sharing agreements provide for a guaranteed minimum daily
payment by the hotel. We negotiate our portion of the revenues generated under
our revenue-sharing program based upon the cost of the equipment installed and
the estimated daily sales per unit for the specific customer. We seek a gross
profit margin of 30% or more on the sale and placement through our
revenue-sharing program of eRoomServ refreshment centers, eRoomSafes and
eRoomTrays.

           We typically enter into installation, maintenance and license
agreements with our hotel customers. Installation, maintenance and license
revenues are recognized as the services are performed, or pro rata over the
service period. We defer all revenue paid in advance relating to future services
and products not yet installed and accepted by our customers.

           Description of Expenses

           Cost of product sales consists primarily of production, shipping and
installation costs. Cost of revenue-sharing arrangements consists primarily of
depreciation of capitalized costs for the products placed in service. We
capitalize the production, shipping, installation and sales commissions related
to the eRoomServ refreshment centers, eRoomSafes and eRoomTrays placed under
revenue-sharing agreements. Cost of maintenance fee revenues primarily consists
of expenses related to customer support and maintenance and legacy issues
related to product installations made prior to January 2001.

           Selling, general and administrative expenses include selling expenses
consisting primarily of advertising, promotional activities, trade shows, travel
and personnel-related expenses and general and administrative expenses
consisting primarily of professional fees, salaries and related costs for
accounting, administration, finance, human resources, information systems and
legal matters.


<PAGE>

           Research and development expenses consist of payroll and related
costs for hardware and software engineers, quality assurance specialists,
management personnel, and the costs of materials used by these employees in the
development of new or enhanced product offerings.

           In accordance with Financial Accounting Standards Board, or FASB,
Statement of Financial Accounting Standards, or SFAS, No. 86, "Accounting for
the Costs of Computer Software to be Sold, Leased or Otherwise Marketed,"
development costs incurred in the research and development of new software
products to be sold, leased or otherwise marketed are expensed as incurred until
technological feasibility in the form of a working model has been established.
Internally generated capitalizable software development costs have not been
material to date. We have charged our software development costs to research and
development expense in our consolidated statements of operations.

RESULTS OF OPERATIONS

COMPARISON OF THREE MONTHS ENDED MARCH 31, 2003 AND 2002

           Revenues

           Product Sales -- Revenues from product sales were $7,166 for the
three months ended March 31, 2003 as compared to $10,239 for the three months
ended March 31, 2002, representing a decrease of $3,073, or 30.0%. The decrease
in revenues from product sales was immaterial.

           Revenue Sharing Arrangements -- Revenue from revenue sharing
arrangements was $291,741 for the three months ended March 31, 2003 as compared
to $304,019 for the three months ended March 31, 2002, representing a decrease
of $12,278, or 4.0%. The decrease in revenue sharing revenue is immaterial.

           Maintenance Fee Revenues -- Maintenance fee revenues were $87,397 for
the three months ended March 31, 2003 and $54,989 for the three months ended
March 31, 2002, representing an increase of $32,408, or 37.1%. This increase was
due to the installation of additional products in the field during the twelve
months ended March 31, 2003.

           Cost of Revenue

           Cost of Product Sales Revenue -- Cost of product sales revenue for
the three months ended March 31, 2003 was $39,809, compared to $1,226 for the
three months ended March 31, 2002, an increase of $38,584, or 3147%. The
significant increase in costs was due to the write-off of units with a book
value of $34,875 during the three months ended March 31, 2003. The gross margin
percentage on revenue from product sales revenue was (455.5%) for the three
months ended March 31, 2003, compared to 88.0% for the three months ended March
31, 2002.

           Cost of Revenue Sharing Revenue -- Cost of revenue sharing revenue
was $179,481 for the three months ended March 31, 2003 and $94,868 during the
three months ended March 31, 2002, representing an increase of $84,613, or
89.2%. The increase in the cost of revenue sharing revenue was due to an
increased number of units previously placed pursuant to our revenue sharing
program, and the resulting costs associated with maintaining such units. The
gross margin percentage on revenue sharing revenue was 38.5% for the three
months ended March 31, 2003 and 68.8% for the three months ended March 31, 2002.
The increase in gross margin percentage on revenue sharing revenue was primarily
due to the reduction in salaries and overhead associated with the administration
of the revenue stream.


<PAGE>

           Cost of Maintenance Revenue -- Cost of maintenance revenue was
$51,616 for the three months ended March 31, 2003 and $112,497 for the three
months ended March 31, 2002, representing a decrease of $60,881, or 54.1%. The
gross margin percentage on maintenance revenues was 40.9% for the three months
ended March 31, 2003 and (104.6%) for the three months ended March 31, 2002. The
decrease in our cost of maintenance revenue and the significant increase in the
gross margin percentage were primarily due to cost-cutting measures realized
through a reduction in field operations personnel responsible for maintaining
the units, and not having a significant event such as the one-time repair costs
of $35,000 associated with a hotel property in the three months ended March 31,
2002.

           The changes and percent changes with respect to our revenues and our
cost of revenue for the three months ended March 31, 2003 and 2002 are as
follows:
<TABLE>
<CAPTION>




                                                      For the Three Months
                                                       Ended March 31,                        Change           Percent Change
                                           -----------------------------------------    -------------------    ----------------
                                                 2003                   2002
                                           ------------------     ------------------    -------------------    ----------------
REVENUE
<S>                                        <C>                    <C>                      <C>                         <C>
   Product sales.......................... $          7,166       $          10,329        $          3,073            (30.0%)
   Revenue-sharing arrangements...........           291,741                304,019                  12,278             (4.0%)
   Maintenance fees.......................            87,397                 54,989                  32,408              58.9%
                                           ------------------     ------------------    -------------------
         Total Revenue....................           386,304                369,247                  17,057               4.6%
                                           ------------------     ------------------    -------------------

COST OF REVENUE
   Product sales..........................            39,809                  1,226                  38,584           3147.0%
   Revenue-sharing arrangements...........           179,481                 94,868                  84,614            (89.2%)
   Maintenance............................            51,616                112,497                  60,881            (54.1%)
                                           ------------------     ------------------    -------------------
         Total Cost of Revenue............           270,906                208,591                  62,315            29.9%
                                           ------------------     ------------------    -------------------

GROSS MARGIN PERCENTAGE
   Product sales.........................            (455.5%)                 88.0%
   Revenue-sharing arrangements..........              38.5%                  68.8%
   Maintenance...........................              40.9%                (104.6%)
         Total Gross Margin Percentage...              29.9%                  43.5%

</TABLE>

           Although the preceding table summarizes the net changes and percent
changes with respect to our revenues and our cost of revenue for the three
months ended March 31, 2003 and 2002, the trends contained therein are limited
and should not be viewed as a definitive indication of our future results.

           Operating Expenses

           Selling, General and Administrative -- Selling, general and
administrative expenses, exclusive of non-cash compensation expense, were
$411,196 for the three months ended March 31, 2003 and $493,522 for the three
months ended March 31, 2002, representing an decrease of $82,326, or 16.7%.
Selling, general and administrative expenses represented 106.4% of our total
revenue for the three months ended March 31, 2003 compared to 133.7% of our
total revenue for the three months ended March 31, 2002. The decrease in our
selling, general and administrative expenses reflects, in part, the management's
continued focus on reducing fixed overhead expenses and variable costs.

           Research and Development Expenses -- Research and development
expenses were $17,498 for the three months ended March 31, 2003 and $64,032 for
the three months ended March 31, 2002, representing a decrease of $46,534, or
72.7%. Research and development expenses represented only 4.5% of our total
revenue for the three months ended March 31, 2003 and 17.3% of our total revenue

<PAGE>

for the three months ended March 31, 2002. The decrease in research and
development expenses was primarily due to the completion of the research and
development for our new windows-based platform and other products and the
reduction of our research and development staff to one person.

           Non-Cash Compensation Expense -- Non-cash compensation expense was
$19,000 for the three months ended March 31, 2003 and $96,616 for the three
months ended March 31, 2002. The non-cash compensation expense recorded for the
three months ended March 31, 2002 was due to the variable accounting for stock
options issued on December 31, 2001 to certain of our employees, of which
options to purchase 100,125 shares of our common stock remain unexercised and
outstanding.

           Other Expense, Net

           Other expense, net, was $158,693 for the three months ended March
31, 2003 and $95,966 for the three months ended March 31, 2002, representing an
increase of $62,727. The increase was due primarily to the increased interest
expenses related to our borrowings pursuant to our financing arrangement with
AMRESCO.

           Loss Attributable to Common Stockholders

           We incurred losses attributable to common stockholders of $490,989
and $589,480 during the three months ended March 31, 2003 and 2002,
respectively. The $98,491 decrease in the loss attributable to common
stockholders was due primarily to increased revenue and realization of better
operating margins. We have continued to incur losses subsequent to March 31,
2003 and, as a result, have experienced an increase in accumulated deficit. We
believe that we will continue to incur losses for the foreseeable future.

LIQUIDITY AND CAPITAL RESOURCES

           We have been attempting to secure third party equity financing since
June 2002 and a new debt financier since September 18, 2002. To date, we have
had no success in achieving either objective. We have reduced expenses in every
way possible and management has not received compensation in nearly two months,
but our cash position is extremely precarious. Consequently, if we are not able
to secure a substantial equity infusion by June 1, 2003, it is likely that we
will have no choice but to file for protection under the United States Federal
bankruptcy laws.

           Our selling, general and administrative expenses totaled $411,196 for
the three months ended March 31, 2003 as compared to $493,522 for the three
months ended March 31, 2002, a decrease of $82,326 or 16.7%. Despite this
reduction, our selling, general and administrative expenses remain approximately
$70,000 a month more than our recurring revenues from existing revenue sharing
and maintenance agreements. As outlined above, this negative trend has placed
tremendous strain on cash flow and has put us in the position of having to
procure new financing quickly or our business operations will have to be
terminated.

           At March 31, 2003, our principal sources of liquidity consisted of
$133,603 of cash and $(637,129) of working capital compared to $144,359 of cash
and $(482,150) of working capital at December 31, 2002. In addition, our
stockholders' equity was $1,038,315 at March 31, 2003, compared to stockholders'
equity of $1,392,529 at December 31, 2002, a decrease of $354,214. The decrease
in cash, working capital and stockholders' equity reflects our continued losses,
significant use of cash by our operations and our inability to generate
sufficient revenue to sustain our operations.

<PAGE>

           Our accumulated deficit at March 31, 2003 was $31,476,659 as compared
to $28,024,227 at March 31, 2002, an increase of $3,452,432. The increase in
accumulated deficit resulted primarily from the net loss from operations for the
twelve months ended March 31, 2003. We anticipate that our accumulated deficit
will continue to increase for the foreseeable future.

           We use net cash of $105,338 in operating activities during the three
months ended March 31, 2003 as compared to $573,065 in operating activities
during the three months ended March 31, 2002. The $467,727 decrease in the use
of net cash for operating activities primarily resulted from a reduction of
salaries and operating expenses.

           Investing activities for the three months ended March 31, 2003 used
net cash of $0 as compared to $1,367 used during the three months ended
March 31, 2002, a negligible difference.

           Financing activities provided $94,582 during the three months ended
March 31, 2003 compared to net cash of $1,283,524 provided during the three
months ended March 31, 2002. The primary source of cash during the three months
ended March 31, 2002 was our private placement of common stock for gross
proceeds of $1,416,029. As a result, the decrease in net cash provided by
financing activities resulted primarily from the lack of new financing
activities in the three months ended March 31, 2003.

           The placement of products under revenue-sharing arrangements is
capital intensive. We estimate that we must place approximately 10,000 more
units pursuant to our revenue-sharing program, along with the continued sale and
placement of our products, in order to provide adequate cash to sustain our
operations. As of March 31, 2003, we had 5,339 units placed pursuant to our
revenue-sharing program, inclusive of the 2,047 units previously held by Rsi
BRE, Inc., which has been consolidated with the financial statements of the
Company.

           Although we received proceeds from our financing arrangement with
AMRESCO and, in March 2002, from our private placement of common stock, we have
been unable to procure additional investment monies. We will require additional
cash to finance our planned expansion and capital expenditures and to remain a
viable business entity.

           On September 18, 2002, we were notified by AMRESCO Leasing
Corporation of its intention to cease funding loans to us. We have been working
with several financing groups to establish a new financing source for our
revenue sharing placements. We believe a new financing relationship can be
established provided that we procure sufficient third party financing very
quickly, however there can be no assurance that we will be successful in doing
so, and if successful that the terms of such new financing will be favorable to
us. If a new financing relationship is not procured, our financial condition and
results of operation will be adversely affected.

           In April 2003, the Listing and Qualifications Panel of the Nasdaq
SmallCap market delisted our common stock due to our failure to meet Nasdaq's
continuing listing requirements, including minimum bid price of $1 per share and
tangible net assets of $2.5 million. We, however, commenced trading on the Over
the Counter Bulletin Board on the date we were delisted by Nasdaq under the
symbol "ERMS.OB".

<PAGE>
<TABLE>
<CAPTION>


CONTRACTUAL CASH            PAYMENTS DUE BY PERIOD
OBLIGATIONS
----------------------------
                             TOTAL              LESS THAN 1 YEAR       1-3 YEARS             4-5 YEARS        GREATER THAN 5 YEARS
-------------------------- ------------------   ---------------    -----------------     ----------------     ----------------
<S>                         <C>                 <C>                <C>                   <C>                  <C>
Long-term Debt              $ 2,579,528         $ 829,216          $ 873,432             $ 716,286            $ 160,594
Capital Lease Obligations         6,166             6,166                  -                     -                    -
Operating Leases                      -                 -                  -                     -                    -
Other Long-term Obligations*  1,178,268           336,648            673,296               168,324                    -
--------------------------- ----------------    ---------------    -----------------     ----------------     ----------------
TOTAL                       $ 3,763,962        $ 1,172,030       $ 1,546,728            $  884,610            $ 160,594

* Assumes the consolidation of RSi BRE, Inc., our wholly-owned, consolidated
subsidiary, which we commenced consolidating in fiscal year 2002.
</TABLE>

RECENT DOWNTURNS IN THE AIRLINE, TRAVEL AND LODGING INDUSTRIES

           Due to the weakening economy and the events of September 11, 2001,
the travel and lodging industries have experienced unprecedented downturns over
the past 20 months. More specifically, the lodging industry has experienced
lower hotel occupancy rates due to reduced business and leisure travel. Since
the success of our business is directly linked to the performance of the travel
and lodging industries, the substantial layoffs in these industries, the
postponement of future hotel renovations and projects, the substantial drop-off
in guest occupancy and the reduction in business and leisure travel, including
convention traffic, have hurt our ability to finalize contracts with hotel
properties with which we have been meeting and negotiating. While the lodging
market has shown limited signs of improvement over the past several months, in
terms of occupancy rates, REVPAR and ADR numbers, the market remains materially
weaker than prior to September 11, 2001. In this regard, there is no assurance
that we will be able to close contracts with our current potential customers or
that we will be successful in starting discussions with other hotel properties
even if we procure the necessary third party equity and debt financing, or enter
into a sale or merger transaction with a third party.

QUALITATIVE AND QUANTITATIVE DISCLOSURES ABOUT MARKET RISK

     Our products are now manufactured and assembled in China. Our contract
manufacturer, International Display Works Ltd., or IDW, purchases all components
of our refreshment center and eRoomTray products in China. Our safe
manufacturer, Hospitality Safe Corporation, or HSC, manufactures and assembles
our eRoomSafes in China as well. We pay IDW and HSC in U.S. dollars.

           Our products are primarily marketed in the United States, but we
eventually intend to further expand our marketing to the international lodging
market and to other industries domestically and internationally assuming we
secure sufficient third party equity and debt financing. As a result, our
financial results could be affected by weak economic conditions in foreign
markets. Because all of our revenues will be denominated in U.S. Dollars, a
strengthening of the dollar could make our products less competitive in foreign
markets.

           As we expand operations internationally, we will continue to evaluate
our foreign currency exposures and risks and develop appropriate hedging or
other strategies to manage those risks. We have not revised our current business
practices to conform to Europe's conversion to the Euro.

<PAGE>

PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS.

           In June 2002, we entered into a manufacturing relationship with IDW,
which has manufacturing operations located in China. IDW manufactured 808
refreshment centers and 452 eRoomTrays on our behalf, relating to two hotels.
Under the terms of the arrangement, we were contractually obligated to pay for
the products over a certain period of time. We have failed to make the scheduled
payments as they have come due and IDW provided written notice to us that we are
in breach of the contract between us. IDW has requested that the two hotels make
their respective monthly revenue sharing lease payments directly to them as
opposed to us. To date, one of the two hotels has made a single payment directly
to IDW, while the other hotel has continued to pay us directly. We intend to pay
the outstanding balance due and payable to IDW immediately upon securing
sufficient third party equity financing, if such financing is available.

           In November 2002, a former landlord in St. George, Utah filed a
lawsuit against us that alleged breach of a lease agreement. On March 6, 2003,
summary judgment was granted to the former landlord and a judgment has been
entered against us in the amount of $41,000, plus attorney's fees of
approximately $6,000. We intend to pay the outstanding amount owed if we secure
sufficient third party financing.

           The Company is also the subject of certain other legal matters and
possible litigations, which it considers incidental to its business activities.
It is the opinion of management, after discussion with legal counsel, that the
ultimate disposition of these legal matters should not have a material impact on
the consolidated financial condition or results of operations of the Company.

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS.

           Not applicable.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES.

           Not applicable.

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

           Non applicable.

ITEM 5.  OTHER INFORMATION.

           Not applicable.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.

          (a)  Exhibits.

               Not applicable.

          (b)  Reports on Form 8-K.

               Not applicable.

<PAGE>

                                    SIGNATURE

           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.

                             eROOMSYSTEM TECHNOLOGIES, INC.
                                   (Registrant)

Date: May 20, 2003     By:  /s/ David S. Harkness
                          ----------------------------------------------
                           David S. Harkness
                      Its: Chief Executive Officer, President and Chairman



<PAGE>



        eROOMSYSTEM TECHNOLOGIES, INC. CERTIFICATION PURSUANT TO SECTION
                      302 OF THE SARBANES-OXLEY ACT OF 2002

     I, David S. Harkness, Chief Executive Officer, President and Chairman of
eRoomSystem Technologies, Inc., certify that:

           1. I have reviewed this quarterly report on Form 10-QSB of
eRoomSystem Technologies, Inc.;

           2. Based on my knowledge, this quarterly report does not contain any
untrue statement of a material fact or omit to state a material fact necessary
to make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by this
quarterly report;

           3. Based on my knowledge, the financial statements, and other
financial information included in this quarterly report, fairly present in all
material respects the financial condition, results of operations and cash flows
of the registrant as of, and for, the periods presented in this quarterly
report;

           4. The registrant's other certifying officer and I are responsible
for establishing and maintaining disclosure controls and procedures (as defined
in the Exchange Act Rules 13a-14 and 15d-14) for the registrant and we 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 this
period in which the quarterly report is being prepared;

     b. evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this
quarterly report (the "Evaluation Date"); and

     c. presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on our evaluation
as of the Evaluation Date;

           5. The registrant's other certifying officer and I have disclosed,
based on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent 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. The registrant's other certifying officer and I have indicated in
this quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.


By:  /s/ David S. Harkness   President, Chief Executive Officer and Chairman
----------------------------
David S. Harkness                 (Principal Executive Officer)

May 20, 2003

<PAGE>



                  eROOMSYSTEM TECHNOLOGIES, INC. CERTIFICATION
            PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

     I, Derek K. Ellis, Chief Financial Officer and Treasurer of eRoomSystem
Technologies, Inc., certify:

           1. I have reviewed this quarterly report on Form 10-KSB of
eRoomSystem Technologies;

           2. Based on my knowledge, this quarterly report does not contain any
untrue statement of a material fact or omit to state a material fact necessary
to make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by this
quarterly report;

           3. Based on my knowledge, the financial statements, and other
financial information included in this quarterly report, fairly present in all
material respects the financial condition, results of operations and cash flows
of the registrant as of, and for, the periods presented in this quarterly
report;

           4. The registrant's other certifying officer and I are responsible
for establishing and maintaining disclosure controls and procedures (as defined
in the Exchange Act Rules 13a-14 and 15d-14) for the registrant and we 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 this
period in which the quarterly report is being prepared;

     b. evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this
quarterly report (the "Evaluation Date"); and

     c. presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on our evaluation
as of the Evaluation Date;

           5. The registrant's other certifying officer and I have disclosed,
based on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent 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. The registrant's other certifying officer and I have indicated in
this quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.


By:  /s/ Derek K. Ellis    Chief Financial Officer and Treasurer
--------------------------
Derek K. Ellis            (Principal Financial and Accounting Officer)


May 20, 2003

<PAGE>



                                                                    EXHIBIT 99.1

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

           In connection with the Quarterly Report of eRoomSystem Technologies,
Inc. (the "Company") on Form 10-QSB for the period ending March 31, 2003, as
filed with the Securities and Exchange Commission on the date hereof (the
"Report"), David S. Harkness, Chairman, President and Chief Executive Officer
(Principal Executive Officer), and Derek K. Ellis, Chief Financial Officer and
Treasurer (Principal Accounting and 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.


/s/ David S. Harkness    President, Chief Executive Officer and Chairman
-------------------------
David S. Harkness        (Principal Executive Officer)

May 20, 2003


/s/ Derek K. Ellis        Chief Financial Officer and Treasurer
--------------------------
Derek K. Ellis            (Principal Financial and Accounting Officer)

May 20, 2003