SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C.  20549

                                   FORM 10-QSB

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

                 FOR THE QUARTERLY PERIOD ENDED JANUARY 31, 2003

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

       For the transition period from _______________ to _______________.


                         COMMISSION FILE NUMBER O-24512

                               ANZA CAPITAL, INC.
             (Exact name of registrant as specified in its charter)

                    NEVADA                               88-1273503
        (State or other jurisdiction of               (I.R.S.  Employer
         incorporation or organization)               Identification No.)

        3200 BRISTOL STREET, SUITE 700
              COSTA MESA, CA                                 92626
    (Address of principal executive offices)               (Zip Code)


       REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE  (714) 866-2100


     Check  whether  the  issuer  (1)  filed all reports required to be filed by
Section  13  or  15(d) of the Securities Exchange Act of 1934 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  a  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.  As of March 20, 2003, there
were  96,597,900  shares  of  common  stock  issued  and  outstanding.

                  TRANSITIONAL SMALL BUSINESS DISCLOSURE FORMAT
                                  (check one):

                              Yes _____   No   X
                                             -----

<PAGE>
                               ANZA CAPITAL, INC.



                                TABLE OF CONTENTS
                                -----------------


                                     PART I
ITEM  1     Financial  Statements                                     3

ITEM  2     Management's  Discussion  and  Analysis  or
            Plan  of  Operation                                      19

ITEM  3     Controls  and  Procedures                                28

                                    PART II
ITEM  1     Legal  Proceedings                                       29

ITEM  2     Changes  in  Securities                                  29

ITEM  3     Defaults  Upon  Senior  Securities                       29

ITEM  4     Submission  of  Matters  to a Vote of Security Holders   29

ITEM  5     Other  Information                                       30

ITEM  6     Exhibits  and  Reports  on  Form  8-K                    30


                                        2
<PAGE>
                                     PART I


This  Quarterly Report includes forward-looking statements within the meaning of
the  Securities Exchange Act of 1934 (the "Exchange Act").  These statements are
based  on  management's  beliefs  and  assumptions, and on information currently
available  to  management.  Forward-looking  statements  include the information
concerning  possible  or assumed future results of operations of the Company set
forth  under  the  heading  "Management's  Discussion  and Analysis of Financial
Condition  or  Plan  of  Operation."  Forward-looking  statements  also  include
statements  in  which  words  such  as "expect," "anticipate," "intend," "plan,"
"believe,"  "estimate,"  "consider"  or  similar  expressions  are  used.

Forward-looking  statements  are  not  guarantees  of  future performance.  They
involve  risks, uncertainties and assumptions.  The Company's future results and
shareholder  values  may  differ  materially  from  those  expressed  in  these
forward-looking  statements.  Readers are cautioned not to put undue reliance on
any  forward-looking  statements.

ITEM  1     FINANCIAL  STATEMENTS

                                        3
<PAGE>

<TABLE>
<CAPTION>

                                ANZA CAPITAL, INC.
                                AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEET



<S>                                                                     <C>
                                                                          January 31, 2003
                                                                        ------------------
                    ASSETS
Current assets:
     Cash and cash equivalents . . . . . . . . . . . . . . . . . . . .  $       3,567,734
     Commissions and accounts receivable . . . . . . . . . . . . . . .          1,279,930
     Loans held for sale . . . . . . . . . . . . . . . . . . . . . . .             68,475
     Advances to employees . . . . . . . . . . . . . . . . . . . . . .            287,049
     Prepaid and other current assets. . . . . . . . . . . . . . . . .            119,853
                                                                        ------------------
        Total current assets . . . . . . . . . . . . . . . . . . . . .          5,323,041

     Property and equipment, net of accumulated depreciation of $193,334 .        141,024
     Goodwill, net of accumulated amortization
         and impairments of $1,535,049. . . . . . . . .  . . . . . . .            275,247
     Other assets. . . . . . . . . . . . . . . . . . . . . . . . . . .              5,819
                                                                        ------------------
        Total assets. . . . . . .  . . .       . . . . . . . . . . . .  $       5,745,131
                                                                        ==================
              LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities:
     Accounts payable. . . . . . . . . . . . . . . . . . . . . . . . .  $         967,958
     Warehouse line of credit. . . . . . . . . . . . . . . . . . . . .             62,692
     Commissions payable . . . . . . . . . . . . . . . . . . . . . . .          2,182,304
     Accrued liabilities . . . . . . . . . . . . . . . . . . . . . . .            563,820
                                                                        ------------------
        Total current liabilities.. . . . .  . . . . . . . . . . . . .          3,776,774

Convertible notes payable to related party . . . . . . . . . . . . . .            363,807
Interest payable on convertible notes due to related party . . . . . .             67,273
Other liabilities. . . . . . . . . . . . . . . . . . . . . . . . . . .              2,059
                                                                        ------------------
        Total liabilities. . . . . . . . . . . . . . . . . . . . . . .          4,209,913
                                                                        ------------------

Stockholders' equity:
     Series A convertible preferred stock, no par value; liquidation
       value of $0.50 per share; 500,000 shares authorized, 446,808
       shares outstanding . . . .    . . . . . . . . . . . . . . . . .            223,404
     Series C convertible preferred stock, no par value;
       liquidation value of $100.00 per share;
       16,400 shares issued and outstanding .  . . . .. . . . . .  . .          1,640,000
     Common stock, $0.001 par value; 100,000,000 shares
       authorized; 57,097,904 issued and 54,347,904 outstanding . .. .             57,097
     Additional paid-in capital. . .   . . . . . . . . . . . . . . . .         12,511,475
     Accumulated deficit . . . . . . . . . . . . . . . . . . . . . . .        (12,896,758)
                                                                        ------------------
        Total stockholders' equity . . . . . . . . . . . . . . . . . .          1,535,218
                                                                        ------------------
        Total liabilities and stockholders' equity. . .      . . . . .  $       5,745,131
                                                                        ==================
</TABLE>

                            See accompanying notes.
                                        4
<PAGE>

<TABLE>
<CAPTION>

                                ANZA CAPITAL, INC.
                                AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS



<S>                                   <C>             <C>             <C>             <C>
                                      Three           Three           Nine            Nine
                                      Months Ended    Months Ended    Months Ended    Months Ended
                                      Jan 31, 2003    Jan 31, 2002    Jan 31, 2003    Jan 31, 2002
                                      --------------  --------------  --------------  --------------

Revenues:
   Broker commissions. . . . . . . .  $  14,926,234   $   6,502,348   $  40,752,034   $  17,566,556
   Other . . . . . . . . . . . . . .        387,173         142,348       1,117,841         483,692
                                      --------------  --------------  --------------  --------------
                                         15,313,407       6,644,696      41,869,875      18,050,248
                                      --------------  --------------  --------------  --------------

Cost and expenses:
   Broker Commissions. . . . . . .        9,825,448       4,750,209      28,829,652      12,221,981
   Other . . . . . . . . . . . . . .        251,462          43,441         739,428         155,069
                                      --------------  --------------  --------------  --------------
     Gross profit. . . . . . . . . .      5,236,497       1,851,046      12,300,795       5,673,198

General and administrative . . . . .      3,267,501       1,247,219       6,465,093       3,306,500
Salaries and wages . . . . . . . . .      1,547,889         590,549       4,735,850       2,728,276
Non-recurring loss on settlements. .              -               -               -         282,494
Impairment of goodwill . . . . . . .              -               -         150,000               -
                                      --------------  --------------  --------------  --------------
     Total costs and expenses. .. .       4,815,390       1,837,768      11,350,943       6,317,270
                                      --------------  --------------  --------------  --------------

     Operating income (loss) . . . .        421,107          13,278         949,852        (644,072)

Interest expense . . . . . . . . . .        (38,477)        (72,851)       (103,085)        (99,522)
Other income (expense), net. . . . .         41,371          75,341          96,258         161,615
                                      --------------  --------------  --------------  --------------


     Net income (loss) . . . . . . .  $     424,001   $      15,768   $     943,025   $    (581,979)
                                      ==============  ==============  ==============  ==============

Loss per common share:
Basic:
     Weighted average number of
     common shares.  . . . . . . . .     55,048,830      38,985,955      46,722,260      34,622,215
                                      ==============  ==============  ==============  ==============
     Net income (loss) per common
       share . . . . . . . . . . . .  $        0.01   $        0.00   $        0.02   $       (0.02)
                                      ==============  ==============  ==============  ==============

Diluted:
     Weighted average number of
     common shares . . . . . . . . .    160,540,665      38,985,955     152,214,095      34,622,215
                                      ==============  ==============  ==============  ==============

     Net income (loss) per common
       share . . . . . . . . . . . .  $        0.00   $        0.00   $        0.01   $       (0.02)
                                      ==============  ==============  ==============  ==============
</TABLE>


                                            See accompanying notes.
                                        5
<PAGE>

<TABLE>
<CAPTION>

                                               ANZA CAPITAL, INC.
                                                AND SUBSIDIARIES
                                     CONSOLIDATED STATEMENTS OF CASH FLOWS


<S>                                                                              <C>             <C>
                                                                                 Nine Months     Nine Months
                                                                                    Ended           Ended
                                                                                 Jan 31, 2003    Jan 31, 2002
                                                                                 --------------  --------------
Cash flows from operating activities:
  Net income (loss). . . . . . . . . .  . . . . . . . . . . . . . . . . . . . .  $     943,025   $    (581,979)
  Adjustments to reconcile net income to net cash used in operating activities:
  Depreciation and amortization. .. . . . . . . . . . . . . . . . . . . . . . .         31,494          15,001
  Non-recurring loss on settlements. . . .. . . . . . . . . . . . . . . . . . .              -         282,494
  Gain on settlement of obligations . . . . . . . . . . . . . . . . . . . . . .        (51,543)       (125,880)
  Stock based compensation .. . . . . . . . . . . . . . . . . . . . . . . . . .        173,234         426,023
  Amortization of discounts on loans . . . . . . . .. . . . . . . . . . . . . .         30,726          46,219
  Impairment of goodwill   . . . . . . . . . . . . .. . . . . . . . . . . . . .        150,000               -
  Amortization of deferred stock compensation. . . . .. . . . . . . . . . . . .         57,958         187,133
  Provision for losses on brokered loans . . . . .. . . . . . . . . . . . . . .        350,000               -
  Changes in operating assets and liabilities:
   Decrease (increase) in accounts receivable, net. . . . . . . . . . . . . . .         48,528        (270,754)
   Decrease (increase) in loans held for sale . . . . . . . . . . . . . . . . .      1,001,225      (1,140,766)
   (Increase) decrease in other current assets. . . . . . . . . . . . . . . . .        (76,181)          4,477
   Increase in due from employees . . . . . . . . . . . . . . . . . . . . . . .       (200,116)        (39,250)
   Increase (decrease) in accounts payable. . . . . . . . . . . . . . . . . . .        743,198        (221,116)
   Increase in commissions payable. . . . . . . . . . . . . . . . . . . . . . .        972,865         610,761
   Increase (decrease) in accrued liabilities . . . . . . . . . . . . . . . . .         13,587          31,117
   Decrease in other liabilities. . . . . . . . . . . . . . . . . . . . . . . .        (30,272)              -
                                                                                 --------------  --------------

 Net cash provided by (used in) operating activities. . . . . . . . . . . . . .      4,157,728        (776,520)
                                                                                 --------------  --------------

Cash flows from investing activities:
 Decrease in other assets . . . . . . . . . . . . . . . . . . . . . . . . . . .         (5,819)         11,307
 Acquisitions of property and equipment . . . . . . . . . . . . . . . . . . . .        (49,004)        (22,957)
                                                                                 --------------  --------------

 Net cash used in investing activities. . . . . . . . . . . . . . . . . . . . .        (54,823)        (11,650)
                                                                                 --------------  --------------

Cash flows from financing activities:
 Proceeds from issuance of bridge loan. . . . . . . . . . . . . . . . . . . . .              -         225,000
 Payments on bridge loan. .   . . . . . . . . . . . . . . . . . . . . . . . . .       (200,000)              -
 Payments on notes to related parties   . . . . . . . . . . . . . . . . . . . .              -        (150,000)
 Payments on capital lease obligations.   . . . . . . . . . . . . . . . . . . .        (18,420)        (35,800)
 Net borrowings under warehouse line of credit. . . . . . . . . . . . . . . . .       (982,184)      1,135,145
 Repurchase of Series A Preferred. . . . . . . . .  . . . . . . . . . . . . . .        (20,423)         (5,650)
 Dividends on Series A and C Preferred  . . . . . . . . . . . . . . . . . . . .        (21,995)         (3,630)
 Proceeds from private placement.   . . . . . . . . . . . . . . . . . . . . . .              -         163,874
                                                                                 --------------  --------------
 Net cash (used in) provided by financing activities. . . . . . . . . . . . . .     (1,243,022)      1,328,939
                                                                                 --------------  --------------
 (Continued)
</TABLE>

                                               See accompanying notes.
                                        6
<PAGE>

<TABLE>
<CAPTION>
                                  ANZA CAPITAL, INC.
                                  AND SUBSIDIARIES
                       CONSOLIDATED STATEMENTS OF CASH FLOWS
                                     CONTINUED

<S>                                                                              <C>             <C>
Net increase in cash. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      2,859,883         540,769
Cash at beginning of period . . . . . . . . . . . . . . . . . . . . . . . . . .        707,851          92,886
                                                                                 --------------  --------------

Cash at end of period . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $   3,567,734  $      633,655
                                                                                 ==============  ==============


Non-cash financing activities:
    Debt reduction through the issuance of stock. . . . . . . . . . . . . . . .              -  $      801,675

    Warrants issued for bridge-loan issue costs . . . . . . . . . . . . . . . .  $           -  $      321,428
    Conversion of Series C Preferred to common stock. . . . . . . . . . . . . .  $     122,950  $      575,688
Supplemental cash flow information:
   Cash paid for interest . . . . . . . . . . . . . . . . . . . . . . . . . . .  $      27,937  $       56,035


Income tax payments were not significant during the periods presented
</TABLE>


                             See accompanying notes.

                                        7
<PAGE>

                      NOTES TO INTERIM FINANCIAL STATEMENTS

NOTE  1.  UNAUDITED  INTERIM  FINANCIAL  STATEMENTS

The  interim  financial  data as of January 31, 2003, and for the three and nine
months ended January 31, 2003 and 2002 are unaudited; however, in the opinion of
management,  the  interim  data  includes  all adjustments, consisting of normal
recurring  adjustments,  necessary  to present fairly the Company's consolidated
financial  position  as of January 31, 2003, and the results of their operations
and  their  cash  flows for the three and nine months  ended  January  31,  2003
and 2002.  The  results  of  operations  are  not  necessarily indicative of the
operations,  which  may result for the year ending April 30, 2003.  Also, in the
opinion  of  management,  all  disclosures  required  on  Form 10-QSB were fully
furnished.  The  Company's Annual Report on Form 10-KSB for the year ended April
30,  2002  should  be  read  in  connection  with  this  quarterly  report.

NOTE  2.  RECLASSIFICATIONS

Certain prior year amounts have been reclassified for comparative purposes.  The
amounts  reclassified  are  summarized  in  the  table  below.

<TABLE>
<CAPTION>

<S>                                                <C>                  <C>             <C>
                                                        Three Months Ended January 31, 2002
                                               As Originally Filed    As Reclassified    Difference

Broker Commissions . . . . . . . . .               $ 3,527,541          $ 4,750,209      $ 1,222,668
Other. . . . . . . . . . . . . . . .                         -               43,441           43,441
General and administrative expenses.                 3,027,027            1,247,219       (1,779,808)
Salaries and wages . . . . . . . . .                    76,850              590,549          513,699


                                                         Nine Months Ended January 31, 2002
                                               As Originally Filed    As Reclassified    Difference
Broker Commissions . . . . . . . . .               $10,458,042          $12,221,981      $ 1,763,939
Other. . . . . . . . . . . . . . . .                         -              155,069          155,069
General and administrative expenses.                 7,349,788            3,306,500       (4,043,288)
Salaries and wages . . . . . . . . .                   603,996            2,728,276        2,124,280
</TABLE>

The  amounts  were  reclassified  to  appropriately  disclose costs and expenses
directly  related to revenue generating activities.  Further, salaries and wages
have  been  broken  out  of general and administrative expenses as this cost has
become   individually  significant.  In  addition,   all  expenses  relating  to
compensation,  such  as  payroll taxes, have been reclassified into salaries and
wages.

These reclassifications have no effect on previously reported net income (loss).

NOTE  3.  SEGMENT  DISCLOSURE

Segments   were   determined  based  on  services   provided  by  each  segment.
Performance  of  the  segments  is  evaluated  on operating income before income
taxes, excluding reorganization and restructuring charges, and unusual gains and
losses.  For  the  three  and  nine  months  ended  January  31,  2003 and 2002,
management  has provided the following information with respect to its operating
segments  (in  thousands).

                                        8
<PAGE>

<TABLE>
<CAPTION>

Three Months Ending January 31,         Revenues           Net Income         Assets
                                 ---------------------  ---------------   --------------
<S>                              <C>        <C>          <C>      <C>     <C>      <C>
                                     2003         2002     2003    2002    2003    2002

Loan Brokering. . . . . . . . .    14,786        6,498      721      24    5,472   2,031
Mortgage Banking. . . . . . . .       140            7      128      (6)      68   1,498
Notary Services . . . . . . . .       256           83       57       -      197      37
Real Estate Brokerage . . . . .       131           57       (4)    (64)       8       8
                                 ---------  -----------                   -------  ------
                                   15,313        6,645                     5,745   3,574
                                 =========  ===========                   -------  ------


Impairment of Goodwill. . . . .                               -       -
Compensatory Stock. . . . . . .                               -     (27)
Corporate . . . . . . . . . . .                            (478)     89
                                                         -------  ------
Total . . . . . . . . . . . . .                             424      16
                                                         -------  ------



Nine Months Ending January 31,          Revenues           Net Income         Assets
                                 ---------------------  ---------------   --------------
<S>                              <C>        <C>          <C>      <C>     <C>      <C>
                                     2003         2002     2003    2002    2003    2002
Loan Brokering. . . . . . . . .    40,547       17,536    1,424     447
Mortgage Banking. . . . . . . .       205           39      155       1
Notary Services . . . . . . . .       646          256      126      17
Real Estate Brokerage . . . . .       472          219       (6)   (171)
                                 ---------  -----------
                                   41,870       18,050
                                 =========  ===========


Impairment of Goodwill. . . . .                            (150)      -
Compensatory Stock. . . . . . .                            (158)   (531)
Corporate . . . . . . . . . . .                            (448)   (345)
                                                         -------  ------
Total . . . . . . . . . . . . .                             943    (582)
                                                         -------  ------
</TABLE>


NOTE  4.  IMPACT  OF  RECENTLY  ISSUED  ACCOUNTING  STATEMENTS

In  July  2001,  the  FASB  issued SFAS No. 143, Accounting for Asset Retirement
Obligations.  This  statement  provides  accounting  and reporting standards for
costs  associated  with  the  retirement  of  long-lived assets.  This statement
requires  entities  to  record  the  fair  value  of  a  liability  for an asset
retirement obligation in the period in which it is incurred.  When the liability
is  initially recorded, the entity capitalizes a cost by increasing the carrying
amount of the related long-lived asset.  Over time, the liability is accreted to
its  present value each period, and the capitalized cost is depreciated over the
useful  life  of the related asset.  Upon settlement of the liability, an entity
either  settles  the obligation for its recorded amount or incurs a gain or loss
upon  settlement.  The Company will be required to adopt this statement no later
than  May  1,  2003.  The  Company  is  currently  assessing  the impact of this
statement  on  its  results  of  operations,  financial position and cash flows.

                                        9
<PAGE>

In  October 2001, the FASB issued SFAS No. 144, Accounting for the Impairment or
Disposal of Long-Lived Assets.  This statement replaces SFAS No. 121, Accounting
for the Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed
Of.  However  it  retains  the  fundamental  provisions  of  SFAS  No.  121  for
recognition  and  measurement  of the impairment of long-lived assets to be held
and  used  and  for  measurement of long-lived assets to be disposed of by sale.
This  statement  applies  to  all  long-lived  assets,  including   discontinued
operations, and replaces the provisions of APB Opinion No. 30, Reporting Results
of  Operations-Reporting the Effects of Disposal of a Segment of a Business, for
the  disposal  of  segments  of  a business.  This statement requires that those
long-lived assets be measured at the lower of carrying amount or fair value less
cost  to  sell,  whether  reported  in  continuing operations or in discontinued
operations  The  adoption  of  the provision of SFAS 144 did not have a material
impact  on  the  results  of  operations  or  the  financial  position  of Anza.

In May 2002, the FASB issued SFAS No. 145, "Rescission of FASB No. 4, 44 and 64,
Amendment of FASB Statement No. 13, and Technical Corrections" (SFAS 145).  SFAS
145   updates,  clarifies   and    simplifies    certain   existing   accounting
pronouncements.  Currently,  SFAS  145  impacts  Anza  only  with respect to the
rescission  of  SFAS  4.  Prior to the issuance of SFAS 145, SFAS 4 required all
gains  and losses from extinguishment of debt to be aggregated and, if material,
classified  as  an  extraordinary  item, net of related income tax effect.  As a
result  of the rescission of SFAS 4, the criteria in APB No. 30 will now be used
to  classify  those  gains  and  losses.  SFAS 145 is required to be adopted for
fiscal  years  beginning after May 2002.  The Company has elected to early adopt
the  provisions  of  SFAS  145, and as such reported all gains on settlements of
debt as components of other income.  For the nine months ended January 31, 2003,
the Company had a gain from the settlement of certain bridge loan obligations in
the  amount  of  $51,543  as  discussed  in  Note  7.

In  July  2002,  the  FASB issued SFAS No. 146, "Accounting for Costs Associated
with  Exit or Disposal Activities." The standard requires companies to recognize
costs  associated with exit or disposal activities when they are incurred rather
than  at the date of a commitment to an exit or disposal plan.  Costs covered by
the  standard  include  lease  termination  costs and certain employee severance
costs  that  are  associated with a restructuring, discontinued operation, plant
closing,  or  other  exit or disposal activity.  This statement is to be applied
prospectively  to exit or disposal activities initiated after December 31, 2002.
Management  is currently assessing the impact of this statement on its result of
operations,  financial  position  and  cash  flows.

NOTE  5.  GOODWILL

The  net  carrying amount of goodwill is $275,247 ($100,000 related to Titus and
$175,247  related to Expidoc) at January 31, 2003.  Goodwill, during the periods
presented,  was  not  amortized  in  accordance  with SFAS 142.  During the nine
months  ended January 31, 2003, management assessed the carrying value of Titus,
after  a  liquidation  of assets held by the Titus REIT.  Titus has no remaining
assets or obligations as of January 31, 2003.  Management has inquired as to the
sale  value  of  Titus, in its current state, and believes that an impairment of
the  carrying value of Titus is necessary to reduce the estimated proceeds to be
received  to  $100,000.  Accordingly,  management  has recorded an impairment of
goodwill  in  the  amount of $150,000 to operations during the nine months ended
January  31,  2003.

                                       10
<PAGE>

NOTE  6.  EARNINGS  PER  SHARE

Dilutive  securities  which  are included in the calculation of dilutive EPS for
the three and nine months ended January 31, 2003, include the assumed conversion
of  Series C Convertible Preferred Stock, and the Series A Convertible Preferred
Stock  into  approximately  105,491,835  shares  of   common   stock.  If  these
securities  had  been  converted  as of January 31, 2003, the Company would have
exceeded  its  authorized  number  of  common shares.  On February 28, 2003, the
holders  of  Series  A  Convertible  Preferred  Stock  and  Series C Convertible
Preferred  Stock  entered  into  agreements  effective  following Anza's pending
shareholder  meeting to exchange their securities for newly created Series E and
Series  D  Convertible  Preferred  Stock,  respectively, reducing the effects of
dilution  for  future  periods,  and  the  risk  that  the  authorized shares be
exceeded.

NOTE  7.  BRIDGE  FINANCING

On  June  27,  2001,  the  Company obtained a short-term bridge loan from Laguna
Pacific  Capital  Partners  in  the  amount  of  $225,000, with a stated rate of
interest  at  7%  per  annum.  Anza  also  executed  a  warrant agreement, which
entitled Laguna Pacific to acquire up to $225,000 worth of Anza common stock for
the  total purchase price of $1.00, calculated at 70% of the closing stock price
on  the  date immediately preceding the exercise date.  For accounting purposes,
Anza  was required to allocate the proceeds received to the value of the warrant
and  the  bridge  loan  using  the  relative fair value method and the resulting
warrant  value  is  reflected as an increase in additional paid-in capital and a
corresponding  reduction (discount) to the face value of the note.  The relative
value  of  the  warrant amounted to $132,341, and such amount was reflected as a
discount  to  the note.  The discount on the note was amortized over the term of
the  note  of  March  27,  2002, using the effective interest method.  Anza paid
$25,000,  plus  interest,  near the due date.  Management of Anza sought relief,
since the general partners of Laguna Pacific did not perform under certain terms
of  the  agreement.  On  or  about June 27, 2002, Anza entered into a settlement
agreement  and  general  mutual  release  with   Laguna   Pacific  (the  "Laguna
Settlement").  As  consideration  under  the  Laguna Settlement, Anza repaid the
$200,000  note,  plus  $9,000  in  accrued interest, and the note was cancelled.

Subsequent  to  the  Laguna Settlement, a dispute arose regarding whether or not
the  Laguna  Settlement  included  and  consequently  canceled the warrants.  On
October  25,  2002,  the board of directors authorized the issuance of 3,000,000
shares  of  the Company's common stock upon exercise of the Laguna warrant.  The
stock  was  valued  at  the  fair  market  value  on the date the settlement was
executed  of  $0.03  per  share,  less  a  10%  reduction  based on the Rule 144
restriction.  The  value of the 3,000,000 shares issued to Laguna was determined
to be $81,000.  The value of the warrant immediately prior to the settlement was
determined  to  be equal to the original relative value of the warrant, since no
economic  changes  impacted the value of the warrant since the date of issuance.
During the nine months ended January 31, 2003, management recorded a gain on the
settlement  as  other  income  in  the  amount  of  $51,543.

NOTE  8.  EMPLOYMENT  AGREEMENTS

On  June  1,  2001,  Anza  entered  into  an  employment  agreement with Vincent
Rinehart,  its  chief executive officer.  Under the terms of the agreement, Anza
is  to pay a salary equal to $275,000 per year, subject to an annual increase of
10% commencing January 1, 2002, plus an automobile allowance of $1,200 per month
and  other  benefits,  including life insurance.  The agreement is for a term of
five  years  and  provides for a severance payment in the amount of $500,000 and
immediate vesting of all stock options in the event his employment is terminated
for  any  reason,  including  cause.  In addition, Anza granted Vincent Rinehart
options to acquire 2,500,000 shares of Anza common stock at $0.08 per share (the
fair  value  on June 1, 2001), which vested monthly over a three-year period; as
part  of  a  recapitalization of the company, effective following Anza's pending
shareholder  meeting, these options will be terminated (see Note 11).  Using the
variable  method  in accordance with Accounting Principles Board Opinion No. 25,
no  expense  was  recognized  from  the  issuance  of  the  options.

                                       11
<PAGE>

On  April  1,  2002,  AMRES entered into an employment agreement with Jeff Hemm,
president, for the term of three years.  Under the terms of the agreement, AMRES
is to pay a salary equal to $168,000 per year, subject to an monthly increase or
decrease based on the number of loans closed during the quarter, plus automobile
allowance  of  $800  per month and other benefits, including life insurance.  In
addition,  he  was  granted  options to acquire 1,000,000 shares of AMRES common
stock  at  $0.05  per share (the fair value on April 1, 2002), which vested over
twelve  months;  these options were canceled in exchange for 1,000,000 shares of
common  stock  on  November  1,  2002  (see  Note  9).

NOTE  9.  STOCKHOLDERS'  EQUITY

From  time  to time, the Company's board of directors authorizes the issuance of
common  stock.  The  Company  values shares of common stock based on the closing
ask price of the securities on the date the directors approve such issuance.  In
the  event  the  Company  issues   common   stock   subject  to  transferability
restrictions  under  Rule 144 of the Exchange Act of 1933, the Company discounts
the  closing  ask  prices  by  10%  to  value  its  common  stock  transactions.

In May 10, 2002, the Company issued 30,000 shares of its restricted common stock
to  an  employee as an incentive.  The shares were valued at $1,080 and recorded
as  compensation  expense  during  the  first quarter.  On November 4, 2002, the
Company  issued  3,050,000  shares to consultants and legal counsel for services
rendered  prior to October 31, 2002, valued at $82,350.  The value of the shares
were recorded in the accompanying financial statements as consulting expense for
the  quarter  ended  October  31,  2002.

Further,  on  November  4,  2002, the Company issued 3,950,000 shares to current
employees  and  directors  for  services rendered prior to October 31, 2002. The
shares were valued at $106,650 and were recorded as compensation expense for the
quarter  ended  October  31,  2002.

Also  see  Note  11,  Subsequent  Events.

SERIES  A  CONVERTIBLE  PREFERRED  STOCK

During the nine months ended January 31, 2003, Anza repurchased 48,977 shares of
Series  A  Convertible Preferred Stock for $20,423.  Also during the period, the
Company  declared  and distributed $21,995 of dividends relating to the Series A
Convertible  Preferred  Stock.

Please  also  see  Note  11,  Subsequent  Events  for  certain  recapitalization
transactions  related  to  the  Series  A  Convertible  Preferred  Stock.

                                       12
<PAGE>

SERIES  C  CONVERTIBLE  PREFERRED  STOCK

On  May 14, 2002 and again on November 17, 2002, holders of Series C Convertible
Preferred  Stock  converted  1,059  shares  of  Series  C  Preferred  Stock into
5,728,503  shares  of  Anza's  restricted  common  stock.  The  number of shares
received  upon  conversion  was  determined  based  on  the  conversion discount
specified  in  the  agreement  of 17.5%, taking into account the dividends which
were  due  on  the Series C Preferred shares.  The beneficial conversion feature
embedded  in the Series C Preferred was originally charged to Anza's accumulated
deficit.  No  expense was associated with the transaction.  Series C Convertible
Preferred  stock  dividends  totaling  $17,050  were  charged  to  the Company's
accumulated  deficit  during  the  nine  months  ended  January  31,  2003.

Please  also  see  Note  11.  Subsequent  Events  for  certain  recapitalization
transactions  related  to  the  Series  C  Convertible  Preferred  Stock.

NOTE  10.  NOTIFICATION  FROM  THE  DEPARTMENT  OF HOUSING AND URBAN DEVELOPMENT

On  December  9,  2002,  the  Company  received notification from HUD requesting
indemnification  on  up  to  23  loans  brokered by a former loan officer of the
Company.  We  executed  and  provided  an  Indemnification  Agreement  to HUD as
requested.  On  February  13,  2003,  HUD notified us that (i) without the loans
originated  by this particular loan officer, AMRES' default and claim rate would
be  an  acceptable level to HUD, and (ii) as a result of our termination of that
loan  officer,  and  the  indemnification  agreement,  the  matter  was  closed.

Further, on March 3, 2003, the company was served with a lawsuit from one of its
lenders  regarding  potential irregularities with as many as six loans submitted
to  and closed through this lender.   The Company is currently assessing losses,
if  any,  associated  with  each of these loans.  The Company carries errors and
omissions  insurance  coverage, which may offset any potential losses, which may
be  incurred  by  the  Company  with respect to these loans.  At the time of the
filing of this quarterly report, it is too early to determine what, if any, loss
the  Company  may  ultimately  incur  with these loans.  The Company has accrued
$350,000  ($115,000  accrued  in  the second quarter and $235,000 accrued in the
third  quarter)  of  expense as accrued liabilities to account for the potential
deductible  the  Company  could incur if all of these loans result in losses for
the  Company.

NOTE  11.  SUBSEQUENT  EVENTS

Proposed  Reorganization  and  Acquisition

On  October  7,  2002, Anza issued a press release announcing the execution of a
reorganization  agreement  with  Homelife,  Inc.  On February 27, 2003, due to a
number  of  factors including but not limited  to  changing  market  conditions,
the  failure  of  Homelife  to fulfill one  or  more  of  its obligations  under
the agreement,  and  the  extended  period of time it  would  take  to  complete
the reorganization, Anza notified  Homelife  of  its  intent  to  terminate  the
Reorganization Agreement.  On March 14, 2003, Anza terminated the Reorganization
Agreement.

Amendment  to  Effectuate  a  1-for-20  Reverse  Stock  Split

On  February  28,  2003, the board of directors approved, subject to stockholder
approval,  an amendment to the Company's Articles of Incorporation to effectuate
a  one  (1)  for  twenty  (20)  reverse  stock split of the Company's issued and
outstanding  common  stock.  On  March  5,  2003,  the  proposal was approved by
written  consent  of  a  majority  of  the Company's stockholders; however; this
proposal  will  not  be  effected  until after the Company's annual shareholders
meeting  on  April  11,  2003.

                                       13
<PAGE>

Amendment  to  Increase  the  Authorized  Preferred  Stock  to  2,500,000 Shares

On  February  28,  2003,  the  board  of  directors  of  the Company approved an
amendment  to the Company's Articles of Incorporation to increase the authorized
preferred  stock from 1,000,000 shares to 2,500,000 shares, par value $0.001 per
share,  the  rights, privileges, and preferences of which would be determined by
the  board of directors, in their sole discretion, from time to time.   On March
5,  2003,  the  proposal  was  approved  by written consent of a majority of the
Company's  stockholders; however; this proposal will not be effected until after
the  Company's  annual  shareholders  meeting  on  April  11,  2003.

2003  Securities  Plan

On  February  28, 2003, the Board of directors of the Company approved, declared
it  advisable  and  in  the Company's best interests, and directed that there be
submitted  to the holders of a majority of the Company's voting stock for action
by  written  consent  the  Anza  Capital, Inc. 2003 Omnibus Securities Plan (the
"2003 Securities Plan").  On March 5, 2003, the proposal was approved by written
consent  of a majority of the Company's stockholders however; this proposal will
not  be  effected until after the Company's annual shareholders meeting on April
11,  2003.

The  2003  Securities  Plan  authorizes  the  granting of the following types of
stock-based  awards  (each,  an  "Award"):

-     stock  options  (including incentive stock options and non-qualified stock
      options);
-     restricted  stock  awards;
-     unrestricted  stock  awards;  and
-     performance  stock  awards.

A  total  of 750,000 (post 1 for 20 stock split) shares of common stock (subject
to  adjustment  as  described  below)  are  reserved for issuance under the 2003
Securities  Plan.  Shares  of common stock issued under the 2003 Securities Plan
may  be  authorized  but  unissued  shares, or shares reacquired by the Company,
including  shares  purchased  on  the open market.  The unexercised, unearned or
yet-to-be acquired portions of any award that expire, terminate or are canceled,
and  shares  of common stock issued pursuant to awards under the 2003 Securities
Plan  that  are reacquired by the Company pursuant to the terms under which such
shares were issued, will again become available for the grant of further awards.

All  shares will be proportionately adjusted for any increase or decrease in the
number  of issued shares of common stock resulting from an increase, decrease or
exchange  in  the  outstanding shares of common stock or if additional shares or
new  or  different  shares  are  distributed in respect of such shares of common
stock,  through  merger, consolidation, sale or exchange of all or substantially
all  of  the  assets   of   the   Company,   reorganization,   recapitalization,
reclassification,  stock dividend, stock split, reverse stock split, spin-off or
other  distribution  with  respect  to  such shares.  On May 1 of each year, the
number  of shares in the 2003 Securities Plan shall automatically be adjusted to
an  amount equal to ten percent (10%) of the outstanding stock of the Company on
April  30  of  the  immediately  preceding  year.

Under  the  2003  Securities  Plan,  the  board  of  directors  may grant either
incentive  stock options or nonqualified stock options.  Incentive stock options
and  non-qualified  stock  options  may  be granted for such number of shares of
common  stock  as  the  board of directors determines.  No grants have been made
under  the  2003  Securities  Plan.

                                       14
<PAGE>

The  exercise  price  for  each  stock  option  is  determined  by  the board of
directors.  Stock  options  must have an exercise price of at least 85% (100% in
the  case  of incentive stock options, or at least 110% in the case of incentive
stock  options  granted  to  certain  employees  owning  more  than  10%  of the
outstanding  voting  stock)  of the fair market value of the common stock on the
date  the  stock option is granted.  Under the 2003 Securities Plan, fair market
value  of the common stock for a particular date is generally the average of the
closing  bid  and  asked  prices  per  share  for the stock as quoted on the OTC
Bulletin  Board  on  such  date.

No stock option may be exercised after the expiration of ten years from the date
of  grant  (or  five  years  in  the  case of incentive stock options granted to
certain  employees  owning  more  than  10%  of  the  outstanding voting stock).
Pursuant  to  the  2003  Securities Plan, the aggregate fair market value of the
common  stock  for  which  one  or  more  incentive stock options granted to any
participant may for the first time become exercisable as incentive stock options
under  the  federal  tax  laws  during  any  one  calendar year shall not exceed
$100,000.

Recapitalization  Transactions  Involving  Preferred Stockholders and Debtholder

The  board  of directors has authorized and approved the following transactions,
which  were  undertaken as part of a plan of restructuring the capitalization of
the Company so as to better position it for growth and acquisitions. The Company
seeks  ratification  of  such  approvals  from  the  shareholders.

     (a)     On  February  28,  2003, Anza Capital, Inc. and Keyway Investments,
Ltd entered into an agreement, whereby Keyway agreed to exchange 4,006 shares of
Series  C  Convertible Preferred Stock for (i) 8,181,491 shares of common stock,
(ii)  2,003  shares  of  newly created Series D Convertible Preferred Stock, and
(iii)  warrants  to  acquire 183,168 (assuming the proposed 1 for 20 stock split
effected)  shares  of common stock, exercisable for a period of five years, with
each  one-third  at  an  exercise  price  of  $0.50, $0.75, and $0.90 per share,
respectively.  The  exchange  for  common stock was completed on the date of the
agreement,  while  the  exchange for new preferred stock and the cancellation of
the  warrants  will be effective after the pending Anza shareholder meeting.  On
the  date  of  the  agreement,  the  value of the Series C Preferred Stock, plus
accrued  dividends,  was  determined  to  be $484,509.   The 8,181,491 shares of
common  stock  were  valued  at  $219,325  based on the fair market value of the
shares  as  of  February  28,  2003,  less  a  10%  discount for transferability
restrictions.  The  Series D Convertible Preferred Stock has a liquidation value
of  $254,000  and the warrants were attributed a value of $9,609 using the Black
Scholes  option  pricing mode.  The closing stock price and the date of grant of
the  warrants was $0.03, and assuming the 1 for 20 stock split effect, the stock
price  used  as  fair  value  was $0.60 per share.  The option life assumed is 5
years,  risk-free  interest  rate  of  2.5%,  and an expected volatility of 15%.
Management  determined  the  measurement  date  to  be  February 28, 2003, since
consent  of  a  majority  of the shareholders was obtained on that date.  As the
value  of  the newly issued shares, Series D Convertible Preferred Stock and the
warrants  equate  the  value  of the previously outstanding Series C Convertible
Preferred  Stock,  the  Company  is  not  expected to incur any financial impact
related  to  the  exchange  in  future  periods.

     (b)     On  February  28, 2003, Anza Capital, Inc. and EURAM Cap Strat. "A"
Fund  Limited  entered into an agreement, whereby EURAM agreed to exchange 4,051
shares  of  Series  C  Convertible  Preferred  Stock for (i) 8,273,395 shares of
common  stock,  (ii)  2,025.5  shares  of  newly  created  Series  D Convertible
Preferred  Stock, and (iii) warrants to acquire 185,226 (assuming the proposed 1

                                       15
<PAGE>

for 20 stock split effected) shares of common stock, exercisable for a period of
five  years, with each one-third at an exercise price of $0.50, $0.75, and $0.90
per share, respectively. The exchange for common stock was completed on the date
of  the  agreement,   while  the  exchange  for  new  preferred  stock  and  the
cancellation  of  the   warrants  will  be  effective  after  the  pending  Anza
shareholder  meeting.  On  the  date of the agreement, the value of the Series C
Preferred  Stock,  plus  accrued  dividends was determined to be $488,359.   The
8,273,395  shares  of  common  stock  were  valued at $221,789 based on the fair
market  value  of  the  shares  as of February 28, 2003, less a 10% discount for
transferability  restrictions.  The  Series  D Convertible Preferred Stock has a
liquidation value of $256,854 and the warrants were attributed a value of $9,717
using  the  Black  Scholes option pricing mode.  The closing stock price and the
date  of  grant of the warrants was $0.03, and assuming the 1 for 20 stock split
effect, the stock price used as fair value was $0.60 per share.  The option life
assumed  is 5 years, risk-free interest rate of 2.5%, and an expected volatility
of  15%.  Management  determined  the  measurement date to be February 28, 2003,
since  consent  of a majority of the shareholders was obtained on that date.  As
the  value  of the newly issued shares, Series D Convertible Preferred Stock and
the warrants equate the value of the previously outstanding Series C Convertible
Preferred  Stock,  the  Company  is  not  expected to incur any financial impact
related  to  the  exchange  in  future  periods.

     (c)     On  February 28, 2003, Anza Capital, Inc. and The dotCom Fund, LLC,
entered  into  an agreement, whereby dotCom Fund agreed to exchange 2,195 shares
of  Series  C  Convertible  Preferred  Stock  for (i) 4,482,869 shares of Common
Stock,  (ii)  1,097.5  shares  of  newly  created Series D Convertible Preferred
Stock,  and  (iii)  warrants  to acquire 100,362 (assuming the proposed 1 for 20
stock  split  effected) shares of common stock, exercisable for a period of five
years,  with  each one-third at an exercise price of $0.50, $0.75, and $0.90 per
share, respectively.  The exchange for common stock was completed on the date of
the  agreement,  while the exchange for new preferred stock and the cancellation
of  the  warrants  will be effective after the pending Anza shareholder meeting.
On  the  date  of the agreement, the value of the Series C Preferred Stock, plus
accrued  dividends  was  determined  to  be  $264,613.   The 4,482,869 shares of
common  stock  were  valued  at  $120,174  based on the fair market value of the
shares  as  of  February  28,  2003,  less  a  10%  discount for transferability
restrictions.  The  Series  D  Preferred has a liquidation value of $139,174 and
the  warrants  were  attributed a value of $5,265 using the Black Scholes option
pricing mode.  The closing stock price and the date of grant of the warrants was
$0.03,  and  assuming  the  1 for 20 stock split effect, the stock price used as
fair  value  was $0.60 per share.  The option life assumed is 5 years, risk-free
interest rate of 2.5%, and an expected volatility of 15%.  Management determined
the measurement date to be February 28, 2003, since consent of a majority of the
shareholders  was obtai ned on that dateAs the value of the newly issued shares,
Series  D  Convertible  Preferred Stock and the warrants equate the value of the
previously  outstanding Series C Convertible Preferred Stock, the Company is not
expected  to  incur  any  financial  impact  related  to  the exchange in future
periods.

     (d)     On  February  28,  2003,  Anza Capital, Inc. and Cranshire Capital,
L.P.,  entered  into  an  agreement,  whereby Cranshire agreed to exchange 6,151
shares  of  Series  C  Convertible  Preferred Stock for (i) 12,562,245 shares of
common  stock,  (ii)  3,075.5  shares  of  newly  created  Series  D Convertible
Preferred  Stock, and (iii) warrants to acquire 281,244 (assuming the proposed 1
for 20 stock split effected) shares of common stock, exercisable for a period of
five  years, with each one-third at an exercise price of $0.50, $0.75, and $0.90
per  share,  respectively.  The  exchange  for common stock was completed on the
date  of  the  agreement,  while  the  exchange  for new preferred stock and the
cancellation  of  the  w arrants  will  be  effective  after  the  pending  Anza
shareholder  meeting.  On  the  date of the agreement, the value of the Series C
Preferred  Stock,  plus  accrued  dividends was determined to be $741,520.   The
12,562,245  shares  of  common  stock  were valued at $336,761 based on the fair
market  value  of  the  shares  as of February 28, 2003, less a 10% discount for
transferability  restrictions.  The  Series  D Preferred Stock has a liquidation
value  of $390,004 and the warrants were attributed a value of $14,755 using the
Black  Scholes  option  pricing  mode.  The  closing stock price and the date of
grant  of  the warrants was $0.03, and assuming the 1 for 20 stock split effect,

                                       16
<PAGE>

the stock price used as fair value was $0.60 per share.  The option life assumed
is  5 years, risk-free interest rate of 2.5%, and an expected volatility of 15%.
Management  determined  the  measurement  date  to  be  February 28, 2003, since
consent  of  a  majority  of the shareholders was obtained on that date.  As the
value  ofthe  newly  issued shares, Series D Convertible Preferred Stock and the
warrants  equate  the  value  of the previously outstanding Series C Convertible
Preferred  Stock,  the  Company  is  not  expected to incur any financial impact
related  to  the  exchange  in  future  periods.

     (e)     On  February  28,  2003,  Anza  Capital,  Inc.  and Barbara Dunster
entered  into an agreement, whereby Dunster agreed to exchange 347,643 shares of
Series  A Convertible Preferred Stock for 173,822 shares of newly created Series
E Convertible Preferred Stock.  The effective date of the exchange will be after
the pending shareholder meeting.  The Series A Convertible Preferred Stock had a
liquidation  value  of  $0.50 per share, or $173,822 total, which equates to the
liquidation  value  of  the  Series  E  Convertible Preferred Stock of $1.00 per
share,  or  $173,822  total.  As  such, the Company is not expected to incur any
financial  impact  related  to  the  exchange  in  future  periods.

     (f)     On  dated  February  28,  2003,  Anza  Capital, Inc. and the Staron
Family Trust entered into an agreement, whereby Staron agreed to exchange 86,911
shares  of  Series  A  Convertible  Preferred  Stock  for 43,456 shares of newly
created  Series  E  Convertible  Preferred  Stock.  The  effective  date  of the
exchange  will  be  after   the   pending  shareholder  meeting.  The  Series  A
Convertible  Preferred  Stock  had  a  liquidation  value of $0.50 per share, or
$43,456  total,  which  equates  to  the  liquidation  value  of  the  Series  E
Convertible  Preferred Stock of $1.00 per share, or $43,456 total.  As such, the
Company is not expected to incur any financial impact related to the exchange in
future  periods.

     (g)     On  February  28,  2003,  Anza  Capital,  Inc. and Vincent Rinehart
entered  into  an  agreement,  whereby  Rinehart agreed to (i) cancel options to
acquire  2,500,000  shares  of  common  stock  and  (ii) convert an aggregate of
$433,489.06 in principal and interest under a promissory note into (y) 6,000,000
shares  of  common  stock  and  (z)  18,800  shares  of  newly  created Series F
Convertible  Preferred  Stock.  The  exchange  of  principal  and  interest  was
effective as of the date of the agreement, while the cancellation of options and
issuance  of  preferred  stock  will  be effective after the pending shareholder
meeting.  The  value  attributed  to  the  6,000,000  shares of common stock was
$120,000,  based  on  the fair market value of the stock as of the exchange date
less  a 20% discount (per the original terms of the promissory note).  The value
attributed  to  the  Series  F  Convertible Preferred Stock is $313,490 based on
18,800  shares at a liquidation value of $16.675 per share. As such, the Company
is  not expected to incur any financial impact related to the exchange in future
periods.

Preferred  Stock

Each  share  of  Series  D  Convertible  Preferred  Stock (assuming the 1-for-20
reverse  stock  split  is  effected)  (i)  has a liquidation preference equal to
$126.81  per  share,  (ii)  is  entitled  to  receive a quarterly non-cumulative
dividend  equal to 7% per annum, which may be paid in cash or in common stock at
the  discretion of the Company based on the average of the closing bid price for
the  last  ten  trading  days of the applicable quarter, (iii) may be converted,
after  February  28,  2004,  into  126.81  shares of Company common stock at the
option  of  the  holder,  and  (iv)  is  entitled to 126.81 votes on all matters
submitted  to  the  shareholders  for  approval.

                                       17
<PAGE>

Each  share  of Series E Convertible Preferred Stock (after giving effect to the
1-for-20 reverse stock split) (i) has a liquidation preference (after the Series
D  Convertible  Preferred Stock) equal to $1.00 per share, (ii) is entitled to a
monthly,  non-cumulative  dividend  equal to 12% per annum, payable in cash, and
(iii)  may  be converted, only upon the mutual written consent of the holder and
the  Company,  into common stock at the average of the closing bid price for the
last  ten days prior to the conversion date.  The Series E Convertible Preferred
Stock  does  not  have  any  voting  rights.

Each  share  of Series F Convertible Preferred Stock (after giving effect to the
1-for-20 reverse stock split) (i) has a liquidation preference (after the Series
D Convertible Preferred Stock and Series E Convertible Preferred Stock) equal to
$16.675  per  share, (ii) is entitled to a quarterly, non-cumulative dividend of
1.75  shares of Company common stock, which may be paid in cash at the Company's
discretion  based  on  the  average  of  the  closing bid price for the last ten
trading  days  of the applicable quarter, (iii) may be converted, after February
28,  2004,  into 100 shares of Company common stock at the option of the holder,
and  (iv)  is  entitled  to  100  votes  on  all  matters
submitted  to  the  shareholders  for  approval.


                                       18
<PAGE>
ITEM  2     MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OR  PLAN  OF  OPERATION

Except  for historical information, the materials contained in this Management's
Discussion  and  Analysis are forward-looking (within the meaning of Section 27A
of  the Securities Act of 1933 and Section 21E of the Securities Exchange Act of
1934)  and  involve  a  number  of  risks  and uncertainties.  These include the
Company's  historical  losses,  the  need to manage its growth, general economic
downturns,  intense  competition  in the financial services and mortgage banking
industries, seasonality of quarterly results, and other risks detailed from time
to  time  in  the Company's filings with the Securities and Exchange Commission.
Although  forward-looking  statements  in this Quarterly Report reflect the good
faith  judgment  of  management,  such statements can only be based on facts and
factors  currently  known  by   the   Company.  Consequently,  forward-  looking
statements are inherently subject to risks and uncertainties, actual results and
outcomes  may  differ  materially from the results and outcomes discussed in the
forward-looking  statements.  Readers are urged to carefully review and consider
the various disclosures made by the Company in this Annual Report, as an attempt
to  advise  interested  parties  of  the  risks  and factors that may affect the
Company's  business,  financial   condition,   and  results  of  operations  and
prospects.

OVERVIEW

The  Company  is an independent financial services company, whose primary source
of  revenue  is  through  American  Residential  Funding "AMRES", a wholly owned
subsidiary.  AMRES  offers  loan  originators a "branch network" opportunity, in
which  AMRES  provides  licensing,  accounting  and  lender approvals in over 35
states.  They  maintain  a  web  site,  www.amres.net,  which  contains detailed
information  on  AMRES,  as well as provides Net Branches with various corporate
services.  AMRES  currently  has a 200 branch system in operation nationwide, in
addition  to four Corporate owned branches in 4 counties in Southern California.
Further  growth  is  anticipated, both from commissioned and corporate marketing
staff.  Loan  processing,  mortgage  banking   and   acquisitions  will  provide
additional  revenues  sources.

Expidoc.com  has  seen  increased  revenue  over   the  last  several  quarters,
completing over 900 loan document signings for the month of January 2003 through
their network of notaries in all 50  states.  Expidoc.com  has  achieved profit-
ability  the last three fiscal quarters. By adding staff, and implementing a new
marketing  initiative, Expidoc.com should continue to improve its operations and
maintain  near  term  profitability.  Revenues  at  Expidoc.com  are expected to
continue  to  increase,  as  Expidoc.com  has  become  a  preferred  signer  for
Ditech.com. This status with Ditech.com has resulted in a consistent increase in
the  number  of  orders  received  monthly.

Bravo  Real  Estate,  Inc.,  a  wholly  owned  subsidiary,  has filed papers for
obtaining   a   trademark   ("Bravo  Real  Estate  Network"),  as  well  as  the
authorization to sell Bravo franchises.  There are no revenues at this time, and
no  significant  revenues  expected  until  late  2003  or  early  2004.

BravoRealty Inc., a 69% owned subsidiary, has established joint venture branches
in  four  locations,  and  has  incurred  a small operating loss for the current
quarter.

Titus  Real  Estate,  LLC  operates  as the manager of Titus REIT, a real estate
investment  trust.  Current  shareholders of the REIT have requested the selling
of  assets  in  order  to  return  their  original investment.  To date, all ten
properties have been sold.  It is the intent of the management of the Company to
repay  its  initial investors, operate the REIT at minimal levels, and raise new
capital for Titus REIT when the market permits, although no estimate can be made
as to when that might be.  The Company believes the long term benefits of a REIT
compliment the Company's business plan.  Titus Real Estate, LLC did not generate
any  revenue  during  the  current  quarter.

                                       19
<PAGE>

We  have achieved a profit for the last four quarters.  Our revenues continue to
increase, and we have been successful through various strategies in reducing our
outstanding  debt.  We  have  achieved profitability in recent quarters and as a
result  management  believes  that  we  may achieve profitability in the current
fiscal  year.

CRITICAL  ACCOUNTING  POLICIES

Anza's   consolidated   financial   statements   and  related  public  financial
information  are  based  on  the  application of accounting principles generally
accepted  in  the  United  States ("GAAP").  GAAP requires the use of estimates,
assumptions,  judgments  and subjective interpretations of accounting principles
that  have  an  impact  on  the assets, liabilities, revenue and expense amounts
reported.  These estimates can also affect supplemental information contained in
the  external disclosures of Anza including information regarding contingencies,
risk and financial condition.  Anza believes its use of estimates and underlying
accounting  assumptions  adhere  to GAAP and are consistently and conservatively
applied.  Valuations  based  on  estimates  are  reviewed for reasonableness and
conservatism  on  a  consistent  basis  throughout  Anza.  Primary  areas  where
financial  information  of  Anza is subject to the use of estimates, assumptions
and the application of judgment include accounts receivable allowances, and loan
losses  on  loans held for sale, which have been historically and favorably low.
These  significant  estimates  also  include  our  evaluation  of impairments of
intangible   assets   (see   further   discussion   below).   In  addition,  the
recoverability  of  deferred  tax  assets  must  be assessed as to whether these
assets  are  likely  to be recovered by Anza through future operations.  We base
our  estimates on historical experience and on various other assumptions that we
believe  to  be  reasonable  under the circumstances.  Actual results may differ
materially  from  these estimates under different assumptions or conditions.  We
continue  to  monitor  significant  estimates made during the preparation of our
financial  statements.

Loans  Held  for  Sale

Mortgage  loans  held  for  sale represent mortgage loans originated and held by
AMRES,  pending  sale,  to interim and permanent investors. AMRES sells loans it
originates,  typically  within 30 days of origination, rather than hold them for
investment.  AMRES  sells  loans  to institutional loan buyers under an existing
contract.   AMRES  sells  the servicing rights to its loans at the time it sells
those loans.  At the time a loan is sold, AMRES has no continuing interest since
servicing  rights  are  transferred  at  the  time  of  sale  in accordance with
paragraph  5 of SFAS 140.  Recourse provisions generally relate to first payment
defaults, or breach of representations and warranties, or fraud, with respect to
the  loans  sold.  The  recourse  provision,  because of its very brief term (30
days),  is  not  practical  to value in accordance with paragraph 6 of SFAS 140,
since  the value is deminimus.  In the event AMRES management becomes aware of a
default,  the  financial  asset and liability is reinstated and an assessment of
the  impact  of  losses is made.  To date, AMRES has not repurchased a loan as a
result  of  its  origination  practices.

Fair  Value  of  Assets  Acquired  and  Liabilities Assumed in Purchase Business
Combinations  and  Review  for  Impairments

The  purchase  business  combinations  we  evaluate  and  complete require us to
estimate  the  fair  value of the assets acquired and liabilities assumed in the
combinations.  These  estimates  of  fair  value  may  be  based  on independent
appraisal  or  our  business  plan  for  the entities acquired including planned
redundancies,  restructuring,  use  of assets acquired and assumptions as to the
ultimate  resolution  of obligations assumed for which no future benefit will be
received.  Should  actual use of assets or resolution of obligations differ from
our  estimates,  revisions to the estimated fair values would be required.  If a
change in estimate occurs after one year of the acquisition, the change would be
recorded  in  our  statement  of  operations.

                                       20
<PAGE>

Valuation  Of  Long-Lived  And  Intangible  Assets

The  recoverability  of  these  assets  requires  considerable  judgment  and is
evaluated  on  an  annual  basis  or  more frequently if events or circumstances
indicate  that  the  assets  may  be  impaired.  As  it  relates to goodwill and
indefinite  life  intangible assets, we apply the impairment rules in accordance
with  SFAS  No.  142.  As  required by SFAS No. 142, the recoverability of these
assets is subject to a fair value assessment, which includes several significant
judgments  regarding  financial projections and comparable market values.  As it
relates  to  definite  life  intangible assets, we apply the impairment rules as
required  by  SFAS  No.  144,  "Accounting  for  the  Impairment  of Disposal of
Long-Lived  Assets"  which  also  requires  significant judgment and assumptions
related  to the expected future cash flows attributable to the intangible asset.
The  impact  of modifying any of these assumptions can have a significant impact
on  the  estimate  of fair value and, thus, the recoverability of the asset.  In
fiscal  2001,  our impairments were quite large due to the rescission of LoanNet
and  impairment  of Titus.  No impairments were recorded during the three months
ended  January  31,  2003.  However, for the nine months ended January 31, 2003,
the  Company recorded an additional impairment related to Titus in the amount of
$150,000  (See  Note  4).

Income  Taxes

We  recognize  deferred  tax  assets  and  liabilities  based on the differences
between the financial statement carrying amounts and the tax bases of assets and
liabilities.  We regularly review our deferred tax assets for recoverability and
establish  a  valuation allowance based upon historical losses, projected future
taxable  income  and  the expected timing of the reversals of existing temporary
differences.  During 2002, we estimated the allowance on net deferred tax assets
to  be  one-hundred  percent  of  the  net  deferred  tax  assets.

RESULTS OF OPERATIONS, THREE MONTHS ENDED JANUARY 31, 2003 COMPARED TO THE THREE
MONTHS  ENDED  JANUARY  31,  2003.

Revenues

Revenues increased by $8,668,711, or 130.4%, to $15,313,407 for the three months
ended  January  31,  2003,  compared  to  $6,644,696  for the three months ended
January  31,  2002.  The  growth  in  revenues  is primarily attributable to the
expansion  and  growth of AMRES primarily through the brokering of loans.  AMRES
accounted for over 97% of consolidated revenues for both periods.  AMRES, as did
most  of  the  mortgage industry, benefited greatly from the decline in interest
rates  over  the  last  twelve  months.  Typically,  as interest rates fall, the
refinance  market  heats  up expanding the market of interested borrowers beyond
those  borrowing  for  the purchase of their primary residence.  AMRES benefited
from  this  market  upturn,  as  they  had  the  capacity in terms of people and
infrastructure to accommodate the additional business.  Management believes that
a significant increase in interest rates could slow the rapid growth the Company
has  experienced  over  the  last  two  fiscal  years.

                                       21
<PAGE>

More  significantly,  the  growth of the branch network program at AMRES was the
major  contributor  to  the  growth  in  revenue.  AMRES' branch network program
comprised  approximately  407  branches  as  of January 31, 2003, compared to 93
branches  as  of January 31, 2002.  For the three months ended January 31, 2003,
the total revenue associated with the  branches was approximately $11.5 Million,
compared  to total revenue associated with the  branches of $4.6 Million for the
three months ended January 31, 2002.  The Net branch network program is expected
to continue to be a primary growth vehicle for Anza in the future.  In addition,
the  mortgage  banking  division  of AMRES is expected to continue its expansion
over  the  next  several  months.

Revenues  for  Expidoc.com also increased significantly, $255,691 for the period
ended  January  31,  2003  compared  to $83,065 for the period ended January 31,
2002.  The  increase  is primarily a result of Expidoc.com refocusing its market
strategy  to  secure  higher  volume  customers  as  compared  to servicing many
low-volume  customers.  This  change  in  focus  is evidenced by the securing of
business  with such customers as Ditech.com.  Management believes this to be the
best  strategy  to  focus  on,  as  it  allows  Expidoc.com to both benefit from
economies  of  scale  and  provide  the highest level of service to its customer
base.  Management  realizes  that the loss of any one significant customer could
have  a material negative impact on the growth and profitability of Expidoc.com.

Bravo  Real  Estate,  Inc.  has  no  revenues  at  this time, and no significant
revenues  are  expected  until  late 2003 or early 2004 when franchise sales are
projected  to  begin.

BravoRealty  became  operational in January of 2001.  For the three months ended
January  31,  2003,  revenues  amounted  to  $131,482  compared with revenues of
approximately  $56,922  for  the  period  ending  January  31,  2002.

There were no revenues from Titus during the three months ended January 31, 2003
and  revenue  from  Titus  for  the  three  months  ended  January 31, 2002 were
insignificant.

Costs  and  Expenses

Commissions  are  paid  to  loan  agents on funded loans.  Commissions and other
increased  by $5,283,260 or 110.2%, for the three months ended January 31, 2003,
to  $10,076,910  from  $4,793,650  for  the three months ended January 31, 2002.
This  increase  is  primarily related to the increased revenues discussed above.
As a percentage of revenue, the commissions decreased by 6.3%, to 65.8% compared
to  72.1% for the three months ended January 31, 2003 and the three months ended
January 31, 2002, respectively.  The Company earns a flat percentage of revenues
associated  with  the  net branches, as compared to revenues associated with the
corporate  branches  in  which  the Company earns a higher commission split once
certain  revenue  targets  are achieved. Gross profit increased by $3,385,451 or
182.9%  for  the  three  months  ended  January  31,  2003  to $5,236,497 from $
1,851,046  for  the  three  months  ended  January  31,  2002.

General  and  Administrative  Expenses

General  and  administrative  expenses  totaled  $3,267,501 for the three months
ended  January  31,  2003,  compared  to  $1,247,219  for the three months ended
January  31,  2002.  This  increase of $2,020,282 can be attributed primarily to
the  business  growth of the operating subsidiaries, namely AMRES, as additional
personnel,  office  space  and other administrative costs are required to handle
the  expansion.

                                       22
<PAGE>

Salaries  and  Wages

Salaries  and  wages  totaled  $1,547,889 for the three months ended January 31,
2003,  compared  to  $590,549  for the three months ended January 31, 2002.  The
increase  of  $957,340 is directly related to the expansion of AMRES operations.
As  of  January  31,  2003,  the  Company  employed  approximately 743 employees
compared  to  411  employees  as  of  January  31,  2002.

Consulting  Expense

In the previous fiscal year, the Company funded a portion of its operating costs
through  the  use  of  its common stock paid to outside consultants.  During the
three  months ended January 31, 2002, costs paid in the form of stock to outside
consultants  totaled  approximately  $26,850  representing approximately 250,000
shares of stock.  There was no stock issued to outside consultants for the three
months  ended  January  31,  2003.

Interest  Expense

Interest  expense  was $38,477 as of January 31, 2003, compared to $72,851 as of
January  31,  2002.  This  decrease  is associated with a reduction in the total
balance of notes payable during the period, and due to lower average balances on
the  Company's  warehouse  line  of  credit.  The  reduction in notes payable is
primarily  a  result of a global settlement executed on June 26, 2001 and due to
re-payments  made  on  all  other outstanding notes over the last twelve months.

Other  Income  Expense,  net

During  the  three months ended January 31, 2002, the Company repurchased a note
payable  totaling  $109,695  (representing  principal and interest) for $40,000.
The  difference  was  recorded  as  other income in the amount $69,695.  For the
three  months  ended  January  31,  2003,  other  income  was  $41,371, relating
primarily  to  interest  earned  on  the  company's  surplus  cash  balances.

Net  Income

The  Company  generated a net profit for the three months ended January 31, 2003
of  $424,001,  or $0.01 per share, compared to a net profit for the three months
ended  January  31,  2002 of $15,768 or $0.00 per share.  The increased level of
profit  is  directly related to the significant increase in revenues between the
periods.

RESULTS  OF  OPERATIONS, NINE MONTHS ENDED JANUARY 31, 2003 COMPARED TO THE NINE
MONTHS  ENDED  JANUARY  31,  2002.

Revenues

Revenues increased by $23,819,627, or 132.0%, to $41,869,875 for the nine months
ended  January  31,  2003,  compared  to  $18,050,248  for the nine months ended
January  31,  2002.  The  growth  in  revenues  is primarily attributable to the
expansion  and  growth of AMRES primarily through the brokering of loans.  AMRES
accounted for over 97% of consolidated revenues for both periods.  AMRES, as did
most  of  the  mortgage industry, benefited greatly from the decline in interest
rates  over  the  last  twelve  months.  Typically,  as interest rates fall, the
refinance  market  heats  up expanding the market of interested borrowers beyond
those  borrowing  for  the purchase of their primary residence.  AMRES benefited
from  this  market  upturn,  as  they  had  the  capacity in terms of people and
infrastructure to accommodate the additional business.  Management believes that
a significant increase in interest rates could slow the rapid growth the Company
has  experienced  over  the  last  two  fiscal  years.

                                       23
<PAGE>

More significantly, the growth of the branch networking program at AMRES was the
major  contributor  to  the  growth in revenue.  AMRES' branch program comprised
approximately 407 branches as of January 31, 2003, compared to 93 branches as of
January 31, 2002.  For the nine months ended January 31, 2003, the total revenue
associated  with  the  Net branches was approximately $31.2 million, compared to
total  revenue  associated  with  the Net branches of $12.0 million for the nine
months ended January 31, 2002.  The Net branch networking program is expected to
continue  to  be  a primary growth vehicle for Anza in the future.  In addition,
the  mortgage  banking  division  of AMRES is expected to continue its expansion
over  the  next  several  months,   including   applying   to   FannieMae  as  a
seller/servicer.

Revenues  for Expidoc.com also increased significantly, to $645,851 for the nine
month  period  ended  January  31,  2003 compared to $255,992 for the nine month
period  ended  January  31,  2002.   The  increase  is  primarily  a  result  of
Expidoc.com  refocusing its market strategy to secure higher volume customers as
compared  to  servicing  many  low-volume  customers.  This  change  in focus is
evidenced  by  the  securing  of  business  with  such  customers as Ditech.com.
Management  believes  this  to  be  the  best strategy to focus on, as it allows
Expidoc.com  to  both  benefit  from  economies of scale and provide the highest
level of service to its customer base.  Management realizes that the loss of any
one significant customer could have a material negative impact on the growth and
profitability  of  Expidoc.com.

BravoRealty  became  operational  in January of 2001.  For the nine months ended
January  31,  2003,  revenues  amounted  to  $471,990  compared with revenues of
approximately  $219,070  for  the  period  ending  January  31,  2002.

There  were no revenues from Titus during the nine months ended January 31, 2003
and  revenue  from  Titus  for  the  nine  months  ended  January  31, 2002 were
insignificant.

Costs  and  Expenses

Commissions  are  paid to loan agents on funded loans.  Commissions increased by
$17,192,030  or  138.9%,  for  the  nine  months  ended  January  31,  2003,  to
$29,569,080  from  $12,377,050 for the nine months ended January 31, 2002.  This
increase  is  primarily related to the increased revenues discussed above.  As a
percentage  of  revenue, the commissions increased by 2.1%, to 70.6% compared to
68.6%  for  the  nine  months  ended  January 31, 2003 and the nine months ended
January  31,  2002, respectively.  This increase is directly associated with the
proportional  increase  in the branch networking program revenue as a percentage
of  total  revenue as the Company earns a flat percentage of revenues associated
with  the branch networking program, as compared to revenues associated with the
corporate  branches  in  which  the Company earns a higher commission split once
certain  revenue  targets are achieved.  Gross profit increased by $6,627,597 or
116.8%  for  the  nine  months  ended  January  31,  2003  to $12,300,795 from $
5,673,198  for  the  nine  months  ended  January  31,  2002.

                                       24
<PAGE>

General  and  Administrative  Expenses

General and administrative expenses totaled $6,465,093 for the nine months ended
January  31,  2003, compared to $3,306,500 for the nine months ended January 31,
2002.  This  increase  of $3,158,593 can be attributed primarily to the business
growth  of  the  operating  subsidiaries, namely AMRES, as additional personnel,
office  space  and  other  administrative  costs  are  required  to  handle  the
expansion.

The  Company elected early adoption of Statement 142 and as such, did not record
any  goodwill amortization for the nine months ended January 31, 2003 or January
31,  2002.

Salaries  and  Wages

Salaries  and wages expense totaled $4,735,850 for the nine months ended January
31,  2003,  compared  to  $2,728,276 for the nine months ended January 31, 2002.
The  increase  of  $2,007,574  is  directly  related  to  the expansion of AMRES
operations.  As  of  January  31,  2003,  the Company employed approximately 743
individuals  compared  to  411  individuals  as  of  January  31,  2002.

Consulting  Expense

In the previous fiscal year, the Company funded a portion of its operating costs
through  the  use  of  its common stock paid to outside consultants.  During the
nine  months  ended January 31, 2002, costs paid in the form of stock to outside
consultants  totaled approximately $531,200 representing approximately 3,750,000
shares  of  stock.  In  addition,  the Company recorded an additional $45,945 in
cash  compensation  to outside consultants for the nine months ended January 31,
2002.  During  the  nine months ended January 31, 2003 costs paid in the form of
stock  to  outside consultants and to employees amounted to $82,350 representing
3,050,000  shares.  Consulting  expenses  recorded  for  the  nine  months ended
January  31,  2003  also  included  amortization of deferred compensation in the
amount of $16,666, plus cash paid for outside services in the amount of $47,189.

Non-Recurring  Settlement  Expense

During  the  nine months ended January 31, 2002, the company recorded settlement
expense  of $61,494 relating to the excess value of shares issued as part of the
global  settlement  compared  to  the  net reduction in debt and interest relief
received  in  the  settlement.   Further,  the Company issued common stock to an
investment  banker  as  a  final  settlement  of  a  dispute arising from former
officers  of the Company in fiscal 2000.  The Company did not value these shares
since  they  believed  that  the value of the services was in excess of $330,000
which  was  reported in 2001.  Upon further review, management determined it was
appropriate  to  record  a charge to operations totaling $221,000 for the period
ending  January  31,  2002.

There  were  no  non-recurring  settlement expenses incurred for the nine months
ended  January  31,  2003.

Impairment  of  Goodwill

During  the nine months ended January 31, 2003, management assessed the carrying
value of Titus, after a liquidation of assets held by the Titus REIT.  Titus has
no  significant  remaining  assets  or  obligations  as  of  January  31,  2003.
Management has inquired as to the sale value of Titus, in its current state, and
believes  that  an  impairment  of  the  carrying value of Titus is necessary to
reduce  the  estimated  proceeds  to   be  received  to  $100,000.  Accordingly,
management  has  recorded an impairment of goodwill in the amount of $150,000 to
operations  during  the  nine  months  ended  January  31,  2003.

                                       25
<PAGE>

Interest  Expense

Interest  expense was $103,085 as of January 31, 2003, compared to $99,522 as of
January  31,  2002.  there  are  two  primary  items  which impact the amount of
interest  expense  incurred  by  the  Company.  First is interest related to the
Company's  notes  payable.  Interest  incurred  on  notes  payable has decreased
between  the  periods primarily due to a reduction in the total balance of notes
payable  during the current year.  The reduction in notes payable is primarily a
result of the Global Settlement executed on June 26, 2001 and due to re-payments
made  on  all  other outstanding notes over the last twelve months.  The Company
also  incurs  interest on advances under its warehouse line of credit.  Although
the  balance  is  minimal as of January 31, 2003, the average monthly balance of
borrowings  under the warehouse line of credit has been significantly higher for
the  nine  months  ending  January  31,  2003 compared to the nine months ending
January  31,  2002,  thus  resulting  in  increased  interest  expense.

Other  Income  Expense,  net

During the nine months ended January 31, 2003, the Company recorded other income
in  the  amount $51,543 relating to the difference of the value of the 3,000,000
shares  issued  to Laguna  per the settlement agreement compared to the original
value  ascribed  to  the  warrants held by Laguna. The warrants were canceled as
part  of  the  final  settlement  agreement.  The  Company  also  benefited from
significant  cash  balances  generating  increased  levels of interest earned on
those  balances.  Other  income  in  prior periods was primarily related to gain
recognized on the settlement of capital lease obligations and interest earned on
excess  cash  balances.

Net  Income

The Company generated a net profit for the nine months ended January 31, 2003 of
$943,025,  or  $0.02 per share.  For the nine months ended January 31, 2002, the
Company  recorded  a  net loss of ($581,979) or ($0.02) per share.  In the prior
period,  the  Company  incurred  significant  non-cash expenses associated with,
among  other things, stock issued to outside consultants and costs incurred with
the  Global  Settlement.  Management believes that these non-cash charges should
be  minimal  in  future periods affording the Company the ability to produce net
income  in  the  future.

LIQUIDITY  AND  CAPITAL  RESOURCES

Cash  Flows

Net  cash  provided  by  operating activities was $4,157,728 for the nine months
ending  January  31,  2003  compared to net cash used by operating activities of
($776,520) for the nine months ending January 31, 2002.  The Company generated a
net profit of $943,025 for the nine months ended January 31, 2003, compared to a
net loss of $581,979 for the nine month period ended January 31, 2002.  Non-cash
expenses  relating  to  the  issuance  of  stock  for services, depreciation and
amortization,  amortization  of  debt  discounts,  impairment  of  goodwill, and
provisions  for  gain and losses on settlements and obligations totaled $391,869
and  $830,990 for the nine months ended January 31, 2003 and 2002, respectively.
Decrease in loans held for sale of $1,001,225 was also a significant contributor
to  the cash provided by operating activities for the nine months ending January
31,  2003.

                                       26
<PAGE>

Our mortgage loans held for sale represent mortgage loans originated and held by
AMRES,  pending  sale,  to interim and permanent investors.  We sell loans AMRES
originates,  typically  within 30 days of origination, rather than hold them for
investment.  We  sell  loans   to   institutional  loan  buyers  under  existing
contracts.  AMRES  sells  the servicing rights to its loans at the time it sells
those loans.  Typically, AMRES sells the loans with limited recourse to it. This
means  that, with some exceptions, we reduce our exposure to default risk at the
time  we sell the loan, except that we may be required to repurchase the loan if
AMRES  breaches  the  representations  or warranties that it makes in connection
with  the  sale of the loan, in the event of an early payment default, or if the
loan  does  not  comply with the underwriting standards or other requirements of
the  ultimate  investor. In the event AMRES is required to repurchase a loan, we
will  assess  the  impact  of  losses, which result from a repurchased loan.  To
date,  AMRES has not repurchased a loan as a result of its origination practices
(see  below  regarding  HUD  for  recent  events).

On  December  9,  2002,   AMRES   received   notification  from  HUD  requesting
indemnification  on  up  to 23 loans brokered by a former loan officer of AMRES.
This  loan officer was terminated as a result of violation of AMRES policies and
procedures.  Further  on  March  3, 2003, we were notified by one of our lenders
regarding  potential irregularities with up to six loans submitted to and closed
with  the  lender.  We  are  currently assessing losses, if any, associated with
each  of  these  loans.  AMRES  carries errors and omissions insurance coverage,
which  may  offset  any  potential  losses  which  may be incurred by AMRES with
respect  to these loans.  At the time of the filing of this quarterly report, it
is  too  early  to  determine what, if any, loss AMRES may ultimately incur with
these  loans.  AMRES  has  accrued $350,000 of expense as accrued liabilities to
account  for  the potential deductible that it could incur if all of these loans
result in losses.  In the event we are required to purchase a significant amount
of  loans  during  a  short  period of time, our financial condition, results of
operations and cash flows could be adversely affected. During the past 12 months
we  have  increased  our  awareness  of  the  need  to  implement sound internal
controls.

Net  cash  used  in  investing  activities  was $54,823 and $11,650 for the nine
months  ended  January  31,  2003   and  2001,   respectively.   There  were  no
individually  material  transactions  for  either  period  presented.

Net  cash used by financing activities was $1,243,022 for the nine months ending
January 31, 2003, relating primarily to payments on the Company's warehouse line
of  credit  and  to  the  repayment  of  the  bridge  loan.

Net cash provided by financing activities for the nine months ending January 31,
2002 was $1,328,939 and relates primarily to advances on the Company's warehouse
line  of  credit  and  proceeds  received  from  the  bridge  loan.

The  Company is current in servicing its obligations as they become due.  In the
previous fiscal years, the Company used its common stock to provide compensation
for  outside  services that were required.  It is the belief of management, that
beginning  in  the current fiscal year, little or no common stock will be issued
for  services.

The  Company has generated a net income over the last twelve months.  Management
plans  to  continue its growth plans to generate revenues sufficient to meet its
cost  structure.  Management believes that these actions will afford the Company
the  ability  to  fund  its  daily  operations  and  service  its remaining debt
obligations  primarily  through the cash generated by operations; however, there
are  no  assurances  that management's plans will be successful. Our independent
auditors  modified their report, with an explanatory paragraph, stating that the
audited  financial  statements of Anza Capital, Inc. for the period ending April
30,  2002  have  been  prepared  assuming  the  company will continue as a going
concern.  They note that the Company's continued existence is dependent upon its
ability  to  generate sufficient cash flows from operations to support its daily
operations  as  well  as  provide   sufficient   resources  to  retire  existing
liabilities and obligations on a timely basis.  No adjustments have been made to
the  carrying value of assets or liabilities as a result of these uncertainties.

                                       27
<PAGE>

ITEM  3     CONTROLS  AND  PROCEDURES

The  Company's  Chief  Executive  Officer  and Chief Financial Officer (or those
persons performing similar functions), after evaluating the effectiveness of the
Company's  disclosure controls and procedures (as defined in Rules 13a-14(c) and
15d-14(c)  under  the  Securities Exchange Act of 1934, as amended) as of a date
within  90  days of the filing of this quarterly report (the "Evaluation Date"),
have  concluded  that,  as  of  the  Evaluation  Date,  the Company's disclosure
controls  and  procedures  were  effective  to  ensure  the  timely  collection,
evaluation  and  disclosure  of  information  relating to the Company that would
potentially  be subject to disclosure under the Securities Exchange Act of 1934,
as  amended, and the rules and regulations promulgated thereunder. There were no
significant  changes in the Company's internal controls or in other factors that
could  significantly  affect  the internal controls subsequent to the Evaluation
Date.

                                       28
<PAGE>
                                     PART II

ITEM  1     LEGAL  PROCEEDINGS

     In  March  2003, our wholly-owned subsidiary, American Residential Funding,
was  served  with  a  lawsuit  brought  by  Oaktree  Funding Corporation, in the
Superior Court of the State of California, County of San Bernardino, case number
RCV  070427.  The  defendants  in  the  action  are AMRES, the appraiser, escrow
company,  notary  public,  and  borrowers  involved  in  six  (6) different loan
transactions  brokered  by  AMRES  and  funded  by  Oaktree.

     The  Complaint  alleges,  among other things, that the defendants committed
fraud,  breach  of  contract,  negligent misrepresentation, RICO violations, and
unfair  business  practices.  The  Complaint  requests  damages  in  excess  of
$1,500,000,  plus  attorneys'  fees,  interest, penalties, and punitive damages.

     The  Company  is  vigorously  defending  this  lawsuit although the Company
believes  that  the action lacks merit.  The Company has not yet filed an Answer
to  the Complaint.  The case is at a stage where no discovery has been taken and
no  prediction  can  be  made  as  to  the  outcome  of  this  case.

     In  the  ordinary  course  of  business,  the  Company is from time to time
involved  in various pending or threatened legal actions. The litigation process
is  inherently  uncertain and it is possible that the resolution of such matters
might have a material adverse effect upon the financial condition and/or results
of  operations  of  the  Company.  However,  in  the  opinion  of  the Company's
management,  other  than  as  set  forth  herein,  matters  currently pending or
threatened  against  the  Company  are  not  expected to have a material adverse
effect  on  the  financial  position  or  results  of operations of the Company.

ITEM  2     CHANGES  IN  SECURITIES

     On  November  4, 2002, we issued an aggregate of 7,000,000 shares of common
stock,  restricted  in  accordance  with  Rule  144,  to  eleven individuals for
services  rendered.  The  issuances  were  exempt  from registration pursuant to
Section 4(2) of the Securities Act of 1933, and the shareholders were all either
accredited  or  sophisticated  individuals.

     On December 10, 2002, we issued 2,269,286 shares of common stock to each of
Cranshire  Capital, L.P. and EURAM Cap Strat "A" Fund Ltd  upon  the  conversion
of Series  C  Convertible  Preferred  Stock.  The  shares  were  issued  without
restrictive  legend  pursuant  to  Rule  144(k).

ITEM  3     DEFAULTS  UPON  SENIOR  SECURITIES

     There  have  been  no  events  which are required to be reported under this
Item.

ITEM  4     SUBMISSION  OF  MATTERS  TO  A  VOTE  OF  SECURITY  HOLDERS

     There  have  been  no  events  which are required to be reported under this
Item.


                                       29
<PAGE>
ITEM  5     OTHER  INFORMATION

Termination  of  Homelife,  Inc.  Merger
----------------------------------------

     On October 7, 2002, we issued a press release announcing the execution of a
Reorganization  Agreement  with  Homelife,  Inc.

     On  February 27, 2003, due to a number of factors including but not limited
to changing market conditions, the failure of Homelife to fulfill one or more of
its  obligations  under  the agreement, and the extended period of time it would
take  to  complete  the  reorganization,  we  notified Homelife of our intent to
terminate  the Reorganization Agreement.  On March 14, 2003, Anza terminated the
Reorganization  Agreement.

Closing  of  Matter  with  The  Department  of  Housing  and  Urban  Development
--------------------------------------------------------------------------------

     On  December  9,  2002,  we  received   notification  from  HUD  requesting
indemnification  on  up  to 23 loans brokered by a former loan officer of AMRES.
We  executed  and provided an Indemnification Agreement to HUD as requested.  On
February 13, 2003, HUD notified us that (i) without the loans originated by this
particular loan officer, AMRES' default and claim rate would be at an acceptable
level  to HUD, and (ii) as a result of our termination of that loan officer, and
the  indemnification  agreement,  the  matter  was  closed.  We carry errors and
omissions  insurance coverage, which may offset any potential losses that may be
incurred  by  us, including under the indemnification agreement, with respect to
these  loans.

ITEM  6     EXHIBITS  AND  REPORTS  ON  FORM  8-K

(a)     Exhibits

     None.

(b)     Reports  on  Form  8-K

     On  November  4,  2002,  the  Company  filed  a  Current Report on Form 8-K
regarding  the  Homelife,  Inc.  proposed  merger.



                                       30
<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.




Dated:  March  21,  2003                        /s/  Vince  Rinehart
                                                --------------------------------
                                                By:  Vincent  Rinehart
                                                Its: President, Chairman, Chief
                                                     Executive Officer, Chief
                                                     Financial Officer, Chief
                                                     Accounting  Officer, and
                                                     Director




Dated:  March  21,  2003                        /s/  Scott  A.  Presta
                                                --------------------------------
                                                By:  Scott  A.  Presta
                                                Its: Director

                                       31
<PAGE>
          CERTIFICATION OF CHIEF EXECUTIVE AND CHIEF FINANCIAL OFFICER

     I, Vincent Rinehart, Chief Executive Officer and Chief Financial Officer of
the  registrant,  certify  that:

1.   I have reviewed this quarterly report on Form 10-QSB of Anza Capital, 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  officers  and  I  are responsible for
     establishing and maintaining disclosure controls and procedures (as defined
     in  Exchange  Act  Rule  13a-14  and  15d-14)  for the registrant and have:

     a)   designed  such  disclosure  controls  and  procedures  to  ensure that
          material  information  relating  to  the  registrant,  including  its
          consolidated  subsidiaries, is made known to us by others within those
          entities,  particularly  during  the  period  in  which this quarterly
          report  is  being  prepared;

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

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

5.   The  registrant's  other certifying officers and I have disclosed, based on
     our  most  recent  evaluation,  to  the registrant's auditors and the audit
     committee  of  registrant's  board  of directors (or persons fulfilling the
     equivalent  functions):

          (i)  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

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

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

Dated:     March  21,  2003
                                                    /s/  Vince  Rinehart
                                                    ----------------------------
                                                    Vincent  Rinehart
                                                    Chief Executive Officer and
                                                    Chief Financial Officer

                                       32
<PAGE>