FORM 10-QSB
                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

              [X] Quarterly Report Pursuant to Section 13 or 15(d)
                     of the Securities Exchange Act of 1934

                 For the quarterly period ended March 31, 2003

                                       OR

              [ ] Transition Report Pursuant to Section 13 or 15(d)
                     of the Securities Exchange Act of 1934

        For the transition period from _______________ to _______________

                         Commission file number 0-21384

                        Digital Descriptor Systems, Inc.
             (Exact name of registrant as specified in its charter)

<TABLE>
<CAPTION>
          Delaware                                                                           23-2770048
-------------------------------                                                        -----------------------
<S>                                                                                    <C>
(State or other jurisdiction of                                                           (I.R.S. employer
incorporation or organization)                                                          identification number)

</TABLE>

                 446 Lincoln Highway, Fairless Hills, PA    19030
               ----------------------------------------  ----------
               (Address of principal executive offices)  (Zip Code)

       Registrant's Telephone number, including area code: (267) 580-1075

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

Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the Registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No

State the number of shares  outstanding of each of the  Registrant's  classes of
common stock, as of the latest practicable date.

                                                               Outstanding at
                  Class of Common Stock                        May 15, 2003
                  ---------------------                       ----------------
                     $.001 par value                          101,129,163 Shares

             Transitional Small Business Disclosure Format Yes No X


                                      -1-
<PAGE>


                                   FORM 10-QSB
                       Securities and Exchange Commission
                             Washington, D.C. 20549

                        DIGITAL DESCRIPTOR SYSTEMS, INC.

                                      Index

PART I - FINANCIAL INFORMATION

     Item 1. Financial Statements

          Balance Sheets at March 31, 2003 (Unaudited) and December 31, 2002

          Statements of Operations for the three months ended March 31, 2003 and
          2002 (Unaudited)

          Statements of Cash Flows for the three months ended March 31, 2003 and
          2002 (Unaudited)

          Notes to Financial Statements - March 31, 2003 (Unaudited)

     Item 2.  Management's  Discussion  and Analysis of Financial  Condition and
              Results of Operations.

     Item 3. Control and Procedures

PART II. - OTHER INFORMATION

     Item 1. Legal Proceedings

     Item 2. Changes in Securities and Use of Proceeds

     Item 3. Defaults Upon Senior Securities:

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

     Item 5. Other Information

     Item 6. Exhibits and Reports on Form 8-K

SIGNATURES


                                      -2-
<PAGE>

                          PART I. FINANCIAL INFORMATION

      ITEM I.     FINANCIAL STATEMENTS

                        DIGITAL DESCRIPTOR SYSTEMS, INC.
                                 BALANCE SHEETS

<TABLE>
<CAPTION>
                                                            March 31      December 31
                                                              2003           2002
                                                              -----          ----
                                                           (Unaudited)
ASSETS
Current assets:
<S>                                                         <C>            <C>
   Cash                                                     $   49,338     $   15,439
   Restricted cash                                                 656            680
  Accounts receivable, less allowance for uncollectible
      accounts of $96,885 (unaudited) and $117,560 in
      2003 and 2002, respectively                              135,502         28,491
   Inventory                                                    18,595          8,550
   Prepaid expenses                                            151,330        153,047
   Debt discount and deferred financing costs                  130,148         95,625
                                                            ----------     ----------
Total current assets                                           485,569        301,832

   Furniture and Equipment, net                                  8,561         12,158
    Deposits and other assets                                   24,394         24,395
                                                            ----------     ----------
Total assets                                                $  518,524     $  338,385
                                                            ==========     ==========

LIABILITIES AND SHAREHOLDERS' DEFICIENCY
Current liabilities:
   Accounts payable                                         $  304,955     $  391,067
   Accrued expenses                                            126,815        118,493
   Accrued interest                                            185,476        145,333
   Accrued payroll taxes                                          --           84,848
   Deferred income                                             603,260        545,724
   Current portion of equipment loan                             7,289          7,289
   Convertible debentures                                    1,476,131      1,103,732
                                                            ----------     ----------
Total current liabilities                                    2,703,928      2,396,486

   Equipment Loan, Net of Current Portion                       10,950         12,766
                                                            ----------     ----------
Total liabilities                                           $2,714,878     $2,409,252
                                                            ----------     ----------
</TABLE>


                                      -3-
<PAGE>

                        DIGITAL DESCRIPTOR SYSTEMS, INC.
                           BALANCE SHEETS (continued)

<TABLE>
<CAPTION>
                                                                   March 31         December 31
                                                                     2003              2002
                                                                     -----             ----
                                                                  (Unaudited)
<S>                                                              <C>               <C>
Shareholders' deficiency:
   Preferred Stock, $.01 par value, authorized shares -
     1,000,000; issued and outstanding - none                            --                --
   Common Stock, $.001 par value, authorized shares -
     150,000,000; issued and outstanding shares - 78,208,529
     and 61,351,387 at March 31, 2003 and December 31, 2002,
     respectively                                                      78,208            61,351
   Additional paid-in capital                                      16,896,529        16,909,886
   Accumulated deficit                                            (19,171,091)      (19,042,104)
                                                                 ------------      ------------
Total shareholder's deficiency                                     (2,196,354)       (2,070,867)
                                                                 ------------      ------------
Total liabilities and shareholders' deficiency                   $    518,524      $    338,385
                                                                 ============      ============
</TABLE>

   The accompanying notes are an integral part of these financial statements.


                                      -4-
<PAGE>

                        DIGITAL DESCRIPTOR SYSTEMS, INC.
                            STATEMENTS OF OPERATIONS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                Three Months Ended
                                                            March 31            March 31
                                                              2003                  2002
                                                              ----                  ----
<S>                                                       <C>               <C>
Revenues:
   Software                                               $     52,225      $     39,592
   Hardware                                                     47,401            13,104
   Maintenance                                                  96,181           157,174
   Other                                                        14,891            14,292
                                                          ------------      ------------
                                                               210,698           224,162

Costs and expenses:
   Cost of revenues                                             23,226            68,325
   General and administrative                                  164,472           271,300
   Sales and marketing                                          58,947            23,846
   Research and development                                     21,329            76,793
   Depreciation and amortization                                 3,597             9,910
   Interest and amortization of
       deferred debt costs                                      83,260           259,765

   Other (income) expense, net                                 (15,146)          (20,943)
                                                          ------------      ------------
                                                               339,685           688,995
                                                          ------------      ------------
         Net loss                                         $   (128,987)     $   (464,833)
                                                          ============      ============

Net loss per common share                                 $      (0.01)     $      (0.01)
                                                          ============      ============
   (basic and diluted)

Weighted average number of common shares outstanding:
    Basic and diluted                                       73,268,847        60,114,624
                                                          ============      ============
</TABLE>

    The accompanying notes are an integral part of these financial statements


                                      -5-
<PAGE>

                        DIGITAL DESCRIPTOR SYSTEMS, INC.
                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                         Three Months Ended
                                                                      March 31        March 31
                                                                        2003           2002
                                                                        ----           ----
<S>                                                                   <C>            <C>
Cash flows from operating activities:
Net loss                                                              ($128,986)     ($464,831)
Adjustments to reconcile net loss to net cash
   used in operating activities:
      Depreciation and amortization                                       3,597          9,909
      Provision for doubtful note receivable - former officer              --          (19,647)
      Compensation expense in connection with issuance
          of  Common Stock                                                 --             --
      Common stock issued for services                                     --           14,400
      Amortization of deferred financing costs and debt discounts
          related to the issuance of warrants and the beneficial
          conversion feature of convertible debentures                   43,070        232,013
     Changes in operating assets and liabilities:
      Accounts receivable                                              (107,011)        74,473
      Inventory                                                         (10,044)        (2,495)
      Prepaid expenses, deposits and other assets                         1,717       (117,728)
      Accounts payable                                                  (86,113)      (116,603)
      Accrued expenses                                                  (35,483)       (23,372)
      Deferred income                                                    57,539         43,685
                                                                      ---------      ---------
Net cash used in operating activities                                  (261,714)      (370,196)
                                                                                     ---------

Cash flows from investing activities:
   Increase in restricted cash                                               23
                                                                                       (33,186)
  (Increase) Decrease in note receivable-former officer                    --           19,647
                                                                      ---------      ---------
Net cash used in investing activities                                        23
                                                                                       (13,539)

Cash flows from financing activities:
   Proceeds from issuance of convertible debentures, net
         of issuance costs of $77,724 in 2003 and $0 in 2002            297,406           --
   Deferred financing costs                                                --             --
   Repayment of equipment loan                                           (1,816)        (1,796)
                                                                      ---------      ---------
Net cash provided by (used in) financing activities                     295,590         (1,796)
                                                                      ---------      ---------
Net increase (decrease) in cash                                          33,899       (385,531)
Cash at beginning of period                                              15,439        435,662
                                                                      ---------      ---------
Cash at end of period                                                 $  49,338      $  50,131
                                                                      =========      =========
</TABLE>



                                      -6-
<PAGE>

                        DIGITAL DESCRIPTOR SYSTEMS, INC.
                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                            Three Months Ended
                                                                             March 31   March 31
                                                                               2003      2002
                                                                               ----      ----
<S>                                                                         <C>         <C>
Supplemental disclosure of cash flow information:

  Cash paid during the period for:
      Interest                                                              $    46     $ 1,691
                                                                            =======     =======
      Income taxes                                                          $-             --
                                                                            =======     =======
Supplemental disclosure of non-cash investing and financial activities:

Conversion of debentures                                                    $ 2.600     $32,371
                                                                            =======     =======
</TABLE>

   The accompanying notes are an integral part of these financial statements


                                      -7-
<PAGE>

                        DIGITAL DESCRIPTOR SYSTEMS, INC.
                          NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)
                                 March 31, 2003

1.  BUSINESS

Digital Descriptor Systems, Inc. incorporated in Delaware in 1994, develops,
assembles and markets computer installations consisting of hardware and
software, which capture video and scanned images, link the digitized images to
text and store the images and text on a computer database and transmit this
information to remote locations. The principal product of the Company is the
Compu-Capture Law Enforcement Program, which is marketed to law enforcement
agencies and jail facilities and generated the majority of the Company's
revenues during the quarters ended March 31, 2003 and 2002. Substantially all of
the Company's revenues are derived principally from U.S. government agencies.

2. BASIS OF PRESENTATION

The financial statements and disclosures included herein for the three months
ended March 31, 2003 are unaudited. These financial statements and disclosures
have been prepared by the Company in accordance with generally accepted
accounting principles for interim financial information. Accordingly, they do
not include all of the information and footnotes required by generally accepted
accounting principles for complete financial statements. In the opinion of
management, all adjustments (consisting of adjustments of a normal and recurring
nature) considered necessary for a fair presentation have been included.
Operating results for the three month period ended March 31, 2003 and 2002 are
not necessarily indicative of the results that may be expected for the year
ended December 31, 2003.

3. ACCOUNTING POLICIES

Use of Estimates

The preparation of the financial statements in conformity with accounting
principles generally accepted in the United States requires management to make
estimates and assumptions that affect the amounts reported in the financial
statements and accompanying notes. Actual results could differ from those
estimates.

Revenue Recognition

The Company derives revenue from the sale of hardware, software, post customer
support (PCS), and other related services. PCS includes telephone support, bug
fixes, and rights to upgrades on a when-and-if-available basis. Other related
services include basic consulting and training. Included with the hardware is
software that is not considered to be incidental. Revenue from transactions with
customers where the software component is not considered to be incidental is
allocated between the hardware and software components based on the relative
fair value of the respective components.

The Company also derives revenue from the sale of software without a related
hardware component. Revenue allocable to software components is further
allocated to the individual deliverable elements of the




                                      -8-
<PAGE>

software  portion  of  the  arrangement  such  as PCS  and  other  services.  In
arrangements  that include rights to PCS for the software and/or other services,
the software component arrangement fee is allocated among each deliverable based
on the  relative  fair  value  of  each  of the  deliverables  determined  using
vendor-specific  objective evidence,  which has been established by the separate
sales of these deliverables.

The Company recognizes the revenue allocable to hardware and software licenses
upon delivery of the product to the end-user, unless the fee is not fixed or
determinable or collectibility is not probable. If collectibility is not
considered probable, revenue is recognized when the fee is collected. Revenue
allocable to PCS is recognized on a straight-line basis over the period the PCS
is provided. Revenue allocable to other services is recognized as the services
are provided.

Software Development Costs

The Company capitalizes software development costs after technological
feasibility of the software is established and through the product's
availability for general release to the Company's customers. Technological
feasibility of the Company's software development costs is determined when the
planning, designing, coding, and testing activities are completed, and the
Company has established that the product can be produced to meet its design
specifications. All costs incurred in the research and development of new
software products and costs incurred prior to the establishment of technological
feasibility are expensed as incurred. During 1999, $413,604 was capitalized as
software development costs in connection with the Company's new product entitled
Compu-Scan, a computerized inkless fingerprint device. The Company awarded a
contract to Titan Systems Corporation's DBA division for technical assistance in
achieving final compliance with the FBI certification process. Since DDSI was
unable to forecast any revenues from the product, DDSI wrote off the investment
in Software Development of $413,604 in the fourth quarter of 2001. We
re-evaluated this product and determined that to see the project to completion
would cost an additional $400,000 to $600,000 dollars plus an additional 12 to
18 month timeframe, with no guarantee of FBI certification. As such, we decided
not to pursue this project any further and focus on developing the existing
products.

Net Loss Per Common Share

Basic loss per share is calculated by dividing the net loss by the weighted
average common shares outstanding for the period. Diluted loss per share is
calculated by dividing the net loss by the weighted average common shares
outstanding of the period plus the dilutive effect of common stock equivalents.
No exercise of common stock equivalents were assumed during any period because
the assumed exercise of these securities would be antidilutive.

4. CONVERTIBLE DEBENTURES

During March 2001, the Company issued $200,000 of convertible debentures to two
investors. These debentures mature on March 4, 2003; however, the parties have
entered into an agreement to extend the maturity date for another year, and
accrue interest at 12% per annum. The holder has the right to convert the
debentures to common shares at any time through maturity at the conversion price
as described in the note agreement. The debenture holders received warrants to
purchase 200,000 common shares at an exercise price



                                      -9-
<PAGE>

the lesser  of:  $0.036 per share or the  average  of the lowest  three  trading
prices during the 20 days  preceding  the exercise  date.  Such warrants  expire
March 4, 2004. The debentures are  collateralized  by  substantially  all of the
Company's assets.

During April 2001, the Company issued two convertible notes for $100,000 and
$15,000, and one convertible note in May 2001 for $40,000 respectively, with
interest at 10% per annum. Interest on these Notes shall be payable quarterly
commencing June 30, 2001. The holder has the right to convert the debentures and
interest accrued into shares of the Company's Common Stock at a conversion price
per share that shall be an amount equal to 50% of the mean average price of the
Common Stock for the ten (10) trading days prior to notice of conversion per
share. The intrinsic value of the beneficial conversion features relating to the
convertible notes issued in 2001 of $155,000 has been allocated to paid in
capital. This resulting debt discount will be amortized over the term of the
debentures

During September 2001, the Company issued $400,000 of convertible debentures to
the same investors under the same terms as the debentures issued in March 2001.
However, there were no warrants attached to these debentures. The intrinsic
value of the beneficial conversion feature relating to these debentures of
$350,000 has been allocated to paid in capital. This resulting debt discount
will be amortized over the life of the debentures.

During September 2001, $35,000 of the convertible debentures issued in December
2000 were converted into Common Stock. The debentures were converted in
accordance with the terms of the agreements. Subsequent to September 30, 2001,
an additional $35,000 of the convertible debentures issued in December 2000 were
converted into 1,232,396 shares of Common Stock. The investors also converted
interest accrued into 1,012,494 shares of Common Stock.

During September 2001, the holder of the $100,000 note issued in April 2001
converted the note into 1,428,571 shares of free trading Common Stock and
1,252,069 shares of restricted stock. The conversion price was valued at $.03895
per share in accordance with the agreement terms.

During September 2001, the $15,000 note issued in April 2001 was also converted
into 214,286 shares of free trading Common Stock and 246,471 shares of
restricted stock. The conversion price for this transaction was valued at $.034
per share in accordance with the agreement terms

During October through December 2001, the remaining $165,000 of the convertible
debentures issued in December 2000, as well as $160,000 of the convertible
debentures issued in March 2001 were converted into 10,551,280 shares of Common
Stock. Additionally, accrued interest relating to these notes was converted into
an additional 1,012,494 shares of Common Stock. The underlying shares were
registered August 29, 2001 file number 33359888.

On December 31, 2001, DDSI issued three convertible debentures for an aggregate
amount of $500,000, with simple interest accruing at the annual rate of 12%. A
$125,000 note was issued to New Millennium Capital Partners II, LLC, a $125,000
note to AJW Partners, LLC and a $250,000 note to Bristol Investment Fund, Ltd.
These debentures are due December 31, 2002. Interest payable on the Debentures
shall be paid quarterly commencing March 31, 2002. The holders shall have the
right to convert the principal amount and




                                      -10-
<PAGE>

interest  due under the  debentures  into  shares of DDSI's  Common  Stock.  The
conversion  price in effect on any  Conversion  Date  shall be the lesser of (1)
$.043 and (2) 50% of the average of the lowest three  inter-day  sales prices of
the Common  Stock  during the twenty  Trading  Days  immediately  preceding  the
applicable  Conversion  Date. The shares that will be issued upon  conversion of
these debentures are being  registered for resale purposes by this  registration
statement.  DDSI also issued  common  stock  purchase  warrants for the right to
purchase 1,500,000 shares of Common Stock of DDSI at an exercise price per share
equal  to the  lesser  of (i) $.02 and (ii)  the  average  of the  lowest  three
inter-day sales prices during the twenty (20) Trading Days immediately  prior to
exercise.

During January through March 2002, $14,000 of the convertible debentures issued
in March 2001 were converted into 2,456,140 shares of Common Stock.
Additionally, accrued interest of $18,371 relating to these notes was converted
into an additional 2,203,828 shares of Common Stock.

During February through June 2002, $33,269 of the convertible debentures issued
in March 2001 was converted into 7,547,052 shares of common stock. Additionally,
accrued interest relating to these notes was converted into an additional
703,828 shares of common stock.

In June 2002, a 12% convertible promissory note for $75,000 was issued to two
investors. The conversion price is (i) 50% of the average of the lowest three
inter-day sales prices, or (ii) if the common stock is then traded on the OTC
Bulletin Board or Pink Sheets, the prices asked by any person or entity acting
as a market maker in the common stock during the twenty trading days immediately
preceding the relevant date upon which a conversion is effected.

On September 30, 2002, DDSI issued two convertible debentures for an aggregate
amount of $100,000, with simple interest accruing at the annual rate of 12%.
These debentures are due September 30, 2003. Interest payable on the Debentures
shall be paid quarterly commencing December 31, 2002. The holders shall have the
right to convert the principal amount and interest due under the debentures into
shares of DDSI's common stock. The conversion price in effect on any Conversion
Date shall be the lesser of (1) $.005 and (2) 50% of the average of the lowest
three inter-day sales prices of the common stock during the twenty Trading Days
immediately preceding the applicable Conversion Date.

During October 2002, $3,000 of the convertible debentures issued in December
2001 were converted into 1,639,344 shares of common stock. Additionally,
liquidated damages relating to these notes were converted into an additional
1,555,553 shares of common stock.

On January 10, 2003, DDSI issued three convertible debentures for an aggregate
amount of $250,000, with simple interest accruing at the annual rate of 10%.
These debentures are due January 10, 2004. Interest payable on the Debentures
shall be paid quarterly commencing March 31, 2003. The holders shall have the
right to convert the principal amount and interest due under the debentures into
shares of DDSI's common stock. The conversion price in effect on any Conversion
Date shall be the lesser of (1) $.01 and (2) 50% of the average of the lowest
three inter-day sales prices of the common stock during the twenty Trading Days
immediately preceding the applicable Conversion Date.


                                      -11-
<PAGE>

During February 2003, $1,000 of the convertible debentures issued in December
2001 was converted into 2,857,142 shares of common stock.

On February 27, 2003, DDSI issued three convertible debentures for an aggregate
amount of $125,000, with simple interest accruing at the annual rate of 10%. The
debentures are due February 27, 2004. Interest payable on the Debentures shall
be paid quarterly commencing March 31, 2003. The holders shall have the right to
convert the principal amount and interest due under the debentures into shares
of DDSI's common stock. The conversion price in effect on any Conversion Date
shall be the lesser of (1) $.01 and (2) 50% of the average of the lowest three
inter-day sales prices of the common stock during the twenty Trading Days
immediately preceding the applicable Conversion Date.

In March 2003, $1,600 of the convertible debentures issued in December 2001 was
converted into 8,000,000 shares of common stock. Additionally, accrued interest
relating to the note dated May 2001 was converted into an additional 1,820,634
shares of common stock.

On March 31, 2003, DDSI issued three convertible debentures for an aggregate
amount of $125,000, with simple interest accruing at the annual rate of 12%. The
debentures are due March 31, 2004. Interest payable on the Debentures shall be
paid quarterly commencing June 30, 2003. The holders shall have the right to
convert the principal amount and interest due under the debentures into shares
of DDSI's common stock. The conversion price in effect on any Conversion Date
shall be the lesser of (1) $.01 and (2) 50% of the average of the lowest three
inter-day sales prices of the common stock during the twenty Trading Days
immediately preceding the applicable Conversion Date.

5. EQUITY TRANSACTIONS

None

6. SUBSEQUENT EVENTS

During April through May 12, 2003, liquidated damages relating to the
convertible debentures issued in December 2001 were converted into 9,000,000
shares of common stock. $2,400 of the convertible debenture issued in March 2001
were converted into 12,000,000 shares of Common Stock.


                                      -12-
<PAGE>

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

Plan of Operations

THE SHORT-TERM OBJECTIVES OF DDSI ARE THE FOLLOWING:

1. The short-term objective of the Company is to continue to expand the sale and
acceptance of its core solutions by offering new and synergistic biometric
security products to its installed base in the criminal justice market. The
Company's objective is to expand with these, and additional products, into much
larger commercial and federal markets.

DDSI's long-term objectives are as follows:

1. To seek additional products to sell into its basic business market--Criminal
Justice -- so that DDSI can generate sales adequate enough to allow for profits.
New products include FMS (Fingerprint Matching System), and Identify on Demand.

DDSI believes that it will not reach profitability until the year 2004. Over the
next twelve months, management is of the opinion that sufficient working capital
will be obtained from operations and external financing to meet the Company's
liabilities and commitments as they become payable. The Company has in the past
successfully relied on private placements of common stock securities, bank debt,
loans from private investors and the exercise of common stock warrants in order
to sustain operations.

 DDSI is doing the following in its effort to reach profitability:

     o    Cut costs in areas that add the least value to DDSI.

     o    Derive  funds  through  investigating  business  alliances  with other
          companies who may wish to license the o FMS SDK  (software  developers
          kit)..

     o    Increase   revenues  through  the  introduction  of  Compu-Capture  to
          schools, specifically towards kindergarten through twelfth grades, for
          the creation of ID cards.

     o    Increase revenues through the introduction of a scaled down version of
          our Compu-Capture product.



                                      -13-
<PAGE>

Results of Operations

THREE MONTHS  ENDED MARCH 31, 2003  COMPARED TO THE THREE MONTHS ENDED MARCH 31,
2002

Revenues for the three months ended March 31, 2003 of $210,698 decreased $13,464
or 6% from the three months ended March 31, 2002. The Company generates its
revenues through software licenses, hardware, post customer support arrangements
and other services. The slight overall decrease in the Company's revenue is
attributed to a decrease in software maintenance contract dollar amount.
Software, hardware and installation combined sales increased $47,529 or 71%
while maintenance revenues decreased $60,993 or 39% from the three months ended
March 31, 2002. Cost of goods decreased $45,099 or 66% due to the decrease in
SI-3000 projects and was reduced to 11% of total revenues from 30% in the same
period a year earlier. The gross profit percentage per sale increased by 17%
compared to the same period a year earlier.

Costs and expenses decreased $349,310 or 51% during the three months ended March
31, 2003 versus the three months ended March 31, 2002. The decrease is due
primarily to the cost containment efforts of the Company. Interest and
amortization of deferred debt cost decreased by $176,505 for the three months
ended March 31, 2003 and 2002. The expense for the sales and marketing
department increased $35,101 or 147% due to the addition of a sales consultant
to fill the void of the reduced sales staff for the three months ended March 31,
2003 and 2002. Expenses for research and development decreased $55,464 or 138%
for the three months ended March 31, 2003 and 2002. In keeping with the goal to
streamline costs yet achieve a working product the Company is re-evaluating its'
current development strategy and resources resulting in a cutback of expenses.

General and Administrative expenses for the three month period ending March 31,
2003 was $164,448 versus $271,300 for the same period prior year for a decrease
of $106,852 or 39%. This decrease was mainly attributable to a decrease in
salaries and related payroll expenses of $47,109, consulting fees of $14,400 for
services paid in stock, legal fees of $15,468, accounting fees of $15,943,
vehicle expense of $1,965, rent of $5,730, telephone expense of $4,566 and
miscellaneous items for $1,671.

Sales and Marketing expenses increased $35,101 for the three months period ended
March 31, 2003 from $23,846 (2002) to $58,947 (2003) or a 147% increase. This
increase was mainly attributable to an increase in professional consulting of
$21,700, an increase in salaries, commissions, benefits and payroll taxes in the
aggregate of $15,645, a decrease in trade show expenses of $4,240 and an
increase in miscellaneous items for $2,000.

Research and development for the three months ended March 31, 2003 was $21,329
compared to $76,793 for the same period prior year for a decrease of $55,464
that was due in part to a decrease in research and development consulting costs
of $51,305. Also contributing to the overall decrease was the decline in
salaries, benefits and payroll taxes in the aggregate of $4,159.

The net loss for the Company decreased 72% for the three months ending March 31,
2003 to $128,963 from $464,833 for the three months ending March 31, 2002. This
was principally due to the decrease in expenses and debentures incurred during
the period.


                                      -14-
<PAGE>

Liquidity and Capital Resources

The Company's revenues have been insufficient to cover the cost of revenues and
operating expenses. Therefore, the Company has been dependent on private
placements of its Common Stock and issuance of convertible notes in order to
sustain operations. In addition, there can be no assurances that the proceeds
from private placements or other capital will continue to be available, or that
revenues will increase to meet the Company's cash needs, or that a sufficient
amount of the Company's Common Stock or other securities can or will be sold or
that any Common Stock purchase options/warrants will be exercised to fund the
operating needs of the Company.

Net cash used in operating activities for the three months ended March 31, 2003
and 2002 was ($261,714) and ($370,196), respectively. The decrease in cash used
from operating activities in the three months ended March 31, 2003 versus 2002
of $108,482 was principally due to the decrease in net loss for the three
months.

Net cash provided by (used in) investing activities three months ended March 31,
2003 and 2002 was $23 and ($13,539) respectively, reflecting a change of
$13,562. This change is due to a reduction of restricted cash and lack of a note
receivable - former officer three months ended March 31, 2003 as compared to the
same period prior year.

Net cash provided by financing activities was $295,590 and ($1,796) for the
three months ended March 31, 2003 and 2002, respectively, reflecting an increase
of $298,386. This increase in financing activity is due to the issuance of the
convertible debentures.

ITEM 3.  CONTROL AND PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

Within the 90 days prior to March 31, 2003, the Company carried out an
evaluation of the effectiveness of the design and operation of its disclosure
controls and procedures pursuant to Exchange Act Rule 13a-14. This evaluation
was done under the supervision and with the participation of the Company's
President and Chief Financial Officer. Based upon that evaluation, they
concluded that the Company's disclosure controls and procedures are effective in
gathering, analyzing and disclosing information needed to satisfy the Company's
disclosure obligations under the Exchange Act.

CHANGES IN INTERNAL CONTROLS

There were no significant changes in the Company's internal controls or in its
factors that could significantly affect those controls since the most recent
evaluation of such controls.


                                      -15-
<PAGE>

                           PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

None

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

During January through March 2002, $14,000 of the convertible debentures issued
in March 2001 were converted into 2,456,140 shares of Common Stock.
Additionally, accrued interest in the amount of $18,371 relating to these notes
was converted into an additional 2,203,828 shares of Common Stock.

During January 2002, the Company granted 360,000 shares of restricted Common
Stock for consulting services performed. The Company recorded a charge for the
issuance of such shares in the amount of $7,200 based on the fair market value
of the Company stock on the date of the stock grant.

During February through June 2002, $33,269 of the convertible debentures issued
in March 2001 was converted into 7,547,052 shares of common stock. Additionally,
accrued interest relating to these notes was converted into an additional
703,828 shares of common stock.

In June 2002, a 12% convertible promissory note for $75,000 was issued to two
investors. The conversion price is (i) 50% of the average of the lowest three
inter-day sales prices, or (ii) if the common stock is then traded on the OTC
Bulletin Board or Pink Sheets, the prices asked by any person or entity acting
as a market maker in the common stock during the twenty trading days immediately
preceding the relevant date upon which a conversion is effected.

On September 30, 2002, DDSI issued two convertible debentures for an aggregate
amount of $100,000, with simple interest accruing at the annual rate of 12%.
These debentures are due September 30, 2003. Interest payable on the Debentures
shall be paid quarterly commencing December 31, 2002. The holders shall have the
right to convert the principal amount and interest due under the debentures into
shares of DDSI's common stock. The conversion price in effect on any Conversion
Date shall be the lesser of (1) $.005 and (2) 50% of the average of the lowest
three inter-day sales prices of the common stock during the twenty Trading Days
immediately preceding the applicable Conversion Date.

During October 2002, $3,000 of the convertible debentures issued in December
2001 were converted into 1,639,344 shares of common stock. Additionally,
liquidated damages relating to these notes were converted into an additional
1,555,553 shares of common stock.

On January 10, 2003, DDSI issued three convertible debentures for an aggregate
amount of $250,000, with simple interest accruing at the annual rate of 10%.
These debentures are due January 10, 2004. Interest payable on the Debentures
shall be paid quarterly commencing March 31, 2003. The holders shall have the
right to convert the principal amount and interest due under the debentures into
shares of DDSI's common stock. The conversion price in effect on any Conversion
Date shall be the lesser of (1) $.01 and (2) 50% of



                                      -16-
<PAGE>

the  average of the lowest  three  inter-day  sales  prices of the common  stock
during the twenty Trading Days immediately  preceding the applicable  Conversion
Date.

During February 2003, $1,000 of the convertible debentures issued in December
2001 was converted into 2,857,142 shares of common stock.

On February 27, 2003, DDSI issued three convertible debentures for an aggregate
amount of $125,000, with simple interest accruing at the annual rate of 10%. The
debentures are due February 27, 2004. Interest payable on the Debentures shall
be paid quarterly commencing March 31, 2003. The holders shall have the right to
convert the principal amount and interest due under the debentures into shares
of DDSI's common stock. The conversion price in effect on any Conversion Date
shall be the lesser of (1) $.01 and (2) 50% of the average of the lowest three
inter-day sales prices of the common stock during the twenty Trading Days
immediately preceding the applicable Conversion Date.

On March 31, 2003, DDSI issued three convertible debentures for an aggregate
amount of $125,000, with simple interest accruing at the annual rate of 12%. The
debentures are due March 31, 2004. Interest payable on the Debentures shall be
paid quarterly commencing June 30, 2003. The holders shall have the right to
convert the principal amount and interest due under the debentures into shares
of DDSI's common stock. The conversion price in effect on any Conversion Date
shall be the lesser of (1) $.01 and (2) 50% of the average of the lowest three
inter-day sales prices of the common stock during the twenty Trading Days
immediately preceding the applicable Conversion Date.

In March 2003, $1,600 of the convertible debentures issued in December 2001 was
converted into 8,000,000 shares of common stock. Additionally, accrued interest
relating to the note dated May 2001 was converted into an additional 1,820,634
shares of common stock.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES:

None.

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

DDSI filed an Amended Definitive Proxy with the SEC on February 14, 2003,
requesting the following:

     o    the election of four directors;

     o    the  increase in the number of  authorized  shares of our Common Stock
          from 150,000,000 to 750,000,000;

     o    to  approve  up to a 1 to 20  reverse  stock  split of all of  Digital
          Descriptor System Inc.'s authorized Common Stock;

     o    the  ratification  of  the  appointment  of  WithumSmith+Brown  as our
          independent accountants for the current fiscal year; and

At the annual shareholders meeting held on March 13, 2003 the shareholders
approved the election of the four directors and the appointment of WithumSmith &
Brown, but did not approve the amendment to DDSI's Restated Certificate of
Incorporation to increase the number of authorized shares or the stock
combination (reverse split).



                                      -17-
<PAGE>

ITEM 5. OTHER INFORMATION

None

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

(a) Exhibits

Exhibit 99.1


                                      -18-
<PAGE>

                                   SIGNATURES

     Pursuant  to the  requirements  of  Section  13 or 15(d) of the  Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.

                        DIGITAL DESCRIPTOR SYSTEMS, INC.
                                  (Registrant)

      Date:  May 20, 2003                By:  /s/ ANTHONY SHUPIN
                                              ----------------------------------
                                                Anthony Shupin
                                                (Director - Chairman)

      Date:  May 20, 2003                By:  /s/ MICHAEL J. PELLEGRINO
                                              ----------------------------------
                                                Michael J. Pellegrino
                                                (President, Chief Executive
                                                 Officer and Director)

      Date:  May 20, 2003                By:  /s/ VINCENT MORENO
                                              ----------------------------------
                                                Vincent Moreno.
                                                (Director)

      Date:  May 20, 2003                By:  /s/ ROBERT GOWELL.
                                              ----------------------------------
                                                Robert Gowell
                                                (Director)


                                      -19-
<PAGE>

CEO CERTIFICATION

I, Michael J. Pellegrino, certify that:

     1.  I have reviewed this quarterly report on Form 10-Q of Digital
         Descriptor Systems, 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 Rules 13a-14 and 15d-14) for the registrant and
         we have:

              a)  designed such disclosure controls and procedures to ensure
                  that material information relating to the registrant,
                  including its consolidated subsidiaries, is made known to us
                  by others within those entities, particularly during 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
         performing the equivalent function):

              a)  all significant deficiencies in the design or operation of



                                      -20-
<PAGE>


                  internal controls which could adversely affect the
                  registrant's ability to record, process, summarize and report
                  financial data and have identified for the registrant's
                  auditors any material weaknesses in internal controls; and

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

     6.  The registrant's other certifying 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.

Date:  May 20, 2003

     /s/ Michael J. Pellegrino
     --------------------------------------------
      Michael J. Pellegrino
     Chief Executive Officer


                                      -21-
<PAGE>

CFO CERTIFICATION

I, Michael J. Pellegrino, certify that:

     1.  I have reviewed this quarterly report on Form 10-Q of Digital
         Descriptor Systems, 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 Rules 13a-14 and 15d-14) for the registrant and
         we have:

              a)  designed such disclosure controls and procedures to ensure
                  that material information relating to the registrant,
                  including its consolidated subsidiaries, is made known to us
                  by others within those entities, particularly during 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
         performing the equivalent function):

              a)  all significant deficiencies in the design or operation of




                                      -22-
<PAGE>

                  internal controls which could adversely affect the
                  registrant's ability to record, process, summarize and report
                  financial data and have identified for the registrant's
                  auditors any material weaknesses in internal controls; and

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

     6.  The registrant's other certifying 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.

Date:  May 20, 2003

           /s/ Michael J. Pellegrino
           --------------------------------------------
             Michael J. Pellegrino
           Chief Financial Officer


                                      -23-
<PAGE>

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

In connection with the Quarterly Report of Digital Descriptor Systems, Inc. (the
"Company") on Form 10-QSB for the period ending September 30, 2002 as filed with
the Securities and Exchange Commission on the date hereof (the "Report"), I,
Michael J. Pellegrino, Chief Executive Officer of the Company, certify, pursuant
to 18 U.S.C. ss. 1350, as adopted pursuant to ss. 906 of the Sarbanes-Oxley Act
of 2002, that:

     (1)  The Report fully  complies with the  requirements  of Section 13(a) or
          15(d) of the Securities Exchange Act of 1934; and

     (2)  The  information  contained  in the  Report  fairly  presents,  in all
          material respects, the financial condition and result of operations of
          the Company.

                                                  /s/ Michael Pellegrino
                                                  -----------------------------
                                                  Michael J. Pellegrino
                                                  Chief Executive Officer
                                                    May 20, 2003


                                      -24-
<PAGE>