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

Form 10-QSB

(Mark One)

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

For the quarterly period ended March 31, 2003

       TRANSITION REPORT PURSUANT TO 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934

For the transition period from     __             to


	Commission file number  0-10190-0


b-FAST CORP.
(Exact name of small business issuer as
specified in its charter)


LOUISIANA                              72-0385274
   (State or other jurisdiction	     (IRS Employer Identification No.)
 of incorporation or organization)


660 Newtown-Yardley Road, Newtown, PA 18940
(Address of principal executive offices


(215)860-5600
(Issuer's telephone number)


Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months (or for
such shorter period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past 90 days.
Yes  _    No  X_

State the number of shares outstanding of each of the issuer's classes of
common equity, as of May 30, 2003:  Common stock (without par value)
7,998,052 shares.

Transitional Small Business Disclosure Format (Check one): Yes  _    No  X_




b-FAST CORP. AND SUBSIDIARIES

INDEX




PART I -  Financial Information                                   Page Number


Item 1.  Consolidated Financial Statements
Consolidated Balance Sheet
March 31, 2003 (unaudited)                                               2

Consolidated Statements of Operations
three months and six months ended March 31, 2003
and 2002 (unaudited)                                                     4

Consolidated Statements of Cash Flows
six months ended March 31, 2003 and 2002
(unaudited)                                                              5

Notes to Consolidated Financial Statements - March 31, 2003
(unaudited)                                                              7

Item 2.  Management's Discussion and Analysis of
         Financial Condition and Results of Operations                  13

        Forward-Looking Statements                                      13

        Critical Accounting Policies                                    13

        Results of Operations                                           14

        Liquidity and Capital Resources                                 16

Item 3. Controls and Procedures                                         16

PART II - Other Information

Item 1.  Legal Proceedings                                              17

Item 2.  Changes in Securities and Use of Proceeds                      17

Item 3.  Defaults Upon Senior Securities                                17

Item 4.  Submission of Matters to a Vote of Security Holders            17

Item 5.  Other Information                                              17

Item 6.  Exhibits and Reports on Form 8-K                               18

         Signatures                                                     19


ITEM 1. FINANCIAL INFORMATION

PART 1. CONSOLIDATED FINANCIAL STATEMENTS

b-FAST CORP. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
MARCH 31, 2003

(UNAUDITED:  DOLLAR AMOUNTS IN THOUSANDS)

ASSETS


CURRENT ASSETS
  Cash                                                             $  102
  Customer receivables, less allowance for
    doubtful accounts of $26                                          338
  Inventories                                                          22
  Prepaid expenses and other current assets                           131

TOTAL CURRENT ASSETS                                                  593

PROPERTY AND EQUIPMENT
  Transportation equipment                                          1,576
  Machinery and equipment                                             201
  Furniture and fixtures                                               87
  Leasehold improvements                                               38

                                                                    1,902

Less:  Accumulated depreciation
  and amortization                                                    561

PROPERTY AND EQUIPMENT, NET                                         1,341

OTHER ASSETS
  Equity in unconsolidated subsidiary                               6,662

TOTAL ASSETS                                                       $8,596



See Notes to Consolidated Financial Statements.


b-FAST CORP. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
MARCH 31, 2003

(UNAUDITED:  DOLLAR AMOUNTS IN THOUSANDS)



CURRENT LIABILITIES
  Current maturities of long term debt-affiliate		$    10
  Current maturities of long term debt-other                        103
  Accounts payable-trade                                            195
  Accrued expenses
    Fuel taxes                                                      850
    Interest and penalties-fuel taxes                             1,427
    Other                                                           465
TOTAL CURRENT LIABILITIES                                         3,050

LONG-TERM DEBT, less current maturities
  Affiliate debt                                                 14,882
  Affiliate interest                                              7,882
  Other                                                           1,329
TOTAL LONG-TERM DEBT                                             24,093

COMMITMENTS AND CONTINGENCIES

REDEEMABLE PREFERRED STOCK AND ACCRUED DIVIDENDS
  Series A Cumulative Convertible Preferred Stock
    no par value - authorized 500,000 shares - issued
    and outstanding 144,185 shares                                4,194
    (liquidation preference - $4,194)

STOCKHOLDERS' DEFICIENCY
  Preferred stock - authorized, 1,000,000 shares of
    no par value, 500,000 designated Series A cumulative
    convertible preferred stock                                       -
  Common stock - authorized, 60,000,000 shares
    of no par value; issued 8,070,052 shares;
    outstanding 7,998,052 shares                                 10,705
  Additional paid-in capital                                      3,850
  Accumulated deficit                                           (37,059)
                                                                (22,504)

    Less:  Common stock in treasury
    (72,000 shares at cost)                                         237

TOTAL STOCKHOLDERS' DEFICIENCY                                  (22,741)

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIENCY                  $ 8,596

See Notes to Consolidated Financial Statements

b-FAST CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED: DOLLAR AMOUNTS IN THOUSANDS, EXCEPT SHARE AND PER SHARE AMOUNTS)


                                       THREE MONTHS ENDED      SIX MONTHS ENDED
                                            March 31,              March 31,
                                       2003          2002     2003        2002

NET SALES                             $ 940        $  509   $ 1,899     $ 1,007

COST AND EXPENSES

Cost of sales                           415           200       802         418
Departmental costs                      546           497     1,088         994
Administrative costs                    146           176       283         352

Loss from operations                   (167)         (364)     (274)       (757)

Equity in income of
  Unconsolidated subsidiary              32            30        28         138

Interest expense - other                (28)          (26)      (57)        (60)

Interest expense - affiliate           (196)         (204)     (403)       (459)

Interest and
  penalty - fuel taxes                   -             -         -         (610)

Other income (expense), net               5           (13)        5          10

NET LOSS                               (354)         (577)     (701)     (1,738)

Preferred dividends                     (34)          (35)      (69)        (70)

Net loss applicable
  to common shareholders              $(388)       $ (612)   $ (770)    $(1,808)

Net loss per share
  applicable to common
  shareholders

Basic and Dilutive                   $(0.05)       $(0.08)  $ (0.10)    $ (0.23)

Weighted average shares
  outstanding:

Basic and Dilutive                7,998,052     7,998,052 7,998,052   7,998,052










See Notes to Consolidated Financial Statements

b-FAST CORP.
CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED: DOLLAR AMOUNTS IN THOUSANDS)



                                                    SIX MONTHS ENDED
                                                        MARCH 31,
                                                    2003        2002
CASH FLOWS FROM OPERATING ACTIVITIES

  Net loss                                       $  (701)    $(1,738)

  Adjustments to reconcile net loss to
    net cash used in operating activities:
  Depreciation and amortization                       72          90
  Equity in income of unconsolidated subsidiary      (28)       (138)
  Change in assets and liabilities:
  Increase in accounts receivable                    (31)         (7)
  (Increase) decrease in inventory                     6          (4)
  Increase in other current assets                   (13)        (16)
  Increase (decrease) in accounts payable             42         (20)
  Increase (decrease) in other accrued expenses      (39)        473
  Increase in accrued interest - affiliate           402         441

  Total adjustments                                  411         819

  Net cash used in operating activities             (290)       (919)

CASH FLOWS FROM INVESTING ACTIVITIES

  Purchases of property and equipment                (24)        (28)
  Change in restricted cash                            -         441
  Return of investment in
    unconsolidated subsidiary                        336         711
  Proceeds from the sale of assets held for sale       -          95

  Net cash provided by investing activities          312       1,219

CASH FLOWS FROM FINANCING ACTIVITIES

Proceeds from issuance of long term debt - affiliate   -          75
Proceeds from issuance of long term debt-other         -           2
Principal payments of long-term debt-affiliate        (9)       (106)
Principal payments of long-term debt-other           (59)       (114)

Net cash used in financing activities                (68)       (143)

Net increase (decrease) in cash & cash equivalents   (46)        157
Cash and cash equivalents at beginning of period     148         269

Cash and cash equivalents at end of period       $   102      $  426

                                                    SIX MONTHS ENDED
                                                        MARCH 31,
                                                    2003         2002

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

Cash paid during the quarter for:
  Interest                                          $ 57        $ 72

SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIES
Dividends on the Company's preferred stock were accrued as an increase in
the value of the preferred stock in the amount of $69 and $70,
respectively, in each of the six-month periods ended March 31, 2003 and
2002.

See Notes to Consolidated Financial Statements

b-FAST CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 2003

(UNAUDITED:  DOLLAR AMOUNTS IN THOUSANDS)



NOTE 1:  BASIS OF PRESENTATION

The consolidated balance sheet as of March 31, 2003, consolidated statements
of earnings for the three and six month periods ended March 31, 2003 and
2002, and the consolidated statements of cash flows for the six month periods
then ended were prepared by the Company, without audit.  In the opinion of
management, all adjustments (which include only normal recurring adjustments)
necessary to present fairly the financial position, results of operations,
and cash flows at March 31, 2003 and for all periods presented have been
made.

Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted.  It is suggested that these
interim financial statements be read in conjunction with the financial
statements and notes thereto included in the Company's September 30, 2002
annual report on Form 10-KSB.  The results of operations for the three and
six month periods ended March 31, 2003 and 2002 are not necessarily
indicative of the operating results for the full year.

NOTE 2:  GOING CONCERN

The accompanying consolidated financial statements have been prepared on a
going concern basis, which contemplates the realization of assets and the
satisfaction of liabilities in the normal course of business.

At March 31, 2003 the Company had a working capital deficiency of $2,457,
stockholder's deficiency of $22,741, and incurred a net loss of $701 for the
six months then ended.  The financial condition of the Company raises
substantial doubt about its ability to continue as a going concern.  The
financial statements do not include any adjustments relating to the
recoverability and classification of asset carrying amounts or the amount and
classification of liabilities that might be necessary should the Company be
unable to continue as a going concern.

NOTE 3:  SIGNIFICANT TRANSACTIONS

In March 1999 R. Ted Brant ("Brant"), the Company's Chairman and Chief
Executive Officer, entered into an agreement to purchase a 30% ownership
interest in an auto racing entity for $9,875 principally with funds received
from a majority owned subsidiary.  In June 1999, the Company formed RTB/AS,
LLC for the purpose of making investments in the auto racing industry.  The
Company owns a 99% interest in RTB/AS and Brant owns a 1% interest with 100%
voting rights.  The entity is accounted for using the equity method.  During
fiscal 1999, RTB/AS advanced $9,708 to Brant.  The advances were structured
as a note of $4,265 bearing interest at 8% per annum, various interest-free
advances totaling $1,168 and a purchase of an After Tax Economic Interest
("ATEI") in Brant's 30% ownership interest in the auto racing entity for
$4,275.  The ATEI is defined as dividends and other distributions minus all
of the applicable income taxes of Brant from his 30% ownership interest in
the auto racing entity.


NOTE 4:  INVESTMENT IN UNCONSOLIDATED SUBSIDIARY

Effective October 1, 2001, the Company began accounting for its investment in
RTB/AS under the equity method.  RTB/AS's tax year end is December 31.
Condensed financial information of RTB/AS is as follows:

        Balance Sheets                                           As of
   	(in thousands)                           	    March 31, 2003

	Assets
        Cash                                               $       259
        Investments                                              1,514
        Note Receivable - Member                                 4,265
        Interest Receivable - Member                                45
     Advance Receivable - Member                                   132
           Total assets                                        $ 6,215
	Liabilities and members- equity
        Payable to Member                                      $    77
        Accounts Payable                                             4
        Member's Capital                                         6,134
           Total liabilities and members' equity               $ 6,215

	Statement of Operations                       Six-months ended
	(in thousands)                                 March 31, 2003

        Revenues                                                 $  45

                Net income                                       $  28


NOTE 5:  FINANCING ARRANGEMENTS

Long Term Debt-Affiliate
Included in this category are $7,972 of various demand loans due to Transtech
Holding Company, (Transtech), the Company's principle shareholder.  These
notes provide for interest at 2% above the prime rate.  Also included is a
note due Transtech in the amount of $6,910, bearing interest at the prime
rate.  The note is collateralized by a first priority interest on the fixed
assets, inventory, and accounts receivable of the Company.  These amounts are
classified as long term because the Company has a Note Modification Agreement
with Transtech whereby Transtech has agreed to extend the repayment terms on
the principal and all accrued but unpaid interest thereon until March 20,
2004.  Classified as current maturities are $10 of short-term notes due
Transtech, Inc., a subsidiary of Transtech.


Long Term Debt-Other
This category includes $104 due to Avfuel Corporation ("Avfuel"), the
Company's exclusive fuel provider.  The loan is being paid by means of a
rebate issued monthly by Avfuel at the rate of $0.045 per gallon of jet
aviation fuel delivered to the Company during the previous month.  A line of
credit of $175 exists with a bank in Wisconsin to be used for EPA cleanup
which is ongoing at a previously owned location within Wisconsin.  There is
no amount outstanding at March 31, 2003. However, when amounts are disbursed
for cleanup, the bank is paid directly by the Wisconsin Super Fund and
therefore the Company records a receivable for the same amount as the note
payable.  The Company owes $1,328 to a finance company collateralized by a
Beech aircraft.  Repayment terms are monthly payments of $14, including
interest at the rate of prime minus 0.5%, until March 2016.  Of the total
$1,432, $103 is classified as short term.

NOTE 6:  LOSS PER COMMON SHARE

Basic net loss per share includes no dilution and is calculated by dividing
net loss by the weighted average number of common shares outstanding for the
period.  Dilutive net loss per share reflects the potential dilution of
securities that could share in the net income of the Company through the
exercise of stock options and the conversion of preferred stock.  For the
three and six month periods ended March 31, 2003 and 2002, no exercise of
common stock equivalents were assumed because the assumed exercise of these
securities would be anti-dilutive.

NOTE 7:  RELATED PARTY TRANSACTIONS

The Company is indebted to its major shareholder Transtech (holder of 51.9%
of common stock and 71.8% of preferred) in the amount of $14,882.  Relative
to this debt, the Company had accrued interest of $7,882 at March 31, 2003.
 During the six months ended March 31, 2003 the Company paid none of the
interest or principal to Transtech.

In prior years, Transportech, Inc., a wholly-owned subsidiary of Transtech,
advanced the Company $123.  The unpaid balance at March 31, 2003 was $10.

As of March 31, 2003, the Company has a non-interest bearing payable to
RTB/AS in the amount of $132 included on the balance sheet in accrued
expenses-other.

NOTE 8:  CONTINGENT LIABILITIES

Environmental Matters

The Company's business involves the storage, handling and sale of fuel, and
the provision of mechanical maintenance and refurbishing services which
involve the use of hazardous chemicals.  Accordingly, the Company is required
to comply with federal, state and local provisions which have been enacted to
regulate the discharge of material into the environment or otherwise relate
to the protection of the environment.

The Company is presently responsible for ongoing remediation of underground
contamination at one previously owned location in Milwaukee, Wisconsin.  At
another previously owned location on the Raleigh-Durham Airport in North
Carolina, the Company is one of several former operators of fuel tanks at the
facility responsible for sharing remediation costs.  The Company reached a
settlement agreement with the airport authority during fiscal year 1996 which
limits the Company's liability to $85 with payments to the authority not to
exceed $20 in any calendar year.  The Company has been billed and paid $38
through March 31, 2003.

At March 31, 2003 the Company has included in its financial statements an
accrual for environmental remediation of $104.  Based on estimates by the
engineering firms conducting the remediation projects, the Company has
sufficient reserves should any additional problems arise during remediation.
The Company, in addition, is reimbursed by the Wisconsin Petroleum
Environmental Cleanup Fund in excess of 95% of remediation expenses.  The
accrual of $104 has not been reduced by any expected future reimbursements
from Wisconsin.  The accrued liability is included in accrued expenses-other
on the balance sheet.

Although the escrow for environmental remediation in connection with the sale
of the Chicago FBO expired in March 2002 and the funds were returned, a
contingent liability exists within the sales agreement.  The agreement states
that sellers shall pay 100% of buyers' expenses of remediation up to the
first $390 and 50% of the next $390, for a maximum of $585.  There have been
no remediation expenses incurred to date, and the Company has no knowledge if
and when any will be incurred.

NOTE 9:  RECENT ACCOUNTING PRONOUNCEMENTS

In May 2003, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standard 150, "Accounting for Certain Financial
Instruments with Characteristics of both Liabilities and Equity". This
Statement establishes standards for how an issuer classifies and measures
certain financial instruments with characteristics of both liabilities and
equity. It requires that an issuer classify a financial instrument that is
within its scope as a liability (or an asset in some circumstances). Many of
those instruments were previously classified as equity. Some of the
provisions of this Statement are consistent with the current definition of
liabilities in FASB Concepts Statement No. 6, Elements of Financial
Statements. The remaining provision of this statement are consistent with the
Board's proposal to revise that definition to encompass certain obligations
that a reporting entity can or must settle by issuing its own equity shares,
depending on the nature of this relationship established between the holder
and the issuer. This Statement is effective for financial instruments entered
into or modified after May 31, 2003, and otherwise is effective at the
beginning of the first interim period beginning after June 15, 2003. Since
the Company has already classified its Series A Cumulative Convertible
Preferred Sock outside its stockholders' deficiency section, the Company does
not believe that the adoption of SFAS 150 will have a material impact upon
the Company's financial statements.


NOTE 10 - SUBSEQUENT EVENTS

After Brant's death on June 28, 2000, his 30% ownership in the auto racing
entity became part of his estate.  By December 2002, the estate was settled
and the ownership was transferred to his widow, Mrs. Brant.  In April 2003,
Mrs. Brant sold 24% of her ownership in the auto racing entity plus an option
on an additional 15%.  Relating to this sale, RTB/AS received $2,747 on May
1, 2003, with $1,008 of that total being a principal payment on the $4,265
note receivable from Mrs. Brant.

PART I - FINANCIAL INFORMATION

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
b-FAST CORP. AND SUBSIDIARIES

(DOLLAR AMOUNTS IN THOUSANDS)



Forward-Looking Statements

Certain statements in this report are forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995.  Actual
results may differ materially from those indicated in such statements due to
a number of factors, including changes in customer spending patterns and in
demand for aviation fuel.

Additional factors that may affect our business and financial results are the
effect of planned and unplanned outages on our operations; the potential
impact of strikes or work stoppages at facilities of our customers and
suppliers; the sensitivity of our results to relatively small changes in the
prices we obtain for our products; competition; the consolidation of many of
our customers and suppliers; the costs associated with environmental controls
and remediation expenditures and the uncertainty of future environmental
control requirements; availability and prices associated with raw materials,
supplies, utilities and other services and items required by our operations;
employment matters; our ability to obtain new capital at reasonable costs and
terms; and the effect of existing and possible future lawsuits against us.
 The forward-looking statements included in this document are based on
information available to us as of the date of this report, and we assume no
obligation to update any of these statements.

Critical Accounting Policies

b-Fast Corp.'s financial statements are prepared in accordance with
accounting principles that are generally accepted in the United States. The
methods, estimates, and judgments we use in applying our most critical
accounting policies have a significant impact on the results we report in our
financial statements. The Securities and Exchange Commission has defined
critical accounting policies as policies that involve critical accounting
estimates that require (i) management to make assumptions that are highly
uncertain at the time the estimate is made, and (ii) different estimates that
could have been reasonably used for the current period, or changes in the
estimates that are reasonably likely to occur from period to period, which
would have a material impact on the presentation of our financial condition,
changes in financial condition or in results of operations. Based on this
definition, our most critical policies include: investment accounting,
allowance for doubtful accounts and long-lived assets.  We discuss these
policies further below, as well as the estimates and management's judgments
involved.  We believe these policies either do not generally require us to
make estimates and judgments that are as difficult or subjective, or it is
less likely that they would have a material impact on our reported results of
operation for a given period.

The Company uses the equity method of accounting for their investment in an
unconsolidated subsidiary.  The Company exercises significant influence by
maintaining the entity's checkbook, accumulating data for tax returns and
having the President and Chief Executive Officer serve as the manager of the
unconsolidated subsidiary.
The allowance for doubtful accounts is based on our assessment of the
collectibility of specific customer accounts and an assessment of economic
risk as well as the aging of the accounts receivable.  If there is a
deterioration of a major customer's credit worthiness or actual defaults are
higher than our historical experience, our estimates of recoverability of
amounts due us could be adversely affected.
We estimate the useful lives of property and equipment in order to determine
the amount of depreciation and amortization expense to be recorded during any
reporting period. The majority of our equipment is depreciated over four to
seven years. The estimated useful lives are based on historical experience
with similar assets as well as taking into account anticipated technological
or other changes. If technological changes were to occur more rapidly than
anticipated or in a different form than anticipated, the useful lives
assigned to these assets may need to be shortened, resulting in the
recognition of increased depreciation in future periods. We review for
impairment annually or when events or circumstances indicate that the
carrying amount may not be recoverable over the remaining lives of the
assets. In assessing impairments, we follow the provisions of Statement of
Financial Accounting Standards No. 144 "Accounting for the Impairment or
Disposal of Long-Lived Assets," utilizing cash flows which take into account
management's estimates of future operations.

Results of Operations

The following table presents as a percentage of total sales certain
selected financial data for the Company for the periods indicated.

                         Three Months Ended          Six Months Ended
                              March 31,                  March 31,
                          2003         2002           2003       2002

Net Sales                 100.0%       100.0%        100.0%	 100.0%
Cost of Sales              44.2         39.3          42.2 	  41.5
Departmental costs         58.1         97.6          57.3 	  98.7
Administrative costs       15.5         34.6          14.9 	  35.0
Equity in income of
 Unconsolidated subsidiary  3.4          5.9           1.5 	  13.7
Interest expense           23.8         45.2          24.2 	  51.5
Other income (expense)      0.5         (2.6)          0.2         1.0
Interest and penalty
  - fuel tax                  -            -             - 	  60.6
Net loss                  (40.7)      (113.4)        (36.9) 	(172.6)


Sales for the six month period ended March 31, 2003 increased $892 (89%)
compared to the same period in 2002.  A major portion of this increase is due
to the recovery from the effect on the aviation industry caused by the
September 11, 2001 attacks.  The Company, as the only FBO operating at the
Harrisburg International Airport is responsible for collecting all landing
fees on behalf of the airport.  For the first six months of fiscal 2003,
landing fees collected were 236% greater than in the same period in fiscal
2002.  Sales and services to commercial airlines increased by $279.  The FBO
purchased additional equipment last year in order to deice larger aircraft,
resulting in an increase of $85 in sales of that service.  Fuel sales to
general aviation increased $409.  The FBO moved to a larger facility,
including hanger space, on the airport in May 2002.  This move produced an
increase of $65 in monthly and transient hanger rentals in the current
period.  Sales for the three month period ended March 31, 2003 increased $431
(85%) over the same period in fiscal 2002.  Landing fees collected in the
current period were 222% greater than in 2002.  Sales and services to
commercial airlines increased by $120 and fuel sales to general aviation
increased by $192.  Sales of deicing service increased by $43.  Rental of
hanger space increased by $36.

Cost of sales as a percentage of sales increased from 41.5% to 42.2% during
the six months ended March 31, 2003 as compared to the same period in 2002,
primarily resulting from the change in the sales mix.  For example, during
the current six month period fuel sales were 49% of total sales, but during
the prior six month period they were only 43% of sales.  For the three month
period ended March 31, 2003 cost of sales as a percentage of sales increased
from 39.3% in 2002 to 44.2%.  During the three months ended March 31, 2003
fuel sales were 47% of total sales.  In 2002 that percentage was 40%.

Departmental costs increased $94 for the six month period ended March 31,
2003.  Salaries and benefits increased $108 including $37 of incentive
payments at the Harrisburg FBO.  The number of employees at the FBO increased
by about 50% over the year before after moving into the larger facility in
May 2002.  The larger facility produced increased costs in rent, maintenance,
property taxes, and utilities totaling $77.  The largest decrease in
departmental costs was $60 in maintenance of aircraft, resulting from the
sale in January 2001 of the Citation used for charter.  The next largest
decrease was $24 in the rental of equipment category.  This was the result of
leases of equipment not being used at the FBO expiring in fiscal 2002.
During the three months ended March 31, 2003 departmental costs increased $49
over the same period in 2002.  The changes in costs follow those for the six
month periods.  Salaries and benefits increased $60; rent, maintenance,
property taxes, and utilities combined increased $46; aircraft maintenance
decreased $44; and equipment rental costs decreased by $12.

Administrative costs decreased $69 during the six month period ending March
31, 2003 as compared to the same period in 2002.  The largest reductions were
in legal fees of $34, auditing fees of $24, and depreciation of $22.  These
reductions were offset by an increase of $12 (177%) in credit card service
charges relating to the increased sales.  During the three month period ended
March 31, 2003 administrative costs decreased $30 from the same period in
2002, with legal fees reduced by $28.

Interest expense-affiliate decreased by $56 during the six month period ended
March 31, 2003.  Of that total, $19 resulted from the sale of the Citation
aircraft in January 2002, and the balance resulted from a 0.5% drop in the
prime rate in November 2002.

LIQUIDITY AND CAPITAL RESOURCES

During the six months ended March 31, 2002, the Company used $290 of cash in
operations and received $336 from return on investments in unconsolidated
subsidiary.  Additionally, $24 was used to purchase equipment, and $68 was
used to retire debt.

Working capital increased $3 to ($2,457) from September 30, 2002 to March 31,
2003.  Current assets decreased $8.  Current liabilities decreased $11.

The Company's revenues have been insufficient to cover the cost of sales and
operating expenses in the prior fiscal year.  Therefore the Company has been
dependent on other sources of cash flows.  There can be no assurances that
these other sources will continue to be available or that revenues will
increase to meet the Company's cash needs.  During the remainder of fiscal
2003 the major source of cash is expected to be provided by return on
investments.

The Company anticipates cash flow during the remainder of the fiscal year
from the return on its investment in RTB/AS to provide approximately $300 of
cash flow which will be available for use as working capital.


ITEM 3. CONTROL AND PROCEDURE

Evaluation of Disclosure Control and Procedures

Based on their evaluation, the Company's principal executive officer and
principal financial officer have concluded that 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 (the "Exchange Act") are
effective to ensure that information required to be disclosed by the Company
in reports that it files or submits under the Exchange Act is recorded,
processed, summarized and reported within the time periods specified in
Securities and Exchange Commission rules and forms

Changes in Internal Control

There were no significant changes in the Company's internal controls or in
other factors that could significantly affect these controls subsequent to
the date of their evaluation.  There were no significant deficiencies or
material weaknesses, and therefore there were no corrective actions taken.


ITEM 1. - LEGAL PROCEEDINGS

b-Fast is aware of only one action pending against the Company.  That matter,
initiated by the taxing authority of the State of New York is discussed in
more detail in the following paragraph.  In addition, it is possible that
there are unasserted, potential claims against the Company.  Such claims may
be asserted in the future.  It is not uncommon for the Company to encounter
litigation as a result of general business operations.

From December 1994 through December 1996, the Company received quarterly tax
assessments from the State of New York for periods from September 1991
through November 1993 ("Assessments"). The Company had ceased doing business
in New York in November 1993. The assessments resulted from an audit
performed in September 1994, and originally totaled approximately $1,668
including interest and penalties. The Company had recorded a charge of $1,668
for principal ($850) and interest and penalties thereon ($818) in fiscal
years prior to September 30, 1999. On November 7, 2001, an Administrative Law
Judge sustained the Assessments together with penalties and interest. The
Company appealed this decision.  On September 12, 2002, the State of New
York, Tax Appeals Tribunal affirmed the Administrative Law Judge and
sustained the assessments, together with additional penalties and interest in
the amount of $2,277 in aggregate.  Therefore, the Company recorded an
additional expense of $610 in fiscal 2002.  On January 10, 2003, the
Company's period of appeals expired.  The Company intends to utilize the
Offer in Compromise Program established by the New York State Department of
Taxation and Finance to possibly resolve the liability at a reduced amount.
 The Company is unable to predict if efforts at compromising the liability
will be successful, and if so, what the final liability may be.


ITEM 2. - CHANGES IN SECURITIES AND USE OF PROCEEDS

  None.

ITEM 3. - DEFAULTS UPON SENIOR SECURITIES

  None.

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

  None.

ITEM 5. - OTHER INFORMATION

  None.


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

(a)  The following is a list of exhibits filed as part of the form 10-QSB.

99.10 	Certification of Bobby Ray Adkins pursuant to 18 U.S.C. Section
1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002
	99.11		Certification of Paul R. Slack pursuant to
        18 U.S.C. Section 1350, as adopted pursuant to Section 906
        of the Sarbanes-Oxley Act of 2002

(b)  Reports on Form 8-K:  None







SIGNATURES



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


	          b-FAST CORP.
	(Registrant)



/s/ Paul R. Slack
        (Signature)
Paul R. Slack
Chief Accounting Officer
and Controller
Date: August 14, 2003


/s/ Bobby R. Adkins
        (Signature)
Bobby R. Adkins
President and Chief Executive Officer
Date: August 14, 2003

CERTIFICATION

I, Paul R. Slack, certify that:

1.	I have reviewed this quarterly report on Form 10-QSB of b-Fast Corp;

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

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

4.	The Registrant's other certifying officer and I are responsible for
establishing and maintaining disclosure controls and procedures (as
defined in 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 officer and I have disclosed, based
on our most recent evaluation, to the Registrant's auditors and the audit
committee of Registrant's board of directors (or persons performing the
equivalent functions):

a)	all significant deficiencies in the design or operation of
internal controls which could adversely affect the Registrant's
ability to record, process, summarize and report financial data
and have identified for the Registrant's auditors any material
weaknesses in internal controls; and


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


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


Date: August 14, 2003



/s/ Paul R. Slack
Paul R. Slack
Chief Accounting Officer


CERTIFICATION

I, Bobby Ray Adkins, certify that:

1.	I have reviewed this quarterly report on Form 10-QSB of b-Fast Corp;

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

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

4.	The Registrant's other certifying officer and I are responsible for
establishing and maintaining disclosure controls and procedures (as
defined in 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 officer and I have disclosed, based on
our most recent evaluation, to the Registrant's auditors and the audit
committee of Registrant's board of directors (or persons performing the
equivalent functions):

a)	all significant deficiencies in the design or operation of
internal controls which could adversely affect the Registrant's
ability to record, process, summarize and report financial data
and have identified for the Registrant's auditors any material
weaknesses in internal controls; and


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


6.	The Registrant's other certifying officer and I have indicated in this
quarterly report whether or to 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 : August 14, 2003



/s/ Bobby Ray Adkins
Bobby Ray Adkins
President and Chief Executive Officer


































EXHIBIT 99.10

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 b-Fast Corp. (the "Company") on
Form 10-QSB for the period ended December 31, 2002, as filed with the
Securities Exchange Commission (the "Report"), I, Bobby Ray Adkins, Chief
Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section
1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002,
that:

		(1)	the Report fully complies with the requirements of
                section 13(a) or 15(d) of the Securities Exchange Act
                of 1934; and
		(2)	the information contained in the Report fairly
                presents, in all in material respects, the financial condition
                and result of operations of the Company.



_______________________________________
/s/ Bobby Ray Adkins
Chief Executive Officer
Date: August 14, 2003

EXHIBIT 99.11

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 b-Fast Corp. (the "Company") on
Form 10-QSB for the period ended December 31, 2002, as filed with the
Securities Exchange Commission (the "Report"), I, Paul R. Slack, Chief
Accounting Officer of the Company, certify, pursuant to 18 U.S.C. Section
1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002,
that:

		(1)	the Report fully complies with the requirements of
                section 13(a) or 15(d) of the Securities Exchange Act of
                1934; and
		(2)	the information contained in the Report fairly
                presents, in all in material respects, the financial condition
                and result of operations of the Company.



_______________________________________
/s/ Paul R. Slack
Chief Accounting Officer
Date: August 14, 2003