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 June 30, 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 X   No _

  State the number of shares outstanding of each of the issuer's classes of
common equity, as of July 31, 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
June 30, 2003 (unaudited)                                             2

Consolidated Statements of Operations
three months and nine months ended June 30, 2003
and 2002 (unaudited)                                                  4

Consolidated Statements of Cash Flows
nine months ended June 30, 2003 and 2002
(unaudited)                                                           5

Notes to Consolidated Financial Statements - June 30, 2003
(unaudited)                                                           7

Item 2.  Management's Discussion and Analysis of
         Financial Condition and Results of Operations               11

        Forward-Looking Statements                                   11

        Critical Accounting Policies                                 11

        Results of Operation                                         12

        Liquidity and Capital Resources                              13

Item 3.         Controls and Procedures                              14


PART II - Other Information

Item 1.  Legal Proceedings                                           15

Item 2.  Changes in Securities and Use of Proceeds                   15

Item 3.  Defaults Upon Senior Securities                             15

Item 4.  Submission of Matters to a Vote of Security Holders         15

Item 5.  Other Information                                           15

Item 6.  Exhibits and Reports on Form 8-K                            15

         Signature                                                   16


PART I. FINANCIAL INFORMATION

ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS

b-FAST CORP. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
JUNE 30, 2003

(UNAUDITED:  DOLLAR AMOUNTS IN THOUSANDS)

ASSETS


CURRENT ASSETS
  Cash                                                                $    55
  Customer receivables, less allowance for
  doubtful accounts of $31                                                299
  Inventories                                                              18
  Prepaid expenses and other current assets                               129

TOTAL CURRENT ASSETS                                                      501

PROPERTY AND EQUIPMENT
  Transportation equipment                                              1,576
  Machinery and equipment                                                 202
  Furniture and fixtures                                                   87
  Leasehold improvements                                                   38

                                                                        1,903

Less:  Accumulated depreciation
  and amortization                                                        597

PROPERTY AND EQUIPMENT, NET                                             1,306

OTHER ASSETS
  Equity in unconsolidated subsidiary                                   7,608

TOTAL ASSETS                                                          $ 9,415
























See Notes to Consolidated Financial Statements.


b-FAST CORP. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
JUNE 30, 2003

(UNAUDITED:  DOLLAR AMOUNTS IN THOUSANDS)


LIABILITIES AND STOCKHOLDERS' DEFICIENCY


CURRENT LIABILITIES
  Current maturities of long term debt-affiliate			$     6
  Current maturities of long term debt-other				    103
  Accounts payable-trade                                                    183
  Accrued expenses
    Fuel taxes                                                              850
    Interest and penalties-fuel taxes					  1,427
    Other										    457
TOTAL CURRENT LIABILITIES                                                 3,026

LONG-TERM DEBT, less current maturities
  Affiliate debt									 14,882
  Affiliate interest                                                      8,079
  Other                                                                   1,304
TOTAL LONG-TERM DEBT                                                     24,265

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                                        4,229
    (liquidation preference - $4,229)

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                                              3,815
  Accumulated deficit                                                   (36,388)
	(21,868)

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

TOTAL STOCKHOLDERS' DEFICIENCY						(22,105)

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIENCY				$ 9,415












See Notes to Consolidated Financial Statements

b-FAST CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS

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


	                          THREE MONTHS ENDED	      NINE MONTHS ENDED
	                               June 30,      	           June 30,
                              2003            2002              2003       2002

NET SALES                   $  880          $  919            $ 2,779   $ 1,926

COST AND EXPENSES

Cost of sales                  362             352              1,164       770

Departmental costs             516             505              1,604     1,499

Administrative costs           136             189                419       541

Loss from operations          (134)           (127)              (408)     (884)

Interest expense - other       (29)            (94)               (86)     (154)

Interest expense - affiliate  (196)           (216)              (599)     (675)

Equity in income of
  Unconsolidated subsidiary    996              50              1,023       188

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

Other income (expense), net     35             (14)                40        (4)

NET INCOME (LOSS)              672            (401)               (30)   (2,139)

Preferred dividends            (35)            (35)              (104)     (105)

Net income (loss) applicable
  to common shareholders    $  637          $ (436)           $  (134)  $(2,244)

Net income (loss) per share
  applicable to common
  shareholders

Basic                       $ 0.08          $(0.05)           $ (0.02)  $ (0.28)

Diluted                     $ 0.07          $(0.05)           $ (0.02)  $ (0.28)


Weighted average shares
  outstanding:

  Basic                  7,998,052        7,998,052          7,998,052 7,998,052

  Dilutive               8,574,792        8,574,792          8,574,792 8,574,792








See Notes to Consolidated Financial Statements


b-FAST CORP.
CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED: DOLLAR AMOUNTS IN THOUSANDS)




                                                           NINE MONTHS ENDED
                                                                 JUNE 30,
                                                         2003            2002
CASH FLOWS FROM OPERATING ACTIVITIES

  Net loss                                            $   (30)        $(2,139)

  Adjustments to reconcile net loss to
    net cash used in operating activities:
  Depreciation and amortization                           108             131
  Equity in income of unconsolidated subsidiary        (1,023)           (188)
  Change in assets and liabilities:
  (Increase) decrease in accounts receivable                8            (138)
  Decrease in inventory                                    10               1
  Increase in prepaid expense and other
    current assets                                        (11)          (39)
  Increase in accounts payable                             30              72
  Increase (decrease) in other accrued expenses           (47)            252
  Increase in accrued interest - affiliate                599             657

  Total adjustments                                      (326)            748

  Net cash used in operating activities                  (356)         (1,391)
CASH FLOWS FROM INVESTING ACTIVITIES

  Purchases of property and equipment                     (25)            (30)
  Change in restricted cash                                 -             441
  Return of investment in unconsolidated
  subsidiary and repayments of advances
  to affiliated entities                                  385           1,131
  Proceeds from the sale of assets held for sale            -              95

  Net cash provided by investing activities               360           1,637

CASH FLOWS FROM FINANCING ACTIVITIES

  Proceeds from issuance of long term debt - affiliate      -              75
  Proceeds from issuance of long term debt-other            -               3
  Principal payments of long term debt-affiliate          (13)           (109)
  Principal payments of long-term debt-other              (84)           (174)

  Net cash used in financing activities                   (97)           (205)

  Net increase (decrease) in cash & cash equivalents      (93)             41
  Cash and cash equivalents at beginning of period        148             269

  Cash and cash equivalents at end of period          $    55         $   310











SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

  Cash paid during the period for:
    Interest                                          $    85          $  166

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 $104 in each of the
nine month periods ended June 30, 2003 and 2002.

















































See Notes to Consolidated Financial Statements.

b-FAST CORP. AND SUBSIDIARIES

(DOLLAR AMOUNTS IN THOUSANDS)


NOTE 1:  BASIS OF PRESENTATION

The consolidated balance sheet as of June 30, 2003, consolidated statements
of earnings for the three and nine month periods ended June 30, 2003 and
2002, and the consolidated statements of cash flows for the nine 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 June 30, 2003 and for all periods presented
have been made.

Effective October 1, 2001, the Company began accounting for its investment
in RTB/AS, L.L.C. ("RTB/AS") under the equity method.  Prior to this date,
this entity was consolidated.

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
nine month periods ended June 30, 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 June 30, 2003 the Company had a working capital deficiency of $2,525,
stockholder's deficiency of $22,105, and incurred a net loss of $30 for the
nine 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, L.L.C. ("RTB/AS") 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.  Therefore, as of October
1, 2001 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 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)                                              June 30, 2003
	Assets
        Cash                                                        $2,808
        Note Receivable - Member                                     3,974
        Advance Receivable - Member                                    132
           Total assets                                            $ 6,914
	Liabilities and members' equity
        Accounts Payable                                                 4
        Member's Capital                                             6,910
           Total liabilities and members' equity                   $ 6,914

        Statement of Operations                              Nine-months ended
        (in thousands)                                        June 30, 2003

        Revenues                                                    $1,199

        Net income                                                  $1,034

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.

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, and the company anticipates a
further extension of the repayment terms through at least January 2005.
Classified as current maturities are $6 of short term notes due
Transportech, Inc., a subsidiary of Transtech.

Long Term Debt-Other
This category includes $94 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 June 30, 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 $1,313 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 $1,407, $103 is classified as short term.

NOTE 6:  INCOME (LOSS) PER COMMON SHARE

Basic net income (loss) per share includes no dilution and is calculated by
dividing net income (loss) by the weighted average number of common shares
outstanding for the period.  Dilutive net income (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 nine month periods ended June 30, 2003 and 2002
and the three months ended June 30, 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 $14,888.  Relative
to this debt, the Company had accrued interest of $8,079 at June 30, 2003.
During the nine months ended June 30, 2003 the Company paid none of the
interest and $13 of principal to Transtech.

In prior years, Transportech, Inc. a wholly owned subsidiary of Transtech,
advanced the Company $123.  The unpaid balance at June 30, 2003 was $6.

As of June 30, 2003, the Company has a 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 there 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 June 30, 2003.

At June 30, 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 PRONOUNCEMENT

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 Stock 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.

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       Nine Months Ended
                                           June 30,                  June 30,
			              2003         2002          2003       2002

Net Sales                             100.0%       100.0%        100.0%   100.0%
Cost of Sales                          41.1         38.3          41.9     40.0
Departmental costs                     58.6         55.0          57.7     77.8
Administrative costs                   15.5         20.6          15.1     28.1
Equity in income of
 Unconsolidated subsidiary            113.2          5.4          36.8      9.8
Interest expense                       25.6         33.7          24.6     43.0
Other income (expense)                  4.0         (1.5)          1.4      0.2
Interest and penalty
  - fuel tax                              -            -             -     31.7
Net income (loss)                      76.4        (43.7)         (1.1)  (111.0)

Sales for the nine month period ended June 30, 2003 increased $853 (45%),
but during the three month period then ended, sales decreased $39 (2%).
For the first six months of fiscal year 2003, sales increased $892 over the
previous year, primarily due to the recovery from the effect of September
11, 2001 attacks.  Beginning in April 2003, sales have been less each month
as compared to the previous year.  For the nine month period fuel sales to
general aviation increased $403, but decreased $6 during the last three
month period.  Sales and services to commercial airlines increased by $292
during the nine month period, but only $7 during the last three months.
Military fuel sales increased $15 during the nine month period, but
decreased $10 during the last three months.  Until March 2003 the Company
rented additional hanger space from the airport which was used to hanger
additional aircraft.  Without the additional space, hanger rental sales
decreased $11 in the last three months.

Cost of sales as a percentage of sales increased from 40.0% to 41.9% during
the nine months ended June 30, 2003 as compared to the same period in 2002,
primarily resulting from the sales mix.  For example, during the current
nine month period fuel sales were 51% of total sales, but during the prior
nine month period fuel sales were 45% of total sales.  For the three months
ended June 30, 2003 the cost of sales percentage increased from 40.0% to
41.9%.  During the three month period fuel sales as a percentage of total
sales increased from 60.5% in 2002 to 64.4% in 2003.

Departmental costs increased $105 for the nine months ended June 30, 2003
as compared to 2002.  Salaries and benefits increased $118, including $58
of incentive bonus.  The Harrisburg FBO relocated to a larger facility on
the airport in May 2002, which produced increases in rent expense,
utilities, maintenance, and property taxes totaling $103.  The largest
decrease was $73 in maintenance of aircraft, resulting from the sale of the
Citation used for charter.  The next largest decrease was $35 in rental of
equipment.  This resulted from leases of equipment not being used at the
FBO expiring in fiscal 2002.  During the three month period ended June 30,
2003 departmental costs increased $11 as compared to 2002, with payroll and
benefits increasing $10.

Administrative expenses decreased $122 during the nine month period ending
June 30, 2003 as compared to the same period in 2002.  The largest
reductions were in legal fees of $50, auditing fees of $55 and depreciation
of $22.  The largest increase was $13 in credit card service charges.
During the three month period administrative expenses decreased $53 with
legal fees down $16 and auditing fees down $32.

Equity in income of unconsolidated subsidiary increased $835 during the
nine months ended June 30, 2003 due to a partial sale by Brant of the
investment in a racing enterprise in May 2003.  This action also produced a
$946 increase during the three month period ended June 30, 2003.

Interest expense decreased $144 during the nine month period ended June 30,
2003.  Affiliate interest expense decreased $57 as a result of a 0.75%
decrease in the prime rate during fiscal 2003, and $19 on the Cessna note
because it was sold in January 2002.  In June 2002 the Company paid $63
interest to the US Treasury for late payment of income taxes for the year
ended September 30, 2001.

Interest expense-affiliate decreased $438 in the current year due to the
decrease in the prime rate to 4.75% during the year and the sale of the
Citation aircraft in January 2002.  Other interest expense increased $95
because of the financing of the Beech aircraft.

Liquidity and Capital Resources

During the nine months ended June 30, 2003, the Company used $356 of cash
in operations and received $385 from return on investment in unconsolidated
subsidiary.  Also, $25 was used to purchase equipment, and $97 was used to
retire debt.

Working capital decreased $65 to ($2,525) from September 30, 2002 to June
30, 2003.  Current assets decreased $100, with cash decreasing by $93.
Current liabilities decreased $35.  Debt reduction of $18 and a decrease in
accrued expenses of $47 were offset by an increase in accounts payable of
$30.

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 investment in unconsolidated subsidiary.

The Company anticipates cash flow during the remainder of the fiscal year
from the return on its investment in RTB/AS to provide approximately $200
of cash flow which will be available for use as working capital.

ITEM 3. CONTROLS AND PROCEDURES

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 in a list of exhibits filed as part of the form 10-QSB.

99.12 	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

99.13		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 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/ 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 99.12

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 June 30, 2003 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 99.13

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 June 30, 2003, 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