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 December 31, 2002

        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
December 31, 2002 (unaudited)                                           2

Consolidated Statements of Operations
three months ended December 31, 2002
and 2001 (unaudited)                                                    4

Consolidated Statements of Cash Flows
three months ended December 31, 2002 and 2001
(unaudited)                                                             5

Notes to Consolidated Financial Statements - December 31, 2002
(unaudited)                                                             6

Item 2.  Management's Discussion and Analysis of
         Financial Condition and Results of Operations                 12

        Forward-Looking Statements                                     12

        Critical Accounting Policies                                   12

        Results of Operation                                           13

        Liquidity and Capital Resources                                14

Item 3. Controls and Procedures                                        15

PART II - Other Information

Item 1.  Legal Proceedings                                             16

Item 2.  Changes in Securities and Use of Proceeds                     16

Item 3.  Defaults Upon Senior Securities                               16

Item 4.  Submission of Matters to a Vote of Security Holders           16

Item 5.  Other Information                                             16

Item 6.  Exhibits and Reports on Form 8-K                              17

        Signatures                                                     18



PART I. FINANCIAL INFORMATION

ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS

b-FAST CORP. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
DECEMBER 31, 2002

(UNAUDITED:  DOLLAR AMOUNTS IN THOUSANDS)



ASSETS


CURRENT ASSETS
        Cash                                                      $  141
	Customer receivables, less allowance for
                doubtful accounts of $24                             298
        Inventories                                                   39
        Prepaid expenses and other current assets                    120

TOTAL CURRENT ASSETS                                                 598

PROPERTY AND EQUIPMENT
        Transportation equipment                                   1,576
        Machinery and equipment                                      199
        Furniture and fixtures                                        87
        Leasehold improvements                                        38

                                                                   1,900

Less:  Accumulated depreciation
        and amortization                                             525

PROPERTY AND EQUIPMENT, NET                                        1,375

OTHER ASSETS
        Equity in unconsolidated subsidiary                        6,780

TOTAL ASSETS                                                      $8,753


See Notes to Consolidated Financial Statements.



ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS

b-FAST CORP. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
DECEMBER 31, 2002

(UNAUDITED:  DOLLAR AMOUNTS IN THOUSANDS)




LIABILITIES AND STOCKHOLDERS' DEFICIENCY


CURRENT LIABILITIES
        Current maturities of long term debt-affiliate            $    15
        Current maturities of long term debt-other                    103
        Accounts payable-trade                                        176
	Accrued expenses
                Fuel taxes                                            850
                Interest and penalties-fuel taxes                   1,427
                Other                                                 455
TOTAL CURRENT LIABILITIES                                           3,026

LONG-TERM DEBT, less current maturities
        Affiliate debt                                             14,882
        Affiliate interest                                          7,687
        Other                                                       1,351
TOTAL LONG-TERM DEBT                                               23,920

COMMITMENTS AND CONTINGENCIES

REDEEMABLE PREFERRED STOCK AND ACCRUED DIVIDENDS                    4,160
	Series A Cumulative Convertible Preferred Stock
		no par value - authorized 500,000 shares - issued
		and outstanding 144,185 shares
		(liquidation preference - $4,160)

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                                 3,884
        Accumulated deficit                                      (36,705)
                                                                 (22,116)

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

TOTAL STOCKHOLDERS' DEFICIENCY                                   (22,353)

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIENCY                   $ 8,753





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
                                                                 DECEMBER 31,
                                                               2002        2001


NET SALES                                               $   959         $   498

COST AND EXPENSES

Cost of sales                                               387             218
Departmental costs                                          542             497
Administrative costs                                        137             176

Loss from operations                                       (107)           (393)

Equity in income of unconsolidated subsidiary                (4)            108
Interest expense - other                                    (29)            (34)
Interest expense - affiliate                               (207)           (255)
Interest and penalty - fuel taxes                             -            (610)
Other income, net                                             -              23


NET LOSS                                                   (347)         (1,161)

Preferred dividends                                         (35)            (35)

Net loss applicable to common stockholders              $  (382)        $(1,196)

Net loss per share applicable
	to common stockholders
        Basic and Dilutive                               $(0.05)        $ (0.16)

Weighted average shares outstanding:
        Basic and Dilutive                            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)




                                                            THREE MONTHS ENDED
                                                                DECEMBER 31,
                                                             2002       2001
CASH FLOWS FROM OPERATING ACTIVITIES

        Net loss                                           $(347)     $(1,161)

	Adjustments to reconcile net loss to
		net cash used in operating activities:
Depreciation and amortization                                 36           98
Equity in income of unconsolidated subsidiary                  4         (108)
	Change in assets and liabilities:
        Decrease in accounts receivable                        9           30
        Increase (decrease) in inventory                     (11)           1
        Increase in other current assets                      (2)         (20)
        Increase in accounts payable                          23           18
        Increase (decrease) in other accrued expenses        (49)         523
        Increase in accrued interest - affiliate             207          241

        Total adjustments                                    217          783

        Net cash used in operating activities               (130)        (378)

CASH FLOWS FROM INVESTING ACTIVITIES

        Purchases of property and equipment                  (22)         (16)
        Change in restricted cash                              -           (2)
        Return on investment in unconsolidated subsidiary    186          229

        Net cash provided by investing activities            164          211

CASH FLOWS FROM FINANCING ACTIVITIES

        Proceeds from issuance of long term debt-other         -            2
        Principal payments of long-term debt-affiliate        (4)         (26)
        Principal payments of long-term debt-other           (37)         (54)

        Net cash used in financing activities                (41)         (78)

        Net decrease in cash & cash equivalents               (7)        (245)
        Cash and cash equivalents at beginning of period     148          269

        Cash and cash equivalents at end of period       $   141      $    24

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

	Cash paid during the quarter for:
                Interest                                 $    29      $    59

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 $35 in each of the
three-month periods ended December 31, 2002 and 2001.



See Notes to Consolidated Financial Statements.

b-FAST CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2002

(UNAUDITED:  DOLLAR AMOUNTS IN THOUSANDS)


NOTE 1:  BASIS OF PRESENTATION

The consolidated balance sheet as of December 31, 2002, consolidated
statements of earnings for the three month periods ended December 31, 2002
and 2001, and the consolidated statements of cash flows for the three 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 December 31, 2002 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-
month periods ended December 31, 2002 and 2001 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 December 31, 2002 the Company had a working capital deficiency of
$2,428, stockholder's deficiency of $22,353, and incurred a net loss of
$347 for the three 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 TRANSACTION

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 Sheet                                              As of
   	(in thousands)                           	    December 31, 2002

	Assets
        Cash                                                  $       422
        Investments                                                 2,171
        Note Receivable - Member                                    4,265
        Advance Receivable - Member                                   132
           Total assets                                           $ 6,990
	Liabilities and members' equity
        Payable to Member                                         $    77
        Accounts Payable                                                4
        Member's Capital                                            6,909
           Total liabilities and members' equity                  $ 6,990

        Statement of Operations                            Three-months ended
        (in thousands)                                      December 31, 2002

        Revenues                                                  $    -

                Net loss                                            $  (4)

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.  Also included in current maturities
are $15 of short-term notes due Transtech, Inc., a subsidiary of Transtech.

Long Term Debt-Other
This category includes $112 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.  The
Company owes $1,342 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 $1,454,
$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 month periods ended December 31, 2002 and 2001, 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 $7,687 at December 31,
2002.  During the three months ended December 31, 2002 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 December 31, 2002 was
$15.

As of December 31, 2002 the Company has a payable non-interest bearing 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 December 31, 2002.

At December 31, 2002 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 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.




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
                                                       December 31,
                                                     2002            2001

Net Sales                                          100.0%           100.0%
Cost of Sales                                       40.4             43.8
Departmental costs                                  56.5             99.8
Administrative costs                                14.3             35.3
Equity in income of unconsolidated subsidiary        0.0             21.7
Interest expense                                    24.6             58.0
Other income                                           -              4.6
Interest and penalty-fuel taxes                        -            122.5
Net loss                                           (35.8)          (233.1)

Sales for the three month period ended December 31, 2002 increased $461 as
compared to the same period in 2001.  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 three months of fiscal 2003,
landing fees collected were 253% greater than in the same period in fiscal
2002.  Sales and services to commercial airlines increased by $159.  The
FBO purchased additional equipment last year in order to deice larger
aircraft, resulting in an increase of $42 in sales of that service.  Fuel
sales to general aviation increased $218.  Aircraft charter income was the
only category that produced any significant decrease ($38) and that was the
result of the aircraft used for charter being sold in January 2002.

Cost of sales as a percentage of sales decreased from 43.8% to 40.4%,
primarily resulting from the change in the sales mix.  While the cost of
sales on fuel sales alone decreased 7.7% as a percentage of sales.  Into-
plane fees, which are per gallon charges for pumping airline fuel into
their aircraft, have no direct cost within the cost of sales category, and
as these fees increase, the overall cost of sales percentage goes down.
Into plane fees are up by $77 in fiscal 2003.

Departmental costs increased $45.  Salaries and benefits increased $48,
including $12 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.  Staff was added as sales
increased

Administrative costs decreased $39.  Depreciation decreased $56, primarily
resulting from the sale of the Citation aircraft in January 2002.  Legal
fees decreased $6.  Directors fees increased $16 because the Company began
paying fees again in May 2002.  Credit card service charges increased by $7
as a result of increased sales.

Interest expense-affiliate decreased $48 in the current year.  $15 of that
amount is due to the sale of the Citation aircraft, and the balance due to
a 0.5% drop in the prime rate in November 2002.

LIQUIDITY AND CAPITAL RESOURCES

During the three months ended December 31, 2002 the Company used $130 of
cash in operating activities and another $22 for the purchase of property
and equipment.  Financing activities used $41.  Return on investment in
unconsolidated subsidiary provided $186.

Working capital increased $32 to ($2,428) from September 30, 2002 to
December 31, 2002.  Current assets decreased only $3.  Current liabilities
decreased $35.  Reductions in other accrued expenses of $49, were offset by
an increase in accounts payable of $23.  The debt owed Transtech and the
related interest expense has not affected working capital because Transtech
has agreed to extend the repayment terms on the principal and all accrued
but unpaid interest thereon until March 20, 2004.

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 $500
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.

99.8 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
99.9                    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 99.8

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 99.9

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











9
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)

16
PART II - OTHER INFORMATION

b-FAST CORP. AND SUBSIDIARIES

(DOLLAR AMOUNTS IN THOUSANDS)