UNITED STATES
                  SECURITIES AND EXCHANGE COMMISSION
                        Washington, DC   20549
                              FORM 10-QSB

(Mark One)

[x] QUARTERLY REPORT UNDER SECTION 13 0R 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934

For the Quarterly Period Ended  March 31, 2003
                                ------------------

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

    For the transition period from ______________ to ______________

    Commission file number        010690
                             ____________________


                           Science Dynamics Corporation
     -------------------------------------------------------------------
      (Exact name of small business issuer as specified in its charter)

                                   Delaware
        ------------------------------------------------------------
       (State or other jurisdiction of incorporation or organization)

                                  22-2011859
                      -------------------------------
                     (IRS Employer Identification No.)


      2059 Springdale Road, Suite 100, Cherry Hill, New Jersey   08003
          -----------------------------------------------------
                (Address of principal executive offices)

                      (    856     )     424-0068
          -----------------------------------------------------
                       (Issuer's telephone number)

                                    N/A
      ---------------------------------------------------------------
     (Former name, former address, and former fiscal year, if changed
     since last report)

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 [ ]



                  APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date:


         05/14/2003    41,418,655 shares of common stock were outstanding.

<PAGE>

            S C I E N C E   D Y N A M I C S   C O R P O R A T I O N

                                   INDEX
                                   -----
                                                                      PAGE NO.
                                                                      --------

PART I.  FINANCIAL INFORMATION

         Item 1. Financial Statements

                 Consolidated Balance Sheets as of March 31, 2003        1
                 (unaudited)and December 31, 2002 (audited)

                 Consolidated Statements of Operations for three         2
                 months ended March 31, 2003 (unaudited) and three
                 months ended March 31, 2002 (unaudited)

                 Consolidated Statements of Cash Flows for three         3
                 months ended March 31, 2003 (unaudited) and three
                 months ended March 31, 2002 (unaudited)

                 Notes to Consolidated Financial Statements              4 - 5

         Item 2. Management's Discussion and Analysis of Financial       5 - 10
                  Condition and Results of Operations

         Item 3. Controls and Procedures                                 10

PART II. OTHER INFORMATION

         Item 1. Legal Proceedings                                       11

         Item 2. Changes in Securities                                   11

         Item 3. Defaults upon Senior Securities                         11

         Item 4. Submission of Matters to Vote of Security Holders       11

         Item 5. Other Information                                       11

         Item 6. Exhibits and Reports                                    11

         Item 7. Signatures                                              12


<PAGE>


Item 1. Financial Statements

<TABLE>
                           SCIENCE DYNAMICS CORPORATION AND SUBSIDIARY
                                  CONSOLIDATED BALANCE SHEETS

<CAPTION>
                        ASSETS
                                                           March 31,            December 31,
                                                             2003                   2002
                                                           Unaudited              Audited
                                                           ---------              -------

<S>                                                   <C>                     <C>
Current assets:
   Cash and cash equivalents                           $    8,824              $   43,141
   Accounts receivable - trade                             99,542                  46,428
   Inventories                                            165,133                 205,551
   Other current assets                                     9,832                  28,275
                                                       ----------               ---------
      Total current assets                                283,331                 323,395
                                                       ----------               ---------

Property and equipment, net                               448,623                 514,417
Deferred Financing costs                                  130,434                 149,068
Other assets                                               17,370                  17,370
                                                       ----------               ---------
      Total assets                                     $  879,758               1,004,250
                                                       ==========               =========

LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
   Short term Debt                                     $   31,860              $  128,413
   Current portion of convertible note                    185,500                 185,500
   Bank Note                                               33,550                  33,550
   Customer deposits                                       89,492                 286,990
   Short term loan payable                                163,192                 163,192
   Accounts payable                                     1,194,018               1,214,792
   Accrued expenses                                       597,667                 413,534
                                                       ----------               ---------
      Total current liabilities                         2,295,279               2,425,971



Long Term liabilities:
Long term Debt                                            127,431                       -
Non current portion of bank note                           42,355                  50,326
Convertible Debenture                                   1,639,309               1,653,815
                                                       ----------               ---------


      Total liabilities                                $4,104,374              $4,130,112
                                                       ----------               ---------



Shareholders' equity (deficit)
   Preferred Stock - .01 par value
      10,000,000 shares authorized
      No shares issued
   Common stock - .01 par value,
     200,000,000 and 45,000,000 shares authorized,
      41,544,455 and 41,254,455 issued
      41,418,655 and 41,128,655 outstanding
      in 2003 and 2002 respectively.                      415,545                 412,545

   Additional paid-in capital                          15,549,848              15,546,611
   Reserve for stock compensation                         160,909                 160,909
   (Deficit)                                          (18,953,085)            (18,848,094)
                                                       ----------               ---------
                                                       (2,826,783)             (2,728,029)
   Common stock held in treasury,
    at cost                                              (397,833)               (397,833)
                                                       ----------               ---------
   Total shareholders' equity (deficit)                (3,224,616)             (3,125,862)
                                                       ----------               ---------
   Total liabilities and shareholders'
   Equity                                              $  879,758              $1,004,250
                                                       ==========               =========


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

</TABLE>
-1-
<PAGE>


<TABLE>
                           SCIENCE DYNAMICS CORPORATION AND SUBSIDIARY
                              CONSOLIDATED STATEMENTS OF OPERATIONS
                                           (UNAUDITED)

<CAPTION>

                                                       Three Months Ended March 31
                                                   2003                             2002
                                                   ----                             ----
<S>                                         <C>                              <C>

 NET SALES                                   $  476,297                       $  469,797
                                             ----------                       ----------


Operating costs and expenses:

      Cost of sales                              72,807                          184,805
      Research and development                  121,740                          257,732
      Selling, general
       and administrative                       279,142                          539,318
      Depreciation                               64,856                           83,007
                                             ----------                       ----------

                                                538,545                        1,064,862
                                             ----------                       ----------

Operating (loss)                                (62,248)                        (595,065)

Other income (expenses):
   Interest Income                                    -                                -
   Interest Expense                             (24,106)                         (33,626)
   Finance Expense                              (18,633)                        (143,694)
                                             ----------                       ----------

Net (loss)                                  $  (104,987)                      $ (772,385)
                                             ==========                       ==========



Net(loss)per common share
  basic and diluted                         $     (0.00)                     $     (0.03)
                                             ==========                       ==========



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

</TABLE>

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<PAGE>




<TABLE>
                                SCIENCE DYNAMICS CORPORATION AND SUBSIDIARY
                                  CONSOLIDATED STATEMENTS OF CASH FLOWS
                                              (UNAUDITED)

<CAPTION>
                                                             Three Months Ended March 31
                                                             2003                   2002
                                                             ----                   ----
<S>                                                    <C>                  <C>
Cash flows from operating activities:
   Net (Loss)                                           $  (104,987)         $  (772,385)
                                                        -----------          -----------

Adjustments to reconcile net (loss) to
 net cash provided by (used for)
 operating activities:
   Depreciation                                              64,856               83,007
   Interest expense non cash                                 24,106              116,470
   Financing expense non cash                                18,633                    -
Changes in operating assets and liabilities:
   (Increase) decrease in:
    Accounts receivable                                     (53,114)            (147,562)
    Other receivable                                              -               20,721
    Inventories                                              40,417               57,813
    Other current assets                                    (18,443)              48,550
   Increase (decrease) in:
     Accounts Payable and
       accrued expenses                                     163,359              125,498
       Customer deposits                                   (197,498)            (138,254)
                                                        -----------          -----------

Total adjustments                                            42,317              166,243
                                                        -----------          -----------

 Net cash provided by (used for)
  operating activities                                      (62,670)            (606,142)
                                                        -----------          -----------

Cash flows from investing activities:

 Purchase of property and equipment - net                         -              (13,455)
                                                        -----------          -----------

   Net cash used in investing activities                          -              (13,455)
                                                        -----------          -----------

Cash flows from financing activities:
 Increase (decrease)in
  Bank Note                                                  (7,971)                   -
  Issuance of Convertible Debt                                    -              613,935
  Short term loan Payable                                         -                8,000
  Capitalized Lease / Debt                                   36,324                    -
                                                        -----------          -----------

   Net cash (used in) provided
    by financing activities                                  28,353              621,935
                                                        -----------          -----------

Net increase (decrease) in
 cash and cash equivalents                                  (34,317)               2,338

Cash and cash equivalents -
 beginning of period                                         43,141               17,075
                                                        -----------          -----------

Cash and cash equivalents -
 end of period                                               8,824                19,413


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

</TABLE>

-3-
<PAGE>



                     SCIENCE DYNAMICS CORPORATION AND SUBSIDIARY
                     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (unaudited)



1. Operations and Summary of Significant Accounting Policies

Basis of Presentation
---------------------

The unaudited financial statements included in the Form 10-QSB have been
prepared in accordance with generally accepted accounting principles for
interim financial information and with the instructions to Form 10-QSB and
Item 310(b) of Regulation SB.  The financial information furnished herein
reflects all adjustments, which in the opinion of management are necessary
for a fair presentation of the Company's financial position, the results of
operations and the cash flows for the periods presented.

Certain information and footnote disclosures, normally included in financial
statements prepared in accordance with generally accepted accounting
principles, have been condensed, or omitted, pursuant to such rules and
regulations.

These interim statements should be read in conjunction with the audited
financial statements and notes thereto included in the Company's Annual
Report on Form 10-KSB for the fiscal year ended December 31, 2002.  The
Company presumes that users of the interim financial information herein have
read or have access to the audited financial statements for the preceding
fiscal year and that the adequacy of additional disclosure needed for a fair
presentation may be determined in that context. The results of operations for
any interim period are not necessarily indicative of the results for the full
year.

Description of Business
-----------------------

Science Dynamics Corporation (the "Company", "SciDyn" or "Science
Dynamics") was incorporated in the State of Delaware May 1973 and commenced
operations in July 1977.  The Company began as a provider of specialized
solutions to the telecom industry.  Throughout its history SciDyn has adapted
to the changes in this industry by reinventing itself to be more responsive
and open to the dynamic pace of change experienced in the broader converged
communications industry of today.  Currently SciDyn still provides advanced
solutions for several vertical markets.  The greatest change in operations is
in the shift from being a component manufacture to a solution provider
focused on developing applications through software on our core platform
technology.

Acquisition of Assets
---------------------

On March 31, 2003, the Company acquired certain business assets and liabilities
of Modern Mass Media, Inc. (MMM), a privately held company based in
Florham Park, NJ.  The Company will file within the requisite time period
the consolidated financial information on Form 8-K, which will reflect
proforma statements for the period ended March 31, 2003.

Use of Estimates
----------------

Our consolidated financial statements have been prepared in accordance with
generally accepted accounting principles in the United States (US GAAP). The
preparation of these financial statements requires us to make estimates and
judgments that affect the reported amounts in the financial statements and
accompanying notes. These estimates form the basis for judgments we make
about the carrying values of assets and liabilities that are not readily
apparent from other sources. We base our estimates and judgments on

-4-
<PAGE>

historical experience and on various other assumptions that we believe are
reasonable under the circumstances. However, future events are subject to
change and the best estimates and judgments routinely require adjustment. US
GAAP requires us to make estimates and judgments in several areas, including
those related to impairment of goodwill and equity investments, revenue
recognition, recoverability of inventory and receivables, the useful lives of
long lived assets such as property and equipment, the future realization of
deferred income tax benefits and the recording of various accruals. The
ultimate outcome and actual results could differ from the estimates and
assumptions used.


Income per share
----------------

Per-share data has been computed on the basis of the weighted average number
of shares of common stock outstanding during the periods.


Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL POSITION AND
        RESULTS OF OPERATIONS FOR THREE MONTHS ENDED MARCH 31, 2003 AND FOR
        THE THREE MONTHS ENDED MARCH 31, 2002.


Business Overview
-----------------

During the first quarter of 2003, SciDyn produced and shipped several new
products and product enhancements.    This is a reflection of the product re-
positioning actions taken last year.   Most notable of these products is the
new MinuteMan prepaid switch and the first Commander inmate phone control
system to incorporate SciDyn voice over packet capabilities. The Company's
software development division is now focused on providing Telecommunication
solutions to a wider customer base, both within the Inmate marketplace and
the wider global commercial business world.

On February 27, 2003, the Company signed an agreement with Laurus Master
Fund, Ltd., to extend the Maturity Date of each of the convertible debentures
to December 31, 2004.  In exchange for the extended Maturity Dates, the
Company has agreed to repay the aggregate principal amount of the Notes and
interest commencing April 1st 2003 and ending December 31, 2004.  The
schedule includes a principal conversion feature as previously described.
The payment schedule will be accelerating, meaning that the size of the
monthly payments will start low and increase over time.

On March 31, 2003, the Company through its newly formed majority owned
subsidiary M3 Acquisition Corp., acquired certain business assets and assumed
certain liabilities of Modern Mass Media, Inc. (MMM), a privately held
company based in Florham Park, NJ.  Modern Mass Media, Inc. is in the
business of providing audio/video technology that includes consultation,
custom engineering, facility design, audio/visual products, installation,
testing, user training and repair service.  With this acquisition the Company
has embarked on a strategy of diversification & growth.   The Company
auditors will be performing their audit of Modern Mass Media in the near
future and a Form 8-K with proforma statements will be filed shortly
thereafter.

The Company continues to face the challenges of a market unsure of its
direction.   However, the Company believes it is now in a more secure
position.  The Company continues to look for new & innovative products &
services to deploy. The Company is actively looking for partners to work with
in new markets.

The Company expects operating losses and negative cash flow for the
foreseeable future as we must obtain orders, introduce additional services
and create optional procurement methods. We believe that increasing our
revenues will depend in large part on our ability to offer products that are
attractive to our customers, increase customer awareness of our product
offerings by developing effective marketing and promotional activities and
develop strategic relationships.

-5-
<PAGE>

PRODUCTS
--------

IP Telephony

SciDyn has continued efforts in the development of Voice over Internet
technology.  The focus of these efforts revolves around upgrading existing
product technology and adapting the technology into new and existing
applications.  IP technology is being deployed within the Commander system at
specific installations.  This is a major step in the Inmate phone control
industry, and SciDyn is at the forefront of this technology.  SciDyn is also
in the process of adding direct IP trunking capability to the MinuteMan
platform.  Additionally SciDyn will be enhancing the MinuteMan with a
complete Radius interface to allow any Voice Over IP gateway that supports
this common protocol to use the MinuteMan as a centralized platform to create
and manage pre and post paid services.

Commander Call Control System

The Commander call control system is built on SciDyn's unique BubbleLINK(R)
software architecture. This open system platform is a combination of
integrated Computer Telephony (CTI) hardware and software, which can handle
thousands of call transactions per hour and provide correctional facility
officials with effective tools to manage and control inmate telephone calls
using the Commander system software.

The Commander I models are designed for the small to midsize municipal and
county correctional facilities requiring control for up to 40 inmate
telephone lines. The Commander I base system provides telephone control for 4
lines and can be expanded in 4 line increments. This modular design provides
a cost effective solution with an abundance of inmate phone control features.

Commander call control systems are supported by an integrated array of
administrative and investigative programs that provide a management solution
suite. All programs interact in real-time with Commander calls and databases
via an Ethernet Local Area Network (LAN) or a Wide Area Network (WAN).

Commander provides state of the art call control and some of the first tools
targeted at investigation and law enforcement in the inmate telephone control
industry.  The Commander Live Monitoring, Debit and Recording continue to be
some of the leading features required within the industry today.

The DebitCard feature set provides flexible capability in card creation and
management.  DebitCard supports specialized tariffs and call timing.  By
being totally integrated with the Commander, no external network facility is
necessary.  This provides complete control and security when using pre-paid
cards.  As with all of the Commander feature sets, integrity of the system is
not compromised with the use of pre-paid cards.

Currently under development is the next generation Commander system. The next
generation Commander will be produced on the latest technology and provide
greater capabilities for new features. This new Commander system will
introduce SciDyn's first totally internal recording solution. The fully
integrated component will provide great cost savings over the traditional
recording equipment used today. This generation of Commander will no longer
be assembled exclusively from components purchased from a single vendor.
Currently two vendors have been selected to source components in the next
generation Commander. This will provide SciDyn greater flexibility and
reliability in producing and supporting new systems.

Also in development is the integration of new biometric technology interfaces
to the Commander.  Biometric technology is fast becoming a realistic tool for
increasing system security at many levels.  SciDyn and the Commander product
will lead the industry with practical and effective biometric solutions.

Development will also continue in the area of morepowerful investigative
tools. The Investigator's File Cabinet will provide a single repository for
storing call records, recordings and other documents related to a specific
case or investigation.

-6-
<PAGE>

Development has begun on a new Commander system targeted at multi-facility
centralized control.  This solution will allow Inmate phone providers to
offer all of the Commander features including the extensive call control,
debit, and pre-paid solutions to the smallest facilities.  This system
provides an aggregated point of switching and control for the provider,
minimizing on-site equipment and maintenance costs.  The Commander will still
maintain per facility branding and rating without the need for dedicated
switching equipment at the institution.

SciDyn continues to explore opportunities with the major telephone companies
in providing the Commander inmate phone control system with call transaction
(price per call) programs. Management believes that the recent and continued
drive to develop new capabilities for the Commander will establish the
Commander and SciDyn as the leader in inmate telephone control.

MinuteMan

The MinuteMan product, built on SciDyn's core BubbleLINK(R) technology, is a
complete turnkey system providing all aspects of a pre-paid and debit card
platform.  MinuteMan provides PSTN interface, card databases, IVR and SMDR
collection.  The MinuteMan is ideal for smaller pre-paid card vendors that
want to break free from the resale only mode of the card business.  MinuteMan
is also the ideal front end for VoIP carriers that are looking to complete
their offerings for low cost international traffic.  Most VoIP Gateways do
not offer a robust solution for pre-paid calling.  Most of these carriers
have been forced to purchase or lease expensive adjunct systems to integrate
pre-paid solutions into their VoIP networks.  The MinuteMan provides all of
the necessary functions to convert an existing VoIP toll bypass network into
a full-featured international pre-paid network.

MinuteMan development is continuing based on requirements from customers and
other industry trends.  Enhancements to the original MinuteMan include
expanded rating capabilities for specialized charges and dynamic rates.

A second-generation MinuteMan platform is currently in the integration test
stage.  This next generation platform is built on the industry standard
Compact PCI architecture.  This solution provides an even higher level of
system reliability and maintainability.  This version of the MinuteMan will
provide higher density within a single chassis as well as the ability to
dynamically add new resources to the switch and provision new services with
out taking the system offline.

New applications for the MinuteMan will be released this year expanding the
service offerings of the platform beyond traditional Pre-Paid calling cards
to account based calling and calling card services, making the MinuteMan a
versatile revenue source for the owner and operator.

The latest releases of the MinuteMan also provide greater flexibility in
system integration with support for various database technologies.  Support
will be provided for Microsoft SQL Server, the open source MYSQL server, and
the original embedded data engine of the MinuteMan.  All applications
developed for the MinuteMan will operate on any of the supported database
solutions.  This allows system owners to operate at a cost and performance
level which they feel appropriate.

A specialized version of MinuteMan has been developed and deployed for use in
the Inmate Marketplace.  This version provides an Inmate Phone Service
provider with a centralized system to switch and manage pre-paid calling from
all of it's contracted facilities.  This Version of MinuteMan capitalizes on
SciDyn's years of experience in inmate phone control to provide a full
featured pre-paid switch without compromising the security and fraud
protection required for this specialized calling application.


-7-
<PAGE>


Video over Frame Relay

Sales against the distribution contract with Korean-based Mercury Corporation
have not yet come to fruition due to the deteriorated economy within Korea.

The market for the VFX continues to be the international arena in which
customers benefit from the most substantial cost savings versus peak long
distance rates. Scidyn maintains a small but steady revenue stream from the
VFX.



   RESULTS OF OPERATIONS
   ---------------------

   The following table summarizes the basic results of operations for
   the periods indicated in the Consolidated Statement of Operations.

   Three Months ended March 31, 2003 (unaudited) compared to the Three
   Months ended March 31, 2002 (unaudited).



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

           Sales                                  476,297         469,797

           Net (Loss)                            (104,987)       (772,385)

           Net (Loss) Per Share                    $(0.00)         $(0.03)



                                    OPERATING EXPENSES       PERCENT OF SALES

                                      2003        2002         2003      2002
                                      ----        ----         ----      ----

          Cost of Goods Sold         72,807     184,805          15%      39%

          Research & Development    121,740     257,732          26%      55%

          Sales, General & Admin    279,142     539,318          59%     115%

          Depreciation               64,856      83,007          14%      18%

          Total Operating Costs
          and Expenses            $ 538,545   1,064,862         114%     227%


Sales for the three months ended March 31, 2003 were $476,297 an increase of
$6,500 from sales of $469,797 for the three months ended March 31, 2002. The
Company's revenue in 2003 was predominantly derived from the non-exclusive
license sale of our technology and sales of the MinuteMan Calling Platform.
The sales results from the comparative quarter ended March 31, 2002 were
derived from the Commander Product Line along with sales of the VFX Product
Line.

-8-
<PAGE>

Cost of Goods sold decreased to $ 72,807 in the three months ended March 31,
2003 from $184,805 in the corresponding three months ended March 31, 2002.
The decrease in the cost of goods sold both in absolute dollars and
percentage of sales was directly related to the increased margins due to the
sale of the license of our technology and the sales of the software based
MinuteMan Product.

Research & Development expenses decreased to $121,740 in the three months
ended March 31, 2003 as compared to $257,732 in the comparable three months
ended March 31, 2002.  The decrease in research and development expenses
during the first three months of 2003 reflects the reduction in the
development staff for the IP Telephony Integrator product line that occurred
in the first quarter of 2002, natural attrition and other cost cutting
initiatives.

Sales, General & Administrative expenses decreased to $279,142 in the three
months ended March 31, 2003, compared to $539,318 in the three months ended
March 31, 2002. The Company has significantly reduced its operating
requirements as streamlining of operations and cost curtailment measures have
been implemented.

Depreciation expenses decreased to $64,856 in the three months ended March
31, 2003, compared to $83,007 in the three months ended March 31, 2002.

Interest Expense is interest paid and accrued on the Convertible Notes, the
line of credit and the interest due for the loan from a stockholder.

Finance Expense in the first three months ended March 31, 2003 was $18,633
that consists of the amortization of the finance cost.   The finance expense
in the period ending March 31, 2002, includes $116,470 relating to the
recognition of a debt discount resulting from a beneficial conversion feature
embedded in the convertible notes issued between February 6, 2002 and April
1, 2002.  The finance expense also includes the amortization of the finance
cost.


LIQUIDITY AND CAPITAL RESOURCES:
-------------------------------

Cash and cash equivalents decreased to $8,824 for the three months ended
March 31, 2003 from $19,413 at March 31, 2002.  Net cash used for operating
activities was $62,670 during the three month ended March 31, 2003 compared
to $606,142 in the corresponding three months ended March 31, 2002.  The
increase in accounts payable and accrued expenses consists of over extended
accounts payable, arrearages to the landlord and newly established extended
terms with some of our vendors.   The accrued expenses consist primarily of
accrued interest due on the convertible notes and the accrued Calabash
Consulting LTD consultancy fee.  We have reached a tentative agreement with
the landlord and will be relocating to smaller quarters.  After a final
residence is located, a final repayment schedule will be agreed upon.

Net cash used in investing activities was zero for the three months ended
March 31, 2003, compared to $13,455 in the corresponding three months ended
March 31, 2002.  This decrease was attributable to budgetary restraints for
capital expenditures.

Net cash provided by financing activities in the three months ended March 31,
2003 amounted to $28,353 compared to $621,935 in the corresponding three
months ended March 31, 2002.   This was the outcome of the renegotiation of
the capital lease obligation.  The repayment agreement has been extended for
a period of 60 months.

The cash requirements for funding our operations have greatly exceeded cash
flows from operations. We have satisfied our operating cash flow deficiencies
primarily through debt financing.   Our liabilities consist of over extended
accounts payable, accrued compensation and the accrued Calabash Consulting
Ltd. consultancy fee.

-9-
<PAGE>

We have successfully negotiated payment arrangements with some of our vendors
and are attempting to negotiate payment arrangements with other vendors.  We
cannot guarantee that any of these discussions will be successful.   If we
are unable to obtain successful negotiations, our business may well be
severely affected.

The sales revenue shortfall has greatly impacted cash on hand.  SciDyn's
currently anticipated levels of revenue and cash flow are subject to many
uncertainties and cannot be assured. In order to have sufficient cash to meet
our anticipated cash requirements for the next twelve months we must increase
sales to provide cash flow from operations. However, SciDyn does not have
sufficient cash on hand to continue its operations without successfully
raising additional funds. The inability to generate sufficient cash from
operations or to obtain the required additional funds could require SciDyn to
reduce or curtail operations.


Forward Looking Statements
--------------------------

The Company is making this statement in order to satisfy the "safe harbor"
provisions contained in the Private Securities Litigation Reform Act of 1995.

This Form 10-QSB includes forward-looking statements relating to the business
of SciDyn. Forward-looking statements contained herein or in other statements
made by SciDyn are made based on management's expectations and beliefs
concerning future events impacting SciDyn and are subject to uncertainties
and factors relating to the Company's operations and business environment,
all of which are difficult to predict and many of which are beyond the
control of the Company, that could cause actual results of the Company to
differ materially from those matters expressed in or implied by forward-
looking statements. The Company believes that the following factors, among
others, could affect its future performance and cause actual results of the
Company to differ materially from those expressed in or implied by forward-
looking statements made by or on behalf of the Company:  (a) the effect of
technological changes; (b) increases in or unexpected losses; (c) increased
competition; (d) fluctuations in the costs to operate the business; (e)
uninsurable risks; and (f) general economic conditions.


Item 3. CONTROLS AND PROCEDURES.

As of March 31, 2003, an evaluation was performed under the supervision and
with the participation of the Company's management, including the Principal
Executive Officer and the Principal Accounting Officer, of the effectiveness
of the design and operation of the Company's disclosure controls and
procedures.  Based on that evaluation, the Company's management, including
the Principal Executive Officer and the Principal Accounting Officer,
concluded that the Company's disclosure controls and procedures were
effective as of March 31, 2003.  There have been no significant changes in
the Company's internal controls or in other factors that could significantly
affect internal controls subsequent to March 31, 2003.


-10-
<PAGE>



PART II. OTHER INFORMATION

SCIENCE DYNAMICS CORPORATION AND SUBSIDIARIES
---------------------------------------------



Item 1. Legal Proceedings

        None.

Item 2. Changes in Securities

        None.

        Employee Options

        The previous employee stock option plan expired November 2002, at
        that time 491,200 options expired. On February 28, 2003, the Company
        pursuant to the new stock option plan issued 660,000 options from the
        new plan at .03, which included 160,000 options issued to
        Joy C. Hartman.

        Issuances of Stock for Services or in Satisfaction of Obligations
        None.


Item 3. Defaults Upon Senior Securities

        None

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

        None.

Item 5. Other Information

        On March 31, 2003, the Company through its newly formed majority
        owned subsidiary M3 Acquisition Corp., acquired certain business
        assets and assumed certain liabilities of Modern Mass Media, Inc.
        (MMM), a privately held company based in Florham Park, NJ.  Modern
        Mass Media, Inc. is in the business of providing audio/video
        technology that includes consultation, custom engineering, facility
        design, audio/visual products, installation, testing, user training
        and repair service.  The Company auditors will be performing their
        audit of Modern Mass Media in the near future and a Form 8-K with
        proforma statements will be filed within the requisite time period.

Item 6. Exhibits and Reports

        A press release was filed on Form 8-K as Exhibit 99.01 on April 15,
        2003 reflecting the acquisition of certain business assets and
        assumed certain liabilities of Modern Mass Media, Inc. on
        March 31, 2003.

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<PAGE>


Item 7. Signatures

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


SCIENCE DYNAMICS CORPORATION


BY:    /s/ Alan C. Bashforth
       ----------------------
       CEO/President

DATED: May 15, 2003


In accordance with the Securities Exchange Act, this report has been signed
below by the following persons on behalf of the registrant and in the
capacities and on the date indicated.


      Signature               Title                 Date
      ---------               -----                 ----


BY:  /s/ Alan C. Bashforth   CEO/President          May 15, 2003
     ---------------------   Chairman of the Board
     Alan C. Bashforth       Secretary



BY:  /s/ Joy C. Hartman      CFO                    May 15, 2003
     ---------------------
     Joy C. Hartman


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<PAGE>


                                 CERTIFICATION

    I, Alan C. Bashforth, CEO and President, certify that:

1.  I have reviewed this quarterly report on Form 10-QSB of Science Dynamics
    Corporation;

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

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

4.  The registrant's other certifying officers and I are responsible for
    establishing and maintaining disclosure controls and procedures (as
    defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and
    have:

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

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

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

5.  The registrant's other certifying officers and I have disclosed, based
    on our most recent evaluation, to the registrant's auditors and the audit
    committee of registrant's Board of Directors (or persons performing the
    equivalent 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 officers and I have indicated in this
    quarterly report whether or not there were significant changes in internal
    controls or in other factors that could significantly affect internal
    controls subsequent to the date of our most recent evaluation, including
    any corrective actions with regard to significant deficiencies and material
    weaknesses.


May 15, 2003

/s/Alan C. Bashforth, CEO and President
Alan C. Bashforth, CEO and President


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                            CERTIFICATION

    I, Joy C. Hartman, Chief Financial Officer, certify that:

1.  I have reviewed this quarterly report on Form 10-QSB of Science Dynamics
    Corporation;

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

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

4.  The registrant's other certifying officers and I are responsible for
    establishing and maintaining disclosure controls and procedures (as
    defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and
    have:

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

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

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

5.  The registrant's other certifying officers and I have disclosed, based
    on our most recent evaluation, to the registrant's auditors and the audit
    committee of registrant's Board of Directors (or persons performing the
    equivalent 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 officers and I have indicated in this
    quarterly report whether or not there were significant changes in internal
    controls or in other factors that could significantly affect internal
    controls subsequent to the date of our most recent evaluation, including
    any corrective actions with regard to significant deficiencies and material
    weaknesses.


May 15, 2003


/s/ Joy C. Hartman
Joy C. Hartman, Chief Financial Officer