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  June 30, 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.)


      7150 N. Park Dr, Suite 500   Pennsauken, NJ  08109
          -----------------------------------------------------
                (Address of principal executive offices)

                      (    856     )     910-1166
          -----------------------------------------------------
                       (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:


         08/13/2003    41,428,655 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 June 30, 2003 (unaudited)       1
      and December 31, 2002 (audited)

      Consolidated Statements of Operations for six months ended        2
      June 30, 2003 (unaudited) and six months ended
      June 30, 2002 (unaudited)

      Consolidated Statements of Cash Flows for six months ended        3
      June 30, 2003 (unaudited) and six months ended
      June 30, 2002 (unaudited)

      Notes to Consolidated Financial Statements                        4 - 5


   Item 2.   Management's Discussion and Analysis of Financial          5 - 13
          Condition and Results of Operations

   Item 3.   Controls and Procedures                                    14

PART II.   OTHER INFORMATION

   Item 1.   Legal Proceedings                                          15

   Item 2.   Changes in Securities                                      15

   Item 3.   Defaults upon Senior Securities                            15

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

   Item 5.   Other Information                                          15

   Item 6.   Exhibits and Reports                                       15

   Item 7.   Signatures                                                 16


<PAGE>

Item 1. Financial Statements


<TABLE>
                      SCIENCE DYNAMICS CORPORATION AND SUBSIDIARIES
                               CONSOLIDATED BALANCE SHEETS

<CAPTION>

ASSETS
                                                     June 30,        December 31,
                                                      2003               2002
                                                    Unaudited          Audited
                                                    ---------        -----------
<S>                                              <C>                 <C>
Current assets:
   Cash and cash equivalents                      $   133,572         $   43,141
   Accounts receivable - trade                        709,823             46,428
   Inventories                                        237,177            205,551
   Other current assets                                32,299             28,275
                                                    ---------          ---------
      Total current assets                          1,112,871            323,395
                                                    ---------          ---------

Property and equipment, net                           415,137            514,417
Deferred Financing costs                              111,801            149,068
Other assets                                                -             17,370
Goodwill                                              470,997                  -
                                                    ---------          ---------
      Total assets                                $ 2,110,806         $1,004,250
                                                    =========          =========

LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
   Short term payable                             $   131,860         $  128,413
   Current portion of convertible note                185,500            185,500
   Bank Note                                           33,550             33,550
   Customer deposits                                   87,871            286,990
   Deferred Income                                     29,836                  -
   Revolving Credit Line                              203,500                  -
   Short term loan payable                            163,192            163,192
   Accounts payable                                 1,922,864          1,214,792
   Accrued expenses                                   434,819            413,534
   Subscribed Stock                                   200,000                  -
                                                    ---------          ---------
      Total current liabilities                     3,392,992          2,425,971
                                                    ---------          ---------

Long term liabilities:
Long term Debt                                        572,121                  -
Non current portion of bank note                       34,290             50,326
Convertible Debenture                               1,874,861          1,653,815
                                                    ---------          ---------

      Total liabilities                             5,874,264          4,130,112
                                                    ---------          ---------

Minority Interest                                           -                  -

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,
      41,554,455 and 41,254,455 issued
      41,428,655 and 41,128,655 outstanding
       in 2003 and 2002 respectively.                 415,545            412,545

   Additional paid-in capital                      15,754,478         15,546,611
   Reserve for stock compensation                           -            160,909
   (Deficit)                                      (19,535,648)       (18,848,094)
                                                    ---------          ---------
                                                   (3,365,625)        (2,728,029)
   Common stock held in treasury,
    At cost                                          (397,833)          (397,833)
   Total shareholders' equity (deficit)            (3,763,458)        (3,125,862)
                                                    ---------          ---------
   Total liabilities and shareholders'
    Equity                                        $ 2,110,806        $ 1,004,250
                                                    =========          =========

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

</TABLE>
-1-
<PAGE>


<TABLE>


                            SCIENCE DYNAMICS CORPORATION AND SUBSIDIARIES
                               CONSOLIDATED STATEMENTS OF OPERATIONS
                                            (UNAUDITED)
<CAPTION>

                                       Six Months Ended          Three Months Ended
                                            June 30,                  June 30,
                                       2003          2002         2003          2002
                                       ----          ----         ----          ----

<S>                                <C>           <C>         <C>           <C>

NET SALES                           $1,774,885   $  655,878   $1,298,588    $186,081
                                     ---------     --------    ---------     -------


Operating costs and expenses:

      Cost of sales                    770,590      276,642      697,783      91,838
      Research and development         213,593      423,071       91,852     165,339
      Selling, general
          and administrative         1,163,480      934,124      884,338     394,806
      Depreciation                     171,663      155,002      106,807      71,995
                                     ---------     --------    ---------     -------

                                     2,319,326    1,788,839    1,780,780     723,978
                                     ---------     --------    ---------     -------

Operating (loss)                      (544,441)  (1,132,961)    (482,192)   (537,897)

Other income (expenses):
   Other Income                          1,720                     1,720
   Interest Expense                    (63,845)     (70,328)     (39,739)    (36,702)
   Finance Expense                     (80,988)    (191,204)     (62,354)    (47,511)
                                     ---------     --------    ---------     -------

Net (loss)                            (687,554)  (1,394,493)    (582,565)   (622,110)
                                     =========     ========    =========     =======


Net (loss) per common share
  basic and diluted                 $    (0.02)  $     (0.5)   $   (0.01)  $   (0.02)
                                     =========     ========    =========     =======

Weighted average shares
  outstanding basic and diluted     34,485,986   27,889,860   34,485,986  27,889,860


   The accompanying notes are an integral part of these consolidated financial statements.
</TABLE>

-2-
<PAGE>




<TABLE>


                SCIENCE DYNAMICS CORPORATION AND SUBSIDIARIES
                   CONSOLIDATED STATEMENTS OF CASH FLOWS
                                (UNAUDITED)

                                                    Six Months Ended June 30
                                                     2003              2002
                                                     ----              ----

<S>                                           <C>             <C>
Cash flows from operating activities:
   Net (loss)                                  $  (687,553)    $ (1,394,493)
                                                 ---------        ---------

Adjustments to reconcile net (loss) to
 net cash provided by (used for)
 operating activities:
   Depreciation                                    171,663          155,002
   Interest expense non cash                        63,845
   Financing expense non cash                       80,988          191,204
Changes in operating assets and liabilities:
   (Increase) decrease in:
    Accounts receivable                           (663,396)         (36,118)
    Other receivable                                     -            60,721
    Inventories                                    (31,626)          102,774
    Other current assets                           (23,963)           98,623
    Other assets                                    17,370                 -
     Increase (decrease) in:
     Accounts Payable and
        accrued expenses                           708,439           355,018
     Short term payable                              3,447                 -
     Deferred Income                                29,836                 -

        Customer deposits                         (199,119)         (120,167)
                                                 ---------        ----------

Total adjustments                                  157,484           807,057
                                                 ---------        ----------

 Net cash provided by (used for)
  operating activities                            (530,069)         (587,436)
                                                 ---------        ----------

Cash flows from investing activities:

 Purchase of property and equipment - net                -          (133,455)
                                                 ---------        ----------

   Net cash (used) in investing activities               -          (133,455)
                                                 ---------        ----------

Cash flows from financing activities:
 Increase (decrease) in
  Subscribed Stock                                 200,000                 -
  Issuance of Convertible Debt                     217,000           698,113
  Short term loan Payable                                -            18,776
  Revolving Credit Line                            203,500                 -
                                                 ---------        ----------

   Net cash (used in) provided by
   financing activities                            620,500           716,889
                                                 ---------        ----------

   Net increase (decrease) in
   cash and cash equivalents                        90,431            (4,003)

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

Cash and cash equivalents -
 end of period                                   $ 133,572        $   13,073
                                                 ---------        ----------

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

</TABLE>

-3-
<PAGE>


                 SCIENCE DYNAMICS CORPORATION AND SUBSIDIARIES
                   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.

Science Dynamics Corporation formed a subsidiary M3 Acquisition Corp. (M3)
and has acquired Modern Mass Media, which was established in July 1, 1970
and was incorporated in the State of New Jersey.    Modern Mass Media is a
company with a 30-year history of selling media solutions to some of the
most widespread corporations in the Northeast. Since the company's inception
in the early 1970s, it has been a leader in providing audio/video technology
to corporate clients that span the spectrum from finance and advertising
to healthcare and pharmaceuticals. MMM has also provided and continues to
provide solutions to public institutions from local governments to
educational institutions such as regional school boards and colleges.



Principles of Consolidations
----------------------------

The consolidated financial statements included the accounts of the Company
and all of its subsidiaries in which a controlling interest is maintained.
All significant intercompany accounts and transactions have been eliminated
in consolidation.  For those consolidated subsidiaries where Company ownership
is less than 100%, the outside stockholders' interests are shown as minority
interests.  Investments in affiliates over which the Company has significant
influence but not a controlling interest are carried on the equity basis.

-4-
<PAGE>


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.


2.  Acquisition of Assets
    ---------------------

Science Dynamics Corporation through its newly formed subsidiary, M3
Acquisition Corp. (M3) has acquired certain business assets and liabilities
of Modern Mass Media, Inc. (MMM), a privately held company based in
Florham Park, NJ.  The acquisition builds on SciDyn's core competencies
and helps diversify its product offering.  The Company filed the
consolidated financial information on Form 8-K, which reflected proforma
statements for the period ended March 31, 2003.


3.  Segment Reporting
    -----------------

Management views its business in two divisions, the software engineering
division and the audiovisual division.


                                              Six Months          Six Months
                                                Ended               Ended
                                            June 30, 2003        June 30 2002
                                            -------------        ------------
Revenue
        Audio Visual Division                 $ 1,076,067                   -
        Software Technology Division              698,818             655,878
                                            -------------        ------------
               Total Consolidated Revenue     $ 1,774,885         $   655,878
                                            -------------        ------------

Net Loss
        Audio Visual Division                $    114,099                   -
        Software Technology Division              573,454           1,394,493
                                            -------------        ------------
               Total Consolidated Net Loss   $    687,554          $1,394,493
                                            -------------        ------------

Assets
        Audio Visual Division                $  1,330,044                   -
        Software Technology Division              780,762           1,004,250
                                            -------------        ------------
               Total Consolidated Assets     $  2,110,806         $ 1,004,250
                                            -------------        ------------



Item 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL POSITION
AND RESULTS OF OPERATIONS FOR SIX MONTHS ENDED JUNE 30, 2003 AND FOR
THE SIX MONTHS ENDED JUNE 30, 2002.

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

On March 31, 2003, Science Dynamics Corp. (the "Company") through its newly
formed 80% majority owned subsidiary, M3 Acquisition Corp., acquired
certain business assets and assumed certain liabilities of Modern Mass
Media, Inc., a privately held company based in Florham Park, NJ.
M3 Acquisition, doing business as 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, and user training and repair service.

-5-
<PAGE>

The Company developed its position as a leader in the delivery of audio and
visual systems solutions by providing complete turnkey solutions. From its
inception MMM has offered design, fabrication and installation of multi media
and video presentation systems, rental and repair services supported by a
highly trained, professional and experienced staff. As the need for advanced
business communications continued to grow and became more sophisticated, so
to has MMM's offering.  The need for professional assistance in the selection
of the appropriate audio/video equipment and the support services of that
equipment has become increasingly important.  With our diversified product
and service offerings, MMM has become a vendor of choice to a widespread
client base.

Modern Mass Media's management has been focusing their efforts on reducing
operating costs while maintaining the company's gross margin.  During the
second quarter of 2003, we reduced operating costs to better reflect the
company's current revenue projections.  In addition, we have been solidifying
relationships with key vendors that will enable us to offer value add
solutions to the existing customer base.  This strategy will help the company
focus on higher margin business while providing distinctive differentiators
from its current competitors.

The Company's telecom technology division has focused efforts to expand its
position within the inmate phone control market.  New emphasis has been placed
on updating existing products and services in this market and to embark on
developing new solutions paced with the current direction of the inmate phone
control market.  This focus has been emphasized by recent deployments of
systems with several new nationwide carrier customers.  The company is also
working to expand the scope of value added services within this market to
increase recurring revenue for transaction-based products.  New relationships
have also been formed with international carriers using the recently
introduced pre-paid calling card platform.  The company believes that
focusing on markets with established performance, and an existing presence
provides a more stable foundation on which to increase long-term stable
revenue.

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 and
services that are attractive to our customers, increase customer awareness
of our product offerings by developing effective marketing and promotional
activities and develop strategic relationships.

PRODUCTS AND SERVICES
---------------------

The Company's audiovisual integration segment is now focusing efforts on
providing the following value added services to its customer base:

Turnkey Audio/Visual System Design and Implementation
MMM's turnkey solutions provide complete solutions to customers from the
initial design all the way through to the implementation, training and
on-going maintenance.

Service
With MMM's service team MMM customers receive customized service level
agreements to ensure an optimized level of service for all their audio\visual
needs.  Customers have the comfort of being backed by a service team that
has the capabilities to provide everything from board level repairs to
complete equipment replacement.

Staging and Rental
Our staging and rental group provides a full array of equipment and services
to meet our clients' temporary and special situations' needs. With access
to a full inventory of projection and video equipment we can meet our client
rental needs for daily, weekly or monthly periods.


-6-
<PAGE>

Design and Engineering
With our Design and Engineering team MMM provides our customers with a
complete designed and engineered audio/visual solution tailored to their
needs.  In addition, our engineering team works closely with a customer's
architect or consulting team to ensure our solutions seamlessly integrate
into the customer's environment.

The Company's software technology segment continues to focus its efforts on
its core competencies:


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 more powerful 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.

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.

-7-
<PAGE>

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.

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.

-8-
<PAGE>

Video over Frame Relay

The market for the VFX has not flourished due to International economic
conditions.  The lifecycle of this product is at the mature stage and the
company has resolved against devoting any resources to further development.
The company has decided to discontinue this product after exhausting the
stock.




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

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

Six Months ended June 30, 2003 (unaudited) compared to the Six Months
ended June 30, 2002 (unaudited).


                                                Six Months Ended
                                                     June 30,
                                               2003          2002
                                               ----          ----
                 Sales                      1,774,885       655,878

                 Net (Loss)                  (687,554)   (1,394,493)

                 Net (Loss)  Per Share        $ (0.02)      $ (0.05)


                                OPERATING EXPENSES        PERCENT OF SALES
                                   2003      2002           2003      2002
                                   ----      ----           ----      ----

Cost of Goods Sold              770,590    276,642         43.4%     42.2%

Research & Development          213,593    423,071         12.0%     64.5%

Sales, General & Admin.       1,163,480    934,124         65.6%    142.4%

Depreciation                    171,663    155,002          9.7%     23.6%

Total Operating Costs
and Expenses                  2,319,326  1,788,839        130.7%    272.7%


-9-
<PAGE>


Sales for the six months ended June 30, 2003 were $1,774,885, which includes
revenue from the acquired audiovisual division for the three months
commencing April 1, 2003, compared to SciDyn revenue of $655,878 for the
corresponding six months ended June 30, 2002.  Sales from our audiovisual
division for the period ended June 30, 2003 was $1,076,067 and $698,818 was
derived from our software technology division.  Sales from the audiovisual
division were strongest in the equipment sales and engineering fabrication
areas with sales from our technology division resulting from the commander
line and licensing of our technology.

Cost of Goods sold increased to $ 770,590 in the six months ended
June 30, 2003 from $276,642 in the corresponding six months ended
June 30, 2002. These costs include the expenses for the three months
commencing April 1, 2003 of Modern Mass Media.  Costs of $640,974 were
derived from our audiovisual division and costs of $129,616 were derived
from our software technology division.  The increase in the cost of goods
sold is associated with lower profit margins from our audiovisual division
with the software technology division maintaining a higher profit margin.

Research & Development expenses decreased to $213,593 in the six months
ended June 30, 2003 as compared to $423,071 in the comparable six months
ended June 30, 2002.   The research and development expenses are entirely
derived from the software technology division.  The decrease in research
and development expenses during the six months of 2003 reflects the full
implementation of cost cutting measures and strategies and the reduction
in the development staff for the IP Telephony Integrator product line that
occurred in the first quarter of 2002.


Sales, General & Administrative expenses increased to $1,163,480 in the six
months ended June 30, 2003, compared to $934,124 in the six months ended
June 30, 2002.  These expenses include the expenses for the three months
commencing April 1,2003, of Modern Mass Media.  Selling, general and
administrative costs of $614,246 were derived from our software technology
division and $549,234 was derived from our audiovisual division.  The
increase is a result of the additional expenses of the acquired entity.
Overall the Company has reduced its operating requirements by streamlining
its operations and continuing to implement cost cutting initiatives.

Depreciation expenses increased to $171,663 in the six months ended
June 30, 2003, compared to $155,002 in the six months ended June 30, 2002.
The increase represents the write off of certain assets in the software
technology division that are no longer being utilized.

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 six months ended June 30, 2003 was $80,988
consisting of $43,721 relating to the recognition of a debt discount
resulting from a beneficial conversion feature embedded in the convertible
notes issued on April 1, 2003, from the Laurus Master Fund, Ltd to finance
the acquisition and $37,267 relating to the amortization of the finance
cost.   The finance expense in the period ending June 30, 2002, includes
$116,470 relating to the recognition of a debt discount resulting from a
beneficial conversion feature embedded in the convertible notes from the
Laurus Master Fund, Ltd issued between February 6, 2002 and April 1, 2002.
The finance expense also includes the amortization of the finance cost.

Per Emerging Issues Task Force (EITF) Number 98-5, "Accounting for
Convertible Securities with Beneficial Conversion Features or Contingently
Adjustable Conversion Ratios," this beneficial conversion feature was
assigned an intrinsic value of  $43,721, as calculated under the provisions
of the EITF. This amount was immediately expensed, as the Notes were
convertible into common shares of the Company at the time of the signing
of the Agreement.

-10-
<PAGE>

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 June 30, 2003 (unaudited) compared to the Three Months
ended June 30, 2002 (unaudited).


                                                   Three Months Ended
                                                         June 30
                                                   2003        2002
                                                   ----        ----

Sales                                         1,298,588      186,081

Net (Loss)                                     (582,564)    (622,110)

Net (Loss)  Per Share                           $ (0.01)     $ (0.02)



                                   OPERATING EXPENSES      PERCENT OF SALES
                                    2003      2002          2003      2002
                                    ----      ----          ----      ----

Cost of Goods Sold               697,783    91,838          53.7%     49.4%

Research & Development            91,852   165,339           7.1%     88.9%

Sales, General & Admin.          884,338   394,806          68.1%    212.1%

Depreciation                     106,807    71,995           8.2%     38.7%

Total Operating Costs
and Expenses                   1,780,780   723,978         137.1%    389.1%



Sales for the three months ended June 30, 2003 were $1,298,588 an increase
of $1,112,507 from sales of $186,081 for the three months ended
June 30, 2002. Sales from our audiovisual division for the period ended
June 30, 2003 was $1,076,067 and $222,521 was derived from our software
technology division.  Sales from the audiovisual division were strongest
in the equipment sales and engineering fabrication areas with sales from
our technology division resulting mainly from the commander line and
licensing of our technology.


Cost of Goods sold increased to $697,783 in the three months ended
June 30, 2003 from $91,838 in the corresponding three months ended
June 30, 2002. Costs of $640,974 were derived from our audiovisual
division and costs of $56,809 were derived from our software technology
division.  The increase in the cost of goods sold is associated with
lower profit margins from our audiovisual division with the software
technology division maintaining a higher profit margin.

-11-
<PAGE>


Research & Development expenses decreased to $91,852 in the three months
ended June 30, 2003 as compared to $165,339 in the comparable three months
ended June 30, 2002.  The decrease in research and development expenses
during the six 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 increased to $884,338 in the
three months ended June 30, 2003, compared to $394,806 in the three months
ended June 30, 2002.  Selling, general and administrative costs of $335,104
were derived from our software technology division and $549,234 were derived
from our audiovisual division.  The increase is a result of the additional
expenses of the acquired entity.  Overall the Company has reduced its
operating requirements by streamlining its operations and continuing to
implement cost cutting initiatives.


Depreciation expenses increased to $106,807 in the three months ended
June 30, 2003, compared to $71,995 in the three months ended June 30, 2002.
The increase represents the write off of certain assets in the software
technology division that are no longer being utilized.


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 three months ended June 30, 2003 was $62,354.  The
finance expense includes $43,721 relating to the recognition of a debt
discount resulting from a beneficial conversion feature embedded in the
convertible note issued on April 1, 2003.  The finance expense also includes
$18,633 the amortization of the finance cost.

Per Emerging Issues Task Force (EITF) Number 98-5, "Accounting for
Convertible Securities with Beneficial Conversion Features or Contingently
Adjustable Conversion Ratios," this beneficial conversion feature was
assigned an intrinsic value of  $43,721 as calculated under the provisions
of the EITF. This amount was immediately expensed, as the Notes were
convertible into common shares of the Company at the time of the signing
of the Agreement.



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

Cash and cash equivalents increased to $133,572 for the six months ended
June 30, 2003, from $13,073 at June 30, 2002.  Net cash used for operating
activities was $530,069 during the six months ended June 30, 2003 compared
to $587,436 in the corresponding six months ended June 30, 2002.  Net cash
used for operating activities was the net loss of $687,553; offset by an
increase in accounts receivable, accounts payable and accrued expenses and
customer deposits.  The increase in accounts payable and accrued expenses
in the software technology division consists of over extended accounts
payable, accrued compensation and the accrued Calabash Consulting Ltd.
consultancy fee.

Net cash used in investing activities was zero for the six months ended
June 30, 2003, compared to $133,455 in the corresponding six months ended
June 30, 2002.  This decrease was attributable to overall budgetary
restraints and postponements of capital expenditures.

Net cash provided by financing activities in the six months ended
June 30, 2003, amounted to $620,500 compared to $716,889 in the
corresponding six months ended June 30, 2002.  This was directly related to
the net proceeds received from Laurus Master Fund, Ltd .to finance the
acquisition of Modern Mass Media and the $203,500 draw down of the revolving
credit line.   Laurus Master Funds, Ltd. agreed to make advances and
investments available to the Company in the aggregate amount of up to
$1,000,000 based on accounts receivable of Modern Mass Media at an advance
rate of 80% of eligible accounts receivable.   In the latter part of June,
the company subscribed 4,000,000 shares of stock at $.05 for a total of
$200,000 to an accredited investor to counterbalance some of its cash
deficit.


-12-
<PAGE>

Science Dynamics Corporation acquired Modern Mass Media for a purchase
price of $600,000.   The negotiated payment terms were $100,000 at signing,
$100,000 to be paid within thirty days, of which $75,000 was paid subsequent
to the quarter closing and the remainder deferred.   The remaining $400,000
is to be paid over a five-year period.  The Company partially financed the
acquisition through a Purchase and Security Agreement between Laurus Master
Fund, Ltd. and the Company. The Company issued a convertible note on
March 31, 2003, for the advancement of $247,750 with net proceeds of
$217,000 at the time of the acquisition.

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 and equity financing.  The software technology
division of the company is delinquent on its trade payables.  The delinquency
with vendors has prompted several creditors to threaten legal collection
action or in some cases file a complaint and summons for amounts due on trade
credit.  The Company has been able to handle these complaints by negotiating
extended payment schedules with some of our vendors.  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.  In addition, the creditors
provide vital services and equipment that if discontinued would cause there
to be disruptions in the Company's ordinary course of business and severely
limit the Company's ability to conduct normal business operations going
forward.

The sales revenue shortfall has greatly impacted cash on hand.  The Company'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. Management believes
that the acquisition of Modern Mass Media will improve the company's cash
flow as a result of the consolidation of overhead of the two companies and
the restructuring that has been implemented.   In addition, the software
division focus on the Commander product, the inmate business, should result
in longer contractual relationships with customers.  This should result in
 more monthly recurring revenue and more consistent revenue streams from
new and existing customers.

The Company does not have sufficient cash on hand to continue its
operations without generating sufficient cash from operations or to obtain
additional funds from other sources.  The inability to generate sufficient
cash from operations or to obtain the required additional funds could
require SciDyn to reduce or curtail operations.  The auditors have expressed
a going concern opinion and the company acknowledges that concern.
Management believes the recent acquisition will expand the product and
service offerings and enhance SciDyn's consolidated  revenue in the future.



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.

-13-
<PAGE>


Item 3.   CONTROLS AND PROCEDURES.

As of June 30, 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 June 30, 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 June 30, 2003.


-14-
<PAGE>


PART II.   OTHER INFORMATION

SCIENCE DYNAMICS CORPORATION AND SUBSIDIARIES
_____________________________________________________

Item 1.   Legal Proceedings

          None.

Item 2.   Changes in Securities

RECENT SALES OF UNREGISTERED SECURITIES

The securities described below represent our securities sold by us for
the period ending June 30, 2003 that were not registered under the
Securities Act of 1933, as amended, (the "Securities Act") all of
which were issued by us pursuant to exemptions under the Securities
Act. Underwriters were involved in none of these transactions.

Private Placements of Common Stock and Warrants for Cash

None.

Sales of Debt and Warrants for Cash

On March 31, 2003, we entered into a securities purchase agreement with
one accredited investor, Laurus Master Fund, Ltd. for (1) advances to
be made by Laurus to the Company in the aggregate principal amount of
up to $1,000,000, (2) the issuance by the Company of a warrant exercisable
to purchase 250,000 shares of common stock of the Company and (3) issuance
of 8% convertible debentures in the aggregate amount of $247,500.

The debentures were convertible into common stock at a conversion price
of the lower of 103% of the average closing price for the common stock
three days prior to the closing date subject to adjustment. The closing
fee and legal fees for the Purchase and Security Agreement were $30,000
and $750 for the escrow agent fee. The offering of convertible debentures
was exempt from registration under Rule 506 of Regulation D and under
Section 4(2) of the Securities Act. No advertising or general solicitation
was employed in offering the securities. All persons were accredited
investors, represented that they were capable of analyzing the merits
and risks of their investment.


               Date              Conv Notes
            ---------------------------------
               4/1/2003         $  247,500

            Total 2003:         $  247,500
            ---------------------------------

-15-
<PAGE>


          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

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.

-16-
<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: August 14, 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          August 14, 2003
     ---------------------   Chairman of the Board
     Alan C. Bashforth       Secretary



BY:  /s/ Joy C. Hartman      CFO                    August 14, 2003
     ---------------------
     Joy C. Hartman


-17-
<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.


August 14, 2003

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


-18-
<PAGE>


                            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.


August 14, 2003


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