UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                                WASHINGTON, D.C.

                                  FORM 10-QSB
              [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934


                 For the Quarterly Period Ended March 31, 2003

            [] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)(a)
                    OF THE SECURITIESV EXCHANGE ACT OF 1934


                     For the Transition Period From __to__



                         Commission File Number 0-29351


                               HYBRID FUELS, INC.
             (Exact name of registrant as specified in its charter)


             NEVADA                                     88 0384399
(State or other jurisdiction                (I.R.S. Employer Identification No.)
of incorporation or organization)

PO Box 41118 RPOS Winfield, B.C.                           VIV 1Z7

(Address of Principal Executive Offices)                  (Zip Code)

Registrant's telephone number, including area code: 250-868-0600

Indicate by check mark whether registrant (1) has filed all reports required to
be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or shorter period that registrant was required to file
such reports), and (2) has been subject to filing requirements for the past 90
days.

Yes [X] NO[]


The number of shares outstanding of the registrant's common stock as of May 13,
2003 was 21,946,000

The number of shares issued of the registrant's common stock as of May 13, 2003
was 22,183,353

Transitional Small Business Disclosure Format (Check one):
Yes []    No [X]












===============================================================================
                               HYBRID FUELS, INC.

                                  FORM 10-QSB

                      For the quarter ended March 31, 2003


INDEX

1) Part I - Financial Information                                   Page
            Item 1. Consolidated Financial Statements

             Consolidate Balance Sheet as of March 31, 2003         F-3

             Consolidated Statements of operations for the
             three months and nine months ended March 31, 2003
             and 2002                                               F-4

             Consolidated Statements of cash flows for the nine
             months ended March 31, 2003 and 2002                   F-5

             Notes to the Consolidated Financial Statements         F-6



             Item 2.   Management's Discussion and Analysis or
                       Plan of Operation                            12

2) Part II - Other Information                                      19

             Signatures                                             19
             Certification                                          20

































===============================================================================
                                      F-3
Hybrid Fuels, Inc.
(A Development Stage Company)
Consolidated Balance Sheets

________________________________________________________________________________
                                                        March 31,      June 30,
                                                          2003           2002
                                                        unaudited       audited
                                                           $              $
________________________________________________________________________________
ASSETS
Current Assets
Cash                                                          127          1,796
________________________________________________________________________________
Total Assets                                                  127          1,796
________________________________________________________________________________
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current Liabilities
Accounts payable                                           33,205         20,458
Accrued liabilities                                        10,500          3,907
Note payable (Note 4)                                      33,638         33,638
Shareholder loans payable (Note 6(a))                     199,005        199,635
Amounts owing to a Director (Note 6(b))                   272,701        218,699
________________________________________________________________________________
                                                          549,049        476,337
Temporary Equity (Note 7(d))                              223,000        223,000
________________________________________________________________________________
Stockholders' Deficit Common Stock (Note 7):
$0.001 par value; 50,000,000 shares
authorized 21,946,000 and 21,300,600 shares
are issued and outstanding respectively                    21,946         21,300
Additional Paid-in Capital                                414,389        331,352
Donated Capital - Inputed Interest (Notes 5 and 6)        225,535        174,869
Deficit Accumulated During the Development Stage      (1,433,792)    (1,225,062)
________________________________________________________________________________
Total Stockholders' Deficit                              (771,922)     (697,541)
Total Liabilities and Stockholders' Deficit                   127          1,796
________________________________________________________________________________

Nature of Operations and Continuance of Business (Note 1)
Other Contingincies (Note 8)

(See Accompanying Notes to the Consolidated Financial Statements)





















================================================================================
                                      F-4

Hybrid Fuels, Inc.
(A Development Stage Company)
Consolidated Statements of Operations
(unaudited)


                           Accumulated from
                           February 26, 1960    Three months      Nine months
                           (Date of Inception)    ended            ended
                           March 31,            March 31,        March 31,
                              2003           2003      2002     2003       2002
                               $              $          $       $           $
________________________________________________________________________________
Revenue                        -              -        -         -           -
________________________________________________________________________________
Expenses
Consulting Fees              94,520         10,000      840    88,000      6,313
Deposit & Advances written-off
(Note 3)                    255,512           -        -         -          -
Disputed compensation
(Note 8(b))                 243,463           -        -         -          -
Executive compensation
(Note 6(b))                 270,000         18,000   18,000    54,000     54,000
Filing and Regulatory fees   18,327                               697      1,561
General and Administration   59,847            131      422       172        535
Interest                      8,469                   1,500     3,618      2,049
Imputed interest
(Notes 5 and 6)             225,535         17,394   28,255    50,666     43,245
Investor Relations           16,698                              -          -
Professional Fees           176,410            680    1,513    11,152      7,315
Rent and Telephone           43,018             67      160       420        510
Research and Development      8,000                              -          -
Travel and Promotion         13,993                                 5        234
________________________________________________________________________________
                          1,433,792         47,772   49,190   208,730    115,762
________________________________________________________________________________
Net Loss                (1,433,792)       (47,772) (49,190) (208,730)  (115,762)
________________________________________________________________________________
Net Loss Per Share                          (0.01)   (0.01)    (0.01)     (0.01)
________________________________________________________________________________
Weighted AVerage Shares Outstanding  21,625,300 21,122,300 21,625,300 20,873,000
________________________________________________________________________________

(Diluted Loss per share has not been included as the result is anti-dilutive)

(See Accompanying Notes to the Consolidated Financial Statements)





















================================================================================
                                      F-5
Hybrid Fuels, Inc.
(A Development Stage Company)
Consolidated Statements of Cash Flows
(unaudited)

                                                          Nine Months Ended
                                                              March 31,
                                                        2003            2002
                                                         $                $
________________________________________________________________________________
Cash Flows to Operating Activities
Net Loss                                              (208,730)        (115,762)
________________________________________________________________________________
Non-cash Items
Inputed Interest                                         50,666           43,245
Services paid for with shares 78,000
________________________________________________________________________________
Adjustment to reconcile net loss to cash
Accounts payable and accrued liabilities                 19,340            8,057
________________________________________________________________________________
Net Cash Used in Operating Activites                    (60,724)        (64,460)
________________________________________________________________________________
Cash Flows From Financing Activities
Common Stock Issued                                       5,673           11,782
Amounts owing to a Director                              54,012           53,410
Shareholder loans payable                                  (630)           3,380
________________________________________________________________________________
Net Cash Provided by Financing Activities                59,055          68,572
________________________________________________________________________________
Net Increase (Decrease) in Cash                          (1,669)          4,114
Cash - Beginning of Period                                1,796               2
Cash - End of Period                                        127           4,114
________________________________________________________________________________
Non-Cash Financing Activities                            78,000          10,000
Value of Common Stock issued for settlement of debt      78,000          10,000
________________________________________________________________________________

(See Accompanying Notes to the Consolidated Fianancial Statements)






















================================================================================
                                      F-6
Hybrid Fuels, Inc.
(A Development Stage Company)


Notes to the Consolidated Financial Statements

1.     Nature of Operations and Continuance of Business

The Company was originally incorporated in the State of Florida on February 16,
1960. After a number of name changes the Company changed its name to Polo
Equities, Inc. on June 3, 1993. Prior to May, 1998 the Company had no business
operations.

In May 1998, the Company caused a Nevada corporation to be formed under the name
Polo Equities, Inc., (Polo) (a Nevada corporation), with authorized capital of
50,000,000 common shares of $.001 par value. The two companies then merged
pursuant to Articles of Merger adopted May 28, 1998 and filed with the State of
Nevada on June 10, 1998, which changed its domicile to Nevada.

On May 28, 1998, the Company acquired, by issuing 12,000,000 shares, Hybrid
Fuels, USA, Inc. and 330420 B.C. Ltd., which changed its name to Hybrid Fuels
(Canada) Inc. This acquisition was accounted for as a reverse merger whereby the
shareholder of Hybrid Fuels, USA, Inc. and Hybrid Fuels (Canada) Inc. gained
control of Polo Equities Inc. which changed its name to Hybrid Fuels, Inc. All
historical financial statements are those of Hybrid Fuels, USA, Inc. and Hybrid
Fuels (Canada) Inc. As part of the acquisition, three shareholders holding
12,000,000 previously issued shares returned their shares for cancellation. For
accounting purposes the acquisition was treated as a reverse merger business
purchase of Polo Equities Inc. by Hybrid Fuels, USA, Inc. and Hybrid Fuels
(Canada) Inc. No amount was allocated to the intellectual asset as it was
acquired from a related party and the transfer had no cost basis associated with
it. There was no public market for the shares of Polo Equities, Inc. at the time
of the reverse merger. The Company operates through these two wholly-owned
subsidiaries. On May 29, 1998 the Company changed its name to Hybrid Fuels,
Inc., herein "the Company". On June 10, 1998 the Company began trading on the
OTC Bulletin Board under the symbol "HRID" and in December, 1999 was moved to
the "Pink Sheets".  On April 23, 2003 the Company began trading again on the OTC
Bulletin Board.

Pursuant to the above acquisition, the Company acquired a number of proprietary
technologies with the primary objective of the business being to build small
farm scale ethanol facilities which involves a number of proprietary
technologies exclusively owned by the Company. Other proprietary technology
involves the use of a bio-gas burner which burns manure and bedding straw. This
technology eliminates ground and ground-water contamination and produces most of
the energy required for the facility by supplying heat for fermentation and
vaporization and for the operation of a greenhouse, if desired. Another
exclusive proprietary technology is a vegetable based formula which allows
diesel and ethanol to emulsify. This hybrid fuel reduces particulate emissions
without reduction in power when used in an unaltered diesel engine.

The Company is in the early development stage. In a development stage company,
management devotes most of its activities in investigating business
opportunities and further advancing its technologies. Because of a serious
working capital deficiency and significant operating losses from inception,
there is substantial doubt about the ability of the Company to continue as a
going concern.

The Company will need to rely on the forbearance of some creditors and related
parties have agreed to continue to fund working capital as needed. The Company
has entered into discussions with third parties to directly finance a facility
in which the Company will then commence with its business plan.


================================================================================
                                      F-7
2.  Summary of Significant Accounting Policies

    (a)   Consolidated Financial Statements
    These consolidated financial statements represent the consolidation of the
    Company and its two subsidiaries Hybrid Fuels, U.S.A., Inc, and Hybrid Fuels
    (Canada Inc.)

    (b)   Cash and Cash Equivalents
    The Company considers all highly liquid instruments with a maturity of three
    months or less at the time of issuance to be cash equivalents.

    (c)   Use of Estimates
    The preparation of the financial statements in conformity with generally
    accepted accounting principles requires management to make estimates and
    assumptions that affect the reported amounts of assets and liabilities and
    disclosure of contingent assets and liabilities at the date of the financial
    statements and the reported amounts of revenues and expenses during the
    periods. Actual results could differ from those estimates.

    (d) Accounting for Stock-Based Compensation
    SFAS No. 123, "Accounting for Stock-Based Compensation," requires that stock
    awards granted be recognized as compensation expense based on fair values at
    the date of grant. Alternatively, a company may account for stock awards
    granted under Accounting Principles Board Opinion (APB) No. 25, "Accounting
    for Stock Issued to Employees," and disclose pro forma income amounts which
    would have resulted from recognizing such awards at their fair value. The
    Company has elected to account for stock-based compensation for employees
    under APB No. 25 and make the required pro forma disclosures for
    compensation expense. Stock based compensation for non-employees are
    accounted for using SFAS No. 123.

    (e) Basic and Diluted Net Income (Loss) per Share
    The Company computes net income (loss) per share in accordance with SFAS No.
    128, "Earnings per Share" (SFAS 128). SFAS 128 requires presentation of both
    basic and diluted earnings per shares (EPS) on the face of the income
    statement. Basic EPS is computed by dividing net income (loss) available to
    common shareholders (numerator) by the weighted average number of common
    shares outstanding (denominator) during the period. Diluted EPS gives effect
    to all dilutive potential common shares outstanding during the period
    including stock options, using the treasury stock method, and convertible
    preferred stock, using the if-converted method. In computing Diluted EPS,
    the average stock price for the period is used in determining the number of
    shares assumed to be purchased from the exercise of stock options or
    warrants. Diluted EPS excludes all dilutive potential common shares if their
    effect is anti-dilutive.

    Loss per share for December 2002 and December 2001 does not include the
    effect of the potential conversions of stock options, warrants or
    convertible debentures, as their effect would be anti-dilutive.

    (f) Foreign Currency Transactions/Balances
    Transactions in currencies other than the U.S. dollar are translated at the
    rate in effect on the transaction date.  Any balance sheet items denominated
    in foreign currencies are translated into U.S. dollars using the rate in
    effect on the balance sheet date.

    (g) Interim Financial Statements
    These interim unaudited financial statements have been prepared on the same
    basis as the annual financial statements and in the opinion of management,
    reflect all adjustments, which include only normal recurring adjustments,
    necessary to present fairly the Company's financial position, results of
    operations and cash flows for the periods shown. The results of operations
    for such periods are not necessarily indicative of the results expected for
    a full year or for any future period.
================================================================================
                                      F-8

2.  Summary of Significant Accounting Policies(con't)

    (h) Recent Accounting Pronouncements In June 2002, FASB issued SFAS No. 146,
    "Accounting for Costs Associated with Exit or Disposal Activities". The
    provisions of this Statement are effective for exit or disposal activities
    that are initiated after December 31, 2002, with early application
    encouraged. This Statement addresses financial accounting and reporting for
    costs associated with exit or disposal activities and nullifies Emerging
    Issues Task Force (EITF) Issue No. 94-3, "Liability Recognition for Certain
    Employee Termination Benefits and Other Costs to Exit an Activity (including
    Certain Costs Incurred in a Restructuring)". This Statement requires that a
    liability for a cost associated with an exit or disposal activity be
    recognized when the liability is incurred. The Company adopted SFAS No. 146
    on January 1, 2003. The adoption of this standard did not have a material
    effect on the company's financial position and results of operations. FASB
    has also issued SFAS No. 145, 147 and 149 but these pronouncements will not
    have any effect on the operations of the Company therefore a description of
    each and their respective impact on the Company's operations have not been
    disclosed. In December 2002, the FASB issued SFAS No. 148, "Accounting for
    Stock-Based Compensation - Transition and Disclosure," which amends SFAS No.
    123 to provide alternative methods of transition for a voluntary change to
    the fair value based method of accounting for stock-based employee
    compensation. In addition, SFAS No. 148 expands the disclosure requirements
    of SFAS No. 123 to require more prominent disclosures in both annual and
    interim financial statements about the method of accounting for stock-based
    employee compensation and the effect of the method used on reported results.
    The transition provisions of SFAS No. 148 are effective for fiscal years
    ended after December 15, 2002. The disclosure provisions of SFAS No. 148 are
    effective for financial statements for interim periods beginning after
    December 15, 2002. The Company adopted SFAS No. 148 on January 1, 2003. The
    adoption of this standard currently has no effect on the Company's results
    of operations and financial position.  Currently the Company does not have a
    stock option plan in place or planned for the future.

3. Deposit on Plant

    The Company deposited Cdn$250,000 ($170,561), with Mega Holdings, Inc.,
    pursuant to an option agreement to purchase a beef processing plant owned by
    Mega Holdings, Ltd. The Company agreed to purchase the beef processing plant
    facility including land, buildings and equipment for Cnd$3,000,000 which was
    below appraised value. The purchase agreement required an additional payment
    of Cnd$150,000 on June 24, 2000, the parties agreed to extend the deadline
    for the payment until March 15, 2001.  This payment was not made and the
    deposit was forfeited and the option agreement terminated. Upon anticipated
    completion of the purchase, this beef processing plant was to be operated by
    by Blue Mountain Packers, Ltd. (a related company). The Company intended to
    acquire the issued and outstanding common shares of Blue Mountain Packers,
    Ltd. for a nominal amount and operate it as a wholly-owned subsidiary. Blue
    Mountain Packers, Ltd., received certification by the Canadian Food
    Inspection Agency of the Government of Canada, Department of Agriculture for
    the processing of Canadian beef. Blue Mountain Packers is a related party
    due to having one common director. The Company advanced $84,951 to Blue
    Mountain Packers for plant refurbishing. Interest on these advances was to
    be paid at 8%. Due to the termination of the option agreement these advances
    were considered uncollectible and were charged to operations during fiscal
    2001.

4.  Note Payable
    On September 15, 2000, the Company issued a note for Cnd$50,000 ($33,638)
    due and payable on or before September 15, 2001 plus 8% interest. Repayment
    of the note has been extended until completion of a financing. Interest of
    $7,174 has been accrued for the 30 months ended March 31, 2003 and is
    included in accounts payable.
================================================================================
F-9

5.  Advance Payable
    Prior to the year ended June 30, 2001, a non-related company coordinated
    investor relations services for the Company, paid expenses of $69,248 on
    behalf of the Company and loaned the Company Cdn$78,000 ($50,220) for a
    total amount owing of $119,468. This debt was settled in June 2001 by the
    issuance of 1,000,000 restricted common shares of the Company. These
    advances were non-interest bearing and unsecured until the settlement date.
    Imputed interest of $16,291, calculated at a rate of 15% per annum, was
    charged to operations and treated as donated capital during the fiscal 2001
    and 2000.

6.  Related Party Transactions/Balances
    (a) Cash loans 0f $499,059 were advanced to the Company by the major
    shareholder. A total of $365,590 was repaid with cash. The controlling
    shareholder also paid office, rent and professional fees totaling $63,846 on
    behalf of the Company. The balance of $197,115 is currently owing without
    interest or specific repayment terms. Imputed interest of $22,198 (2002 -
    $22,245), calculated at a rate of 15% per annum, was charged to operations
    and treated as donated capital.

    (b) The President who is also a Director of the Company, has paid office
    and related expenses from personal funds in the amount of $16,486 of which
    $13,785 has been reimbursed with cash. Effective July 1, 1999 the President
    is entitled to a deferred salary of US$6,000 per month and was owed a total
    of $270,000 at March 31, 2003. These amounts are unsecured, non-interest
    bearing and due on demand. Imputed interest of $28,468 (2002 - $21,000),
    calculated at a rate of 15% per annum, was charged to operations and treated
    as donated capital.

    (c) See Note 3 for advances to Blue Mountain Packers Ltd.

    (d) On September 19, 2001 pursuant to a directors' resolution, a total of
    200,000 shares were issued to a director/officer of the Company to settle
    $10,000 owing as at June 30, 2001. On January 23, 2003, pursuant to
    Directors resolution, a total of 600,000 shares were issued to officers who
    were also directors of the Company to settle $78,000 owing as at December
    31, 2002 for management, legal and accounting services rendered to the
    Company.

7.  Stockholders' Equity

    (a) On May 28, 1998, the Company acquired, by issuing 12,000,000 shares,
    Hybrid Fuels, USA, Inc. and 330420 B.C. Ltd., which changed its name to
    Hybrid Fuels (Canada) Inc. This acquisition was accounted for as a reverse
    merger whereby the shareholder of Hybrid Fuels, USA, Inc. gained control of
    Polo Equities Inc. As part of the acquisition three shareholders
    representing 12,000,000 previously issued shares returned their shares for
    cancellation. For accounting purposes the acquisition was treated as a
    business purchase by Hybrid Fuels USA Inc. of Polo Equities, Inc. No amount
    was allocated to the intellectual asset as it was acquired from a related
    party and the transfer had no cost basis associated with it. There was no
    public market for the shares of Polo Equities, Inc. at the time of the
    reverse merger.

    (b) On August 4, 1998 and March 23, 1999, the Company's for Board of
    Directors authorized the issuance of 1,000,000 and 900,000 shares
    respectively to individuals without consideration. On August 21, 1999, the
    current Board of Directors resolved that share certificates representing
    ownership of these 1,900,000 shares were issued without adequate
    consideration being paid to the Company and were therefore not fully paid
    and non-assessable. The Company cancelled the share certificates and
    indemnified the transfer agent, for any costs or liability it may incur in
    any way arising out of the cancellation of such shares and the transfer
================================================================================
                                      F-10

7.  Stockholders' Equity (b)(con't)

    agent removed the 1,900,000 shares from the stockholder list effectively
    reversing the issuance. Six of the cancelled certificates, totaling 550,000
    shares, have been endorsed and returned to the Company for cancellation. The
    contingencies regarding the cancelled shares relate to anyone who may have
    subsequent holder rights, and possibly the individuals who were issued those
    shares who may claim that they were issued for due consideration. The
    Company has determined that there is no amount to be accrued for future
    liabilities associated with claims by subsequent shareholders. To date when
    these shares are delivered to a broker for possible resale the broker phones
    the Company or the transfer agent and the shares are kept and cancelled. The
    Company will continue to monitor this issue. No other contingent liabilities
    have been included as some of the previous directors have been informed
    verbally of the cancellation. No formal legal demand has been made as the
    former administration has failed to provide addresses despite a number of
    requests.

    (c) On May 17, 2000 the Company issued 1,500,000 shares for $150,000 cash
    pursuant to a subscription agreement dated February 17, 2000.  On February
    17 and 18, 2000, the Company accepted subscription agreements and notes
    whereby the Company would receive $300,000 for 3,000,000 shares. The
    3,000,000 shares were issued and were then held in escrow. These shares were
    subsequently released from escrow to the investors to facilitate financing.
    The notes were to bear interest at 8% and were to be paid within 60 days or
    at the discretion of the President. In June 2000 the President extended the
    time for repayment to one week of the Company being re-listed on the
    Over-The-Counter Bulletin Board or other suitable exchange. When it became
    apparent there were going to be long delays the notes were demanded to be
    repaid by February 21, 2001.  The notes were not paid as demanded, and the
    3,000,000 shares have since been sold by the investors to innocent third
    parties. The investors did not and have not paid the Company for these
    shares, despite demands. Since these shares have been resold to innocent
    third parties they must be considered outstanding. The Company intends to
    sue the investors for the balance due on the notes, however the Company
    believes the balance is uncollectible.

    (d) Between October 1998 and June 1999, the previous administration sold a
    total of 361,120 common shares of the Company to 34 subscribers on the basis
    of an Offering Memorandum that contained a significant number of
    inaccuracies.

    A total of $223,000 was raised pursuant to this Offering. The current
    administration has concerns regarding possible misstatements, omissions and
    misleading statements. On the advice of legal counsel, the Company offered
    these 34 subscribers the option of receiving restricted stock as the Company
    did not and does not have the funds to repay these subscribers. Those who
    opted to receive restricted stock were also given an undertaking that they
    would receive a rescission offer when the Company was in a position to repay
    their money plus appropriate interest, in return for a return of the
    restricted stock, or they could elect to retain the stock.

    To date, 23 subscribers, have, pursuant to this offer received 237,753
    shares, representing $158,000. These shares are issued but not considered
    outstanding. The remaining 11 subscribers, who paid $65,000 for 123,367
    shares, have not responded to the offer. These subscriptions are recorded as
    temporary equity until the rescission rights have been revoked.

    (e) See Note 5 for 1,000,000 restricted common shares issued to a
    non-related company to settle debt of $119,468 during fiscal 2001.

    (f) A total of 100,000 restricted common shares, valued at $5,000, were
    issued to the plant manager of Blue Mountain Packers Ltd. for plant
    refurbishing work to March 15, 2001.

================================================================================
                                      F-11
7.  Stockholder's Equity (con't)

    (g) On September 19, 2001, 200,000 shares were issued to settle debt
    referred to in Note 6(d).

    (h) On October 18, 2001, 100,000 shares were issued for services referred to
    in Note 6(d).

    (i) During fiscal 2002 a total of 377,000 shares were issued for cash of
    $31,185 at an average price of $0.08 per share.

    (j) During the three months ended September 30, 2002 a total of 40,000
    shares were issued for cash of $3,783 at an average price of $0.095 per
    share.

    (k) During the three months ended December 31, 2002 a total of 10,000 shares
    were issued for cash of $1,890 at an average price of $0.19 per share.

    (l) On January 23, 2003, 600,000 shares were issued to settle debt referred
    to in Note 6(e).

8.  Legal Issues
    Although the Company is not involved in any legal proceedings, several
    issues may eventually lead to the Company instituting legal action as
    follows:

    (a) See Note 7(b) for contingincies relating to improperly issued shares
    that were later cancelled.

    (b) Unauthorized and/or unsupported payments in the amount of $243,463 were
    made from Company funds by past officers of the Company during the period
    May, 1998 to June, 1999. The Company has requested a full accounting from
    the past president. All amounts that were unauthorized by the board of
    directors or amounts that are not properly documented with invoices and
    receipts have been accounted for as disputed executive compensation. At such
    time as Company resources permit, the Company intends to seek legal advice
    to determine whether or not it is possible to recover all such disputed and
    unauthorized amounts from the previous administration.

    (c) See Note 7(d) for temporary equity and related rescission rights for
    subscribers of 361,120 shares of the Company.





















================================================================================
Page-12-

Item 2. Management's Discussion and Analysis or Plan of Operation

PLAN OF OPERATION

This Form 10-QSB contains forward-looking statements. The words "anticipate",
"believe", "expect", "plan", "intend", "estimate", "project", "could", "may",
"foresee", and similar expressions identify forward-looking statements that
involve risks and uncertainties. You should not place undue reliance on forward-
looking statements in this Form 10-QSB because of their inherent uncertainty.
The following discussion and analysis should be read in conjunction with the
Financial Statements and Notes thereto and other financial information included
in this Form 10-QSB and our Form 10-KSB for the year ended June 30, 2002. Actual
results could differ materially from the results discussed in the
forward-looking statements. The Company assumes no responsibility to correct or
update the forward looking statements as circumstances change and therefore, the
forward looking statements should be assumed to speak only as at the date of the
filing of this report.

The Company is a developmental stage company and has had no income since the
acquisition of the hybrid fuels technology in June 1998, nor is it likely to
have any significant cash flow until after the end of its current fiscal period
ending June 30, 2003. If the Company is unable to obtain funds from external
sources, it is probable that it will be unable to continue to operate in the
long term.

Although the Company is in the developmental stages, the process behind Hybrid's
intended business has been researched and developed over more than a decade.  A
plant that integrated the process described below was constructed and operated
near Dalum, Alberta from 1994 to 1996. That facility was designed to prove the
concepts and included all of the ethanol-making and cattle-feeding features of a
full-scale commercial operation. That operation is the source of the actual
operating results that are referred to later in this report.

After that plant was closed in 1996, further research, development and
construction enabled us modify construction materials and layout to improve the
buildings and equipment and refine tthe process, which is now ready for market.

The Company's intended business is to sell and build farm scale plants that
produce ethanol integrated with a cattle finishing operation. Grain, corn or
other feedstock is fermented and then distilled to make the ethanol. Left over
from the ethanol production process are a high protein mash, called "distillers
grain" and water, called "stillage water". These contain nutrients and are
therefore used as feed and water for livestock. By using the distillers grain
and stillage water on site the animals get the benefit of the nutrients in these
by products. In addition, the plants do not incur the costs of drying the
distillers grain and transporting it as would be necessary if it was to be used
at another site. A further benefit is that no costs are incurred to dispose of
the stillage water. Rather than it being something that is costly to be disposed
of, it becomes a valuable feed product.

The manure and used bedding straw are cleaned up frequently, thus removing the
media in which disease would otherwise grow. They are burned in a gasifier and
the heat produced is used in the fermentation and distillation processes. From
discussions with the gasifier manufacturer, management believes that there will
be sufficient heat leftover to operate a greenhouse, if the operator so desires.

The ethanol is intended to be mixed with a proprietary emulsifier and diesel.
When this emulsion was tested at The British Columbia Institute of Technology in
June, 1996, in an unaltered diesel engine, it reduced the particulate (black
smoke) emissions by over 62% and the NOx emissions by over 22%, without any loss
of power.


================================================================================
Page-13-
PLAN OF OPERATION (con't)

For a more detailed description of the entire process, plus sources of
information and references, the reader is referred to the Company's Form 10-KSB
for the year ended June 30, 2002, as amended amd filed with the SEC.

Although there are no operating plants at the moment, the Company is expecting
to have the first one operating in the late summer of 2003, as described below.

The Company intends to sell these facilities (except the column and spinner) to
farm operators, preferably those who grow or have access to sufficient grain to
supply the plant. Management believes this would be about 40,000 bushels of
barley or other suitable grain for a plant which would feed 200 head of cattle
on a continually rotating basis.

RESULTS OF OPERATIONS

The loss for the present quarter is $47,772 compared to $49,190 for the
comparable quarter last year. Although the amount of the loss is similar, during
the quarter this year, the company experienced lower professional fees and
higher consulting fees compared to the same quarter last year. In addition, the
Directors were issued shares in payment for services rendered to the Company
over the last two years as the Company did not have the cash to remunerate them.
We anticipate professional and consulting fees to remain about the same in the
upcoming year. The loss for this quarter includes amounts of $18,000, which is
deferred salary for the President, and $17,394 imputed interest, which do not
represent a cash outlay. These non-cash items total $35,394. Working capital was
obtained from cash received from the sale of shares prior to the year end June
2002.

At the end of the quarter, the Company had cash reserves of $127 down
from $325 at the end of the previous quarter. After the end of the quarter, a
shareholder pledged to advance sufficient cash to pay operating costs for the
next six months. Meanwhile, the Company continues to keep its operating expenses
to a very minimum. In the absence of operating activities, the Company's general
and administrative expenses for the next 12 months that require a cash outlay
are expected to be less than $300 per month, exclusive of executive
compensation, which is deferred, and professional fees, which have been paid by
related parties in the past.

PLAN OF OPERATION

Background

We are a development stage company that has not yet proved the feasibility of
its planned principal operations.  In their opinion on our June 30, 2002
financial statements, our independent auditors raised a substantial doubt about
our ability to continue as a going concern because we have not generated any
revenues and have conducted operations at a loss since inception.  To date we do
not have any operations that generate revenue and have been unable to raise
money to begin operations. Until such time as we prove the feasibility of our
planned principal operations, we are likely to continue to experience a cash
shortage. Because we are a developmental stage company, we are unlikely to be
able to borrow money from banks and other traditional financial institutions.
We do not anticipate making any commitments to borrow money within the next 12
months, unless we can secure construction loans to build our first plant.  The
lack of long term, adequate financing continues to be of great concern to


We will require additional capital soon in order to continue as a going concern
in the long term.Until we have arranged financing, no operating activities are
planned.


================================================================================
Page-14-
Background (con't)

Our ability to continue to operate in the future depends on us being able to
raise money to build our first plant, and we therefore continue to concentrate
our efforts on raising money to build the first plant and commence operations.
At the end of the quarter Hybrid Fuels (Canada) Inc., a wholly owned subsidiary,
was negotiating with a private financier, not related to the Company, for
sufficient money to build the first plant, and finance the commencement of
operating activities. We estimate we need to raise approximately $1,000,000 to
build the first plant, begin the development of operating activities, cover
payables and deal with potential claimants. This estimate includes $350,000 for
plant construction, $110,000 for cattle, $30,000 for payables (excluding
shareholder loans and accrued executive salaries), $70,000 for salaries,
consumables and other operating expenses until the plant begins to generate cash
flow, and $250,000 for contingencies and to start developing operating
activities. The remaining $190,000 constitutes a reserve for any shortfalls in
our estimation process or any unforseen contingencies.  Although we are
negotiating with potential investors to fund the construction of the first
plant, we do not have any commitments at this time.

Management recognizes that to generate long-term cash flow, we need to develop
operating activities. We need to build and begin operating the first bio-fuel
and beef facility to create cash flow and to demonstrate to potential operators,
lenders and investors that the technology works as described.

Prospective operators and those who will approve the financing for the
construction of subsequent plants want to see a profitable facility in operation
before they commit themselves.

Although we do not have significant cash reserves, related parties have
indicated a willingness for the time being to continue to pay operating expenses
and advance funds to pay legal and accounting fees. The Company therefore
believes that it can continue as a going concern in the near term. These related
parties are not obligated to pay Company operating costs, and therefore, no
assurances can be given that they will continue to do so. If these related
parties cease to advance money to pay these operating costs, the Company may
have to cease operations and liquidate.

Strategy To Raise Capital

During the quarter, a market maker applied to the NASD to have our common stock
authorized for inclusion on the OTC Bulletin Board, and, following the end of
the quarter, on April 23, 2003, we completed all NASD requirements, including
the probationary period and, as a result, our stock is now quoted on the OTC
Bulletin Board.

We are aware of a class of investors who will invest money in companies whose
stocks are traded on the OTC Bulletin Board. Since our stock is now trading on
the OTC Bulletin Board, we are in the process of contacting prospective
investors to raise the approximately $1,000,000 in capital through the sale of
shares as discussed above.  This planned offering and sale of our common stock
will not be registered under the Securities Act of 1933 and may not be offered
or sold in the United States absent registration or an applicable exemption from
the registration requirement.  This disclosure is not an offer of securities or
a solicitation of an offer to buy securities.  Placements will be made only to
investors with preexisting contacts with Hybrid Fuels and its authorized
representatives. At this time we do not have any specific investors identified
who have committed to invest funds in the Company.






================================================================================
Page-15-

Plan of Operation Assuming Adequate Capital Raised

The discussion in this section assumes that we will succeed in raising the
approximately $1 million that will be used to place our first plant in service
and develop operating activities. The major goal of placing the first plant in
service is to demonstrate the economic feasibility of the system. Once this
first plant is operating, we expect to use it as a demonstration and training
facility and to earn revenue from its operation. Assuming that it will be
necessary to pay market price for grain, bedding and other supplies and that we
will receive no more than market price for the finished animals, our projections
indicate that the plant should generate sufficient revenue to pay all of our
operating costs, plus a small surplus which may be used toward development of
operating activities. The financial institutions that have expressed interest in
financing subsequent plants want to see this first plant generate sufficient
cash flow to pay all operating costs and debt service. We anticipate that the
plant will show sufficient cash flow to make it possible for us to get approval
for financing subsequent plants.

Management has planned to build the first plant at Oyama, on approximately six
acres of farmland just north of Kelowna, British Columbia. We will need to
finalize a lease to enable us to build on this site.  This location provides the
Company supervisory ability and site control. Once we have financing available
to construct the plant, we believe we can quickly finalize the lease for the
site.

An operating facility includes the barn, the ethanol making equipment, the
bio-furnace or gasifier, "Greener Pastures" grass growing system, and the right
to use the proprietary information and technology. The cost of building this
plant is anticipated to be approximately $350,000. Approximately $220,000 of
this cost is for foundations and flooring, buildings, the gasifier, the ethanol
making equipment, tanks and machinery. Soft costs, for such items as permits,
engineering and other professional fees, survey and layout, site preparation,
delivery of buildings and materials, rentals, small tools and miscellaneous, are
estimated at $60,000. We estimate we will spend approximately $70,000 for
construction labour and supervision.

Once financing is arranged and we have finalized an agreement with respect to
the land, we anticipate it will take approximately two months to construct the
plant. Foundations and flooring are expected to take approximately two weeks and
the erection of the buildings are expected take another two weeks. Once the
buildings are finished, the installation of the gasifier, pens, feed bunks and
ethanol making equipment are expected to take another month. Our plan then
provides up to another two months for any delays, initial start-up and testing,
for a total of up to four months from beginning construction until the plant is
fully operational.

The plant is designed to accommodate 200 head of cattle.  As we near then end of
testing the plant, we plan to begin the finishing operation for the cattle, with
an initial group of 20 to 25 cattle.  The finishing operation is designed to
function on a staggered basis, so that every two weeks (initially) we will bring
in an additional 20 to 25 cattle.  We will sell the cattle on the same staggered
basis as they complete the finishing process.  As we gain experience with the
plant, we intend to bring cattle in 40 to 50 at a time on three to five week
intervals to take maximum advantage of the size of the trucks used to transport
the cattle.

The cattle will begin the finishing operation in quieting pens where they spend
approximately two weeks being transitioned from their prior diet to the wet
distillers' grains diet.  After completing the diet transition, the cattle are
moved into the barn, where, on average, they will spend approximately 100 days
being fed the finishing diet.  At the end of the finishing operation, our plans
for this demonstration plant call for the cattle to be sold at auction.  As one
group of cattle is sold, another takes its place, as both the finishing
operation and our staggered acquisition scheme are scheduled to take
================================================================================
Page-16-

Plan of Operation Assuming Adequate Capital Raised(con't)

approximately three to four months, depending on how long the finishing takes.
As a result of using this staggered acquisition scheme, we will not run the
plant at full capacity until approximately four months have passed from the
plant becoming operational.  As a result the cattle we begin selling during the
fourth month, which will generate our initial revenues, will bear a
disproportionate amount of fixed costs compared to cattle sold beginning in the
eighth month.  We believe, however, that at the end of the fourth month, when we
sell the first group of finished cattle, we will be able to prepare pro forma
information that will demonstrate the financial fundamentals of the plant for
purposes of demonstrating  cash flows to prospective financiers of future
plants.

We plan to add, on average, between 400 and 500 pounds per head during the
finishing operation.  The weight per head when we aquire the cattle will vary,
principally due to the time of year when the cattle are acquired (most calves
are born in the spring and are ready to begin being sold as feeder cattle seven
months to a year later). Generally speaking, the older they are, the more they
weigh. One of our fundamental assumptions is that the plant will have the
potential to break even if we sell finished cattle at prices per pound that are
less than the prices per pound at which we purchase them. Generally in the
cattle industry, feeder cattle sell at a higher price per pound than finished
cattle.  The increase in weight during the finishing operation provides the
potential for generating a profit or at least breaking even when selling
finished cattle at a lower price per pound.  For example, assume we purchase a
600 pound animal for $0.90 per pound, or $540, that we finish it to 1000 pounds
and sell at $0.85 per pound, or $850.  The $310 difference between our purchase
price and the sale price would have to cover the consumables purchased to
prepare wet distillers grains for the animal and a pro rata share of the plant's
operating costs, including debt service.  At this time we do not have financial
data to support the breakeven price spread for the plant.  Developing this
relationship between the plant cost structure and tolerable price differentials
will provide critical information for prospective financiers of future plants.

We expect that as sale prices move close to or exceed purchase prices, the
plant's cattle finishing operation will make a profit.  Cattle prices are
volatile, however, so there is a distinct risk that sale prices for finished
cattle could be below the pricing threshold, resulting in a loss on cattle
finishing.  The greater the price spread, the more important ethanol sales
become to the overall profitability of the plant.  Farmers with integrated
operations who grow their own consumables could have greater price flexibility
on the cattle finishing operation if their cost of producing the consumables is
less than the the market price for consumables.  We do not plan to have an
integrated operation at the first plant, so we will have to pay market prices
for our consumables.

We do not plan to sell the ethanol produced by the first plant during at least
the first two ro three months of its operation.  We have discussed with a local
owner of a sawmill and trucking company giving him the ethanol for this two- to
three-month period, with a view toward charging him in the future once he has
determined that he can use the ethanol economically without harm to his
equipment.  Once the plant is at full capacity, we project that the plant will
produce approximately 240 US gallons of ethanol per day, which could be sold at
market prices slightly below the price of the diesel fuel with which it will be
blended.  The price of ethanol will vary, usually in tandem with the price of
diesel.  Assuming a price of $0.70 per gallon for ethanol, monthly sales of
ethanol would be approximately $5,000.

Once we have operated the plant for four months, we believe that the actual
financial results for the finishing operation and ethanol sales will provide us
with a basis to prepare pro forma financial information projecting the economic
feasibility of the plant.  By establishing the economic feasibility of the
================================================================================
Page-17-
Plan of Operation Assuming Adequate Capital Raised(con't)

plant, wewill then be able to implement our business plan, which is based on
identifying third parties who will work with us to construct and operate their
own plants.  If our assumptions prove wrong or we encounter unforeseen
obstacles, our ability to demonstrate the plant's economic feasibility may be
delayed, or, in the worst worst case, we may not be able to establish the
economic feasibility of the plant and may have to abandon the business and
liquidate the Company.


Plan of Operation Assuming Establishment of Facility Feasibility

The discussion in this section assumes that we will succeed both in raising the
approximately $1 million that will be used to place our first plant in service
and in demonstrating the economic feasibility of the plant.  Once these
milestones are achieved, we intend to have others build, own and operate
additional plants, while we earn revenues from a variety of sources related to
the plants.  We plan to earn revenue from:

1.    operating the demonstration facility we build and own;
2.    profit on the sale of subsequent plants;
3.    the lease of the column and spinner to each operator;
4.    the royalties and service fees that each operator will pay;
5.    the purchase of the ethanol mixture from the operator at 80%of wholesale
       value and the sale to distributors or end-users;
6.    an incentive from premiums from marketing the finished animals.

Once we have established the economic feasibility of our demonstration plant, we
intend to operate it and earn revenue from the sale of cattle and ethanol.

We intend to license our technology and provide our expertise to third parties
that want to construct plants.  We expect to earn a profit and recognize revenue
on the sale of each plant. We plan to charge fees in connection with the sale of
each plant, based on the value to the operator of having us organize and
supervise the construction of the plant and train the operator. We expect the
fees from the sale of the plants to be sufficient to cover all of the operating
costs we will incur in qualifying candidates, training operators, supervising
construction and start-up, etc., until royalties are received.

To date, we have received applications from more than 50 farmers who have
expressed interest in constructing a plant. We are currently developing a
screening process to select suitable candidates, and we expect to assist them in
obtaining financing for plant construction. Once we have demonstrated our
demonstration plant's economic feasibility for purposes of obtaining financing
of subsequent plants, we expect to have selected four operators.  After
operators have been selected and have qualified for financing, we plan to train
them and assist in constructing the facility. We anticipate that it will take
approximately six months from the time our plant demonstrates economic viability
to build the second plant and get it operating.

We intend to lease to the operators, on a permanent basis, the separation
column, which is used to distill the ethanol, and the spinner, which is used to
separate the mash from the water after the fermentation process. These two items
are integral parts of the plants, and leasing them is designed to protect the
secrecy of these most vital pieces of the technology. The lease payments will
generate revenue for us and will be payable monthly in amounts yet to be
finalized.

We plan to charge a royalty for the use of the trade secrets and proprietary
information. The royalty, which is expected to be $2500US per month, per plant,
based on the projected benefits of the use of trade secrets to the operator,
will begin when each plant begins operation. Incentives in the form of reduced
royalties may be offered to the first 10 to 20 operators who make early
commitments to purchase plants.
================================================================================
Page-18-

Plan of Operation Assuming Establishment of Facility Feasibility (con't)

We also expect to charge each operator service fees to cover the cost of ongoing
training, service, technical support, and quality control. We expect these fees
to be in the $150 to $250 per month range.

We expect to enter into contracts with our operators to act as their marketing
arm for the beef and fuel. We expect this arrangement to generate revenue for us
and give us control over greater quantities of both products than any individual
operator would have. We believe this arrangement will provide us with the
ability to make better deals with, and provide more secure delivery to,
distributors and other purchasers. We believe that operators will appreciate
being relieved of these marketing responsibilities, particularly if beef sales
at premium prices generate greater revenue for them. We expect revenue for
Hybrid to come from the resale of the fuel and from a portion of any premium
that the Company can obtain from the sale of the beef.

Based on the results of the test trials at the Dalum plant, we believe we will
be able to generate premium prices for the beef because it is hormone free and
because of its high quality and taste. At the Dalum plant, the purchaser of the
123 heifers agreed to pick up subsequent lots at the plant and pay a premium of
$0.10 per pound for all of the beef that could be produced using our process. We
do not have commitments from any buyers to purchase the beef at premium prices
at this time.

We believe that ultimately the best way to obtain the best premium, is to
control the processing, marketing and distribution of the finished beef. To that
end we continue to search for money to purchase the packing plant known as Blue
Mountain Packers, near Salmon Arm, B.C. This purchase is not likely to happen
before our next fiscal year end, but it remains part of our long term plan. No
commitment will be made to purchase the packing plant until sufficient money is
committed to pay the purchase price and cover operating expenses until positive
cash flow is achieved.

Within 18 to 24 months of the first plant demonstrating viability, we expect
third parties to have 15 to 20 plants operating. We expect that many of these
operators will require assistance to obtain financing in order to construct a
plant. We have had preliminary discussions with CIBC, Scotiabank, Leaseline,
Dominion Leasing and a Swiss broker with connections to several European "ECO"
funds, all of whom have expressed interest in providing financing for plants. We
have been told that our project should qualify if we can demonstrate the
economic viability of the operation. Once the first plant is operating the plan
is for the Swiss broker to arrange to have the appropriate representatives of
these ECO funds inspect the plant and if it qualifies, to use them as a source
of financing for plant construction, thereby permitting us to expand our
operations.

















================================================================================
Page-19-

PART II    OTHER INFORMATION

Item 2.      RECENT SALE OF UNREGISTERED SECURITIES.

                         Date, title and amount of securities sold
                      Date       Title             Amount
                     ------     --------       -------------
              January 23, 2003 Common Stock    600,000 shares

Because of the Company's lack of cash reserves, the Officers of the Company who
are also Directors agreed to accept 600,000 shares in lieu of payment in cash
for providing the Company with management, legal and accounting services over a
period of more than two years. The shares were issued January 23, 2003. The
Company relied upon Section 4(2) of the Securities Act of 1933 to effect the
issuance of the shares. All shares were issued in a private transaction at the
unsolicited request of three existing shareholders, officers and Directors of
the Company. There was no public solicitation or offering, no underwriters were
involved, and no commissions or discounts were paid.


Item 6.          Exhibits and Reports on Form 8K


                (a)     Exhibits             None
                (b)     Reports on Form 8-K  None

Signatures
In accordance with the requirements of the Exchange Act, the Registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

Dated: May 13, 2003
HYBRID FUELS, INC. By: /s/ Clay Larson       By: /s/ John Morrison
                  Director, CEO & President          Director & CFO



























================================================================================
Page-20-
CERTIFICATIONS

Certification of Principal Executive Officer

I, Clay Larson, certify that:
  1.  I have reviewed this quarterly report on Form 10-Q of Hybrid Fuels Inc.;

  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 Echange Act Rules 13a-14 and 15d-14) for the registrant and we
      have:

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

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

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

  5.  The registrant's other certifying 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 function):

      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 13, 2003                           /s/ Clay Larson
                                --------------------------------------
                                           Clay Larson
                                Chief Executive Officer and President
                                (Principal Executive Officer)
================================================================================
Page-21- CERTIFICATIONS (continued)

Certification of Principal Financial Officer

I, John Morrison, certify that:

  1.  I have reviewed this quarterly report on Form 10-Q of Hybrid Fuels Inc.;

  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 Echange Act Rules 13a-14 and 15d-14) for the registrant and we
      have:

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

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

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

  5.  The registrant's other certifying 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 function):

      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 13, 2003                                   /s/ John Morrison
                                          --------------------------------------
                                                   John Morrison
                                               Chief Financial Officer
                                            (Principal Financial Officer)


================================================================================