SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   FORM 10-QSB

                                   (Mark One)

        [X] Quarterly report under Section 13 or 15(d) of the Securities
                              Exchange Act of 1934

                FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2002

       [ ] Transition report under Section 13 or 15(d) of the Exchange Act

             For the transition period from __________ to __________

                         Commission file number 0-29485

                             RESOLVE STAFFING, INC.
                           --------------------------
        (Exact Name of Small Business Issuer as Specified in Its Charter)

                     NEVADA                          33-0850639
         -------------------------------         --------------------
         (State or Other Jurisdiction of            (IRS Employer
          Incorporation or Organization)         identification No.)

                          105 N Falkenburg Rd., Suite B
                              Tampa, Florida 33619
                     ---------------------------------------
                    (Address of Principal Executive Offices)

                                 (813) 662-0074
                ------------------------------------------------
                (Issuer's Telephone Number, Including Area Code)


                            310 East Harrison Street
                              Tampa, Florida 33602
               --------------------------------------------------
              (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 [ ]

         State the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practicable date: As of November 15, 2002
there were outstanding 5,335,034 shares of common stock, par value $0.0001, and
no shares of preferred stock.

<PAGE>

Part  I   Financial Information

Item  1.  Consolidated Financial Statements

         Consolidated balance sheets as of September 30, 2002 and
            December 31, 2001                                               3

         Consolidated statements of operations for the three and
            nine months ended September 30, 2002 and 2001                   4

         Consolidated statements of cash flows for the three and
            nine months ended September 30, 2002 and 2001                   5

         Consolidated statements of stockholders' equity for the
            nine months ended September 30, 2002                            6

         Notes to consolidated financial statements                         7


                                       2
<PAGE>
<TABLE>
<CAPTION>
                                                     RESOLVE STAFFING, INC.
                                                         BALANCE SHEETS
                                                   SEPTEMBER 30, 2002 AND 2001
                                                           (Unaudited)






                                                                                      September 30,
                    ASSETS                                                                 2002             December 31, 2001
                                                                                   ---------------------    -------------------
<S>                                                                                <C>                      <C>
CURRENT ASSETS
    Cash                                                                           $             13,442     $           19,467
    Accounts receivable, net of allowance
         for bad debts                                                                           52,865                 30,069
    Prepaid and other assets                                                                     89,814                  8,317
                                                                                   --------------------     ------------------
        Total current assets                                                                    156,121                 57,853
                                                                                   --------------------     ------------------

PROPERTY AND EQUIPMENT
    Property and equipment                                                                       28,382                 28,382
    Less: Accumulated depreciation                                                               10,015                  8,202
                                                                                   --------------------     ------------------
        Net property and equipment                                                               18,367                 20,180
                                                                                   --------------------     ------------------
                  TOTAL ASSETS                                                     $            174,488     $           78,033
                                                                                   ====================     ==================


                                            LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

CURRENT LIABILITIES
    Accounts payable                                                               $             19,508     $           23,698
    Accrued expenses                                                                              4,494                 17,813
    Insurance financing                                                                          21,766                      -
    Debentures payable                                                                           11,150                 18,450
    Notes payable                                                                                40,000                      -
    Due to related parties                                                                       23,261                    642
                                                                                   --------------------     ------------------
        Total current liabilities                                                               120,179                 59,961
                                                                                   --------------------     ------------------

STOCKHOLDERS' EQUITY
    Common stock, $.0001 par value, 50,000,000 shares
      authorized, issued and outstanding: 2002 - 5,335,034
      shares; 2001 - 50,000 shares (restated)                                                       534                      8
    Paid-in capital                                                                             719,189                425,467
    Retained earnings (deficit)                                                                (665,414)              (407,403)
                                                                                   --------------------     ------------------
             Total stockholders' equity                                                          54,309                 18,072
                                                                                   --------------------     ------------------

    TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                     $            174,488     $           78,033
                                                                                   ====================     ==================


                                      See accompanying notes to these financial statements.

                                                              3
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                                       RESOLVE STAFFING, INC.
                                                       STATEMENTS OF OPERATIONS
                                    FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001



                                                            Three Months Ended                       Nine Months Ended
                                                               September 30,                           September 30,
                                                         2002                 2001               2002                2001
                                                    ----------------     ---------------    ----------------    ----------------
<S>                                                  <C>                  <C>                <C>                 <C>
SERVICE REVENUES                                     $      118,427       $      97,970      $      303,531      $      420,961

DIRECT COST OF SERVICES                                      79,002              72,585             211,526             313,653
                                                     --------------       -------------      --------------      --------------

GROSS MARGIN                                                 39,425              25,385              92,005             107,308

OPERATING EXPENSES
     Legal & professional fees                               5,.964                 922             108,321               5,497
     Advertising/Promotion                                    3,441               2,246               7,929              14,587
     Salaries and benefits                                   48,765              45,226             153,204             142,568
     Payroll taxes                                            2,521               3,691               9,384              12,949
     Penalties                                                    -               1,266                   -              20,904
     Rent & leases                                                -               7,033              16,351              19,353
     Travel & entertainment                                   1,243                 170               1,850                 396
     Administrative expenses                                 13,872              12,527              43,057              43,170
                                                     --------------       -------------      --------------      --------------
           Total operating expenses                          75,806              73,081             340,096             259,423
                                                     --------------       -------------      --------------      --------------
LOSS FROM OPERATIONS                                        (36,381)            (47,696)           (248,091)           (152,115)

OTHER INCOME (EXPENSES)
      Interest and other income                                 476                   -                 716                  58
      Interest expense                                       (3,139)            (12,830)            (10,637)            (26,036)
                                                     --------------       -------------      --------------      --------------
          Net other income (expenses)                        (2,663)            (12,830)             (9,921)            (25,978)
                                                     --------------       -------------      --------------      --------------

NET INCOME (LOSS)                                    $      (39,044)      $     (60,526)     $     (258,012)     $     (178,093)
                                                     ==============       =============      ==============      ==============

LOSS PER SHARE
     Basic                                           $         (.01)      $       (1.21)     $         (.13)     $        (3.56)
                                                     ==============       =============      ==============      ==============

     Fully diluted                                   $         (.00)      $        (.01)     $         (.04)     $         (.03)
                                                     ==============       =============      ==============      ==============

AVERAGE NUMBER OF SHARES OUTSTANDING
     Basic                                                5,335,034              50,000           2,028,254              50,000
                                                     ==============       =============      ==============      ==============

     Fully diluted                                       10,446,534           5,161,500           7,139,754           5,161,500
                                                     ==============       =============      ==============      ==============


                                      See accompanying notes to these financial statements.

                                                                4
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                                     RESOLVE STAFFING, INC.
                                                    STATEMENTS OF CASH FLOWS
                                 FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001



                                                             Three Months Ended                      Nine Months Ended
                                                               September 30,                           September 30,
                                                          2002                2001                2002                2001
                                                     ---------------     ---------------    -----------------    ----------------
<S>                                                   <C>                 <C>                <C>                  <C>
CASH FLOWS FROM OPERATING ACTIVITIES
    Net (loss)                                        $     (39,045)      $     (60,526)     $      (258,012)     $     (178,093)
    Adjustments to reconcile net loss to cash
    used in operating activities:
        Depreciation                                            333                 792                1,813               2,256
        Interest converted to capital stock                       -                   -                  251                   -
        Contributed services                                 23,400                   -               64,600                   -
    Decrease (increase) in current assets:
        Accounts receivable                                   1,146              (8,750)             (22,796)             (2,680)
        Prepaid and other assets                              4,974                 223              (81,497)              1,390
    Increase (decrease) in current liabilities:
        Accounts payable                                    (19,065)            (31,292)              (4,190)              8,836
        Accrued expenses                                        (22)              6,050              (13,319)            (39,414)
                                                      -------------       -------------      ---------------      --------------
           Total adjustments                                 10,766             (32,977)             (55,138)            (29,612)
                                                      -------------       -------------      ---------------      --------------

    Net cash (used) by operating activities                 (28,279)            (93,503)            (313,150)           (207,705)
                                                      -------------       -------------      ---------------      --------------

CASH FLOWS FROM INVESTING
ACTIVITIES
    Purchase of property and equipment                            -               2,000                    -              (5,758)
                                                      -------------       -------------      ---------------      --------------
    Net cash (used) by investing activities                       -               2,000                    -              (5,758)
                                                      -------------       -------------      ---------------      --------------

CASH FLOWS FROM FINANCING ACTIVITIES
     Proceeds from insurance financing                            -                   -               93,061                   -
     Repayments of insurance financing                      (16,175)                  -              (71,295)                  -
     Loan from stockholder, net                              19,267            (108,306)             183,263                   -

     Proceeds from sale of common stock                           -                   -               40,000                   -
     Proceeds from note payable                                   -                   -               40,000                   -
     Capital contribution                                         -             199,576               22,096             199,576
                                                      -------------       -------------      ---------------      --------------
     Net cash provided by financing activities                3,092              91,270              307,125             199,576
                                                      -------------       -------------      ---------------      --------------

 NET INCREASE (DECREASE) IN CASH                            (25,187)               (233)              (6,025)            (13,887)

CASH, BEGINNING OF THE PERIOD                                38,629               6,043               19,467              19,697
                                                      -------------       -------------      ---------------      --------------

CASH, END OF THE PERIOD                               $      13,442       $       5,810      $        13,442      $        5,810
                                                      =============       =============      ===============      ==============


                                      See accompanying notes to these financial statements.

                                                                5
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                                     RESOLVE STAFFING, INC.
                                               STATEMENTS OF STOCKHOLDERS' EQUITY
                                          FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002



                                              COMMON STOCK
                                      ------------------------------         PAID-IN              RETAINED
                                         SHARES            AMOUNT            CAPITAL              DEFICIT             TOTAL
                                      ------------      ------------     --------------        -------------      -------------
<S>                                     <C>             <C>              <C>                   <C>                <C>
BALANCE, DECEMBER 31, 2001                  83,334      $          8     $      425,467        $    (407,403)     $      18,072

Issuance of common stock
  for services                               3,333                 -                100                    -                100

Donated services                                 -                 -             19,800                    -             19,800

Contributed capital by
  shareholder                                    -                 -             22,096                    -             22,096

Issuance of common stock in
  conversion of debenture                  248,367                25              7,426                    -              7,451

Net loss during period                           -                 -                  -             (106,689)          (106,689)
                                      ------------      ------------     --------------        -------------      -------------
Balance, March 31, 2002                    335,034                33            474,889             (514,091)           (39,169)

Donated services                                 -                 -             21,400                                  21,400

Issuance of common stock for
  cash, notes and debt                   5,000,000               500            199,500                                 200,000

Loss for the period                              -                 -                  -             (112,279)          (112,279)
                                      ------------      ------------     --------------        -------------      -------------
Balance, June 30, 2002                   5,335,034               533            695,789             (626,370)            69,953

Donated Services                                 -                 -             23,400                    -             23,400

Loss for the period                              -                 -                                 (39,044)           (39,044)
                                      ------------      ------------     --------------        -------------      -------------

Balance, September 30, 2002              5,335,034      $        534     $      719,189        $    (665,014)     $      53,309
                                      ============      ============     ==============        =============      =============


                                      See accompanying notes to these financial statements.

                                                               6
</TABLE>
<PAGE>

                             RESOLVE STAFFING, INC.
                          NOTES TO FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2002


NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The accompanying unaudited financial statements have been prepared in accordance
with accounting principles generally accepted in the United States of America
for interim financial information and the instructions to Form 10-QSB.
Accordingly, they do not include all the information and footnotes required by
accounting principles generally accepted in the United States of America for
complete financial statements. In the opinion of management, the interim
financial statements include all adjustments considered necessary for a fair
presentation of the Company's financial position, results of operations and cash
flows for the three and nine months ended September 30, 2002. These statements
are not necessarily indicative of the results to be expected for the full fiscal
year. These statements should be read in conjunction with the financial
statements and notes thereto included in the Company's Form 10-KSB for the year
ended December 31, 2001as filed with the Securities and Exchange Commission.

Nature of Operations

Resolve Staffing, Inc., formerly Columbialum Staffing, Inc., was organized under
the laws of the State of Nevada on April 9, 1998. Integra Staffing, Inc., was
organized under the laws of the State of Florida corporation, was organized on
August 16, 1999 (collectively referred to as "Resolve").

Resolve Staffing, Inc. was in the development stage until its merger with
Integra Staffing, Inc. on December 10, 2001. Integra Staffing, Inc. ("Integra")
is a temporary staffing company. Integra's strategy has been to provide
efficient and affordable solutions to its customers' employment and labor force
needs.

Principles of Consolidation

The consolidated financial statements include the accounts of Resolve Staffing,
Inc. (formerly Columbialum Staffing, Inc.) and its wholly owned subsidiary
Integra Staffing, Inc. All significant intercompany accounts and transactions
have been eliminated.

Recent Accounting Pronouncements

In June 2001, the FASB issued Statement of Financial Accounting Standards No.
No. 142, "Goodwill and Other Intangible Assets". SFAS No. 142, which includes
the requirements to test for impairment goodwill and intangible assets of
indefinite life, rather than amortize them, is effective for fiscal years
beginning after December 31, 2001. Adoption of this pronouncement is not
anticipated to have a significant impact on the Company. Intangible assets
consist of patents' rights. These costs are amortized over a 17-year period,
their estimated economic life.

In August 2001, the FASB issued SFAS No.144, "Accounting for the Impairment or
Disposal of Long-Lived Assets". SFAS No. 144 replaces SFAS No. 121, "Accounting
for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed
of". SFAS No. 144 retains the fundamental provisions of SFAS 121 for the
recognition and measurement of the impairment of long-lived assets to be held
and used and the measurement of long-lived assets to be disposed of by sale.

Under SFAS No.144, long-lived assets are measured at the lower of carrying
amount or fair value less cost to sell. The standard became effective on January
1, 2002. Management does not believe adoption of this standard will have a
significant impact on the results of operations, financial position and cash
flows of the Company.

                                       7
<PAGE>

                             RESOLVE STAFFING, INC.
                          NOTES TO FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2002



NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Loss per Share

Resolve records basic and fully diluted loss per share in accordance with
Financial Accounting Standards Board Statement No. 128, "Earnings per Share".
Basic earnings (loss) per share includes no dilution and is computed by dividing
income (loss) available to common stockholders by the weighted average number of
shares outstanding for the period. Diluted earnings (loss) per share reflect the
potential dilution of securities that could share in the earnings (loss) of the
entity. For purposes of computation of loss per share, the number of shares
outstanding have been retroactively adjusted to reflect Resolve's one-for-thirty
reverse stock split.


NOTE B - PREPAID EXPENSES & OTHER ASSETS

At September 30, 2002, the components of Prepaid Expenses & Other Assets are
summarized as follows:

                                                              Amount
                                                          ----------------
               Prepaid insurance                           $       84,799
               Prepaid interest                                       500
               Trademark                                            2,325
               Deposits                                             2,190
                                                           --------------
                   Total                                   $       89,814
                                                           ==============

Resolve financed its insurance premiums, including its workers compensation
insurance and is presently committed to pay $8,088 per month through November
2002. The Company estimated its future payroll on the assumption that certain
growth and/or an acquisition would be consummated during the year, neither of
which has occurred. The prepaid insurance consist of the unamortized portion of
its insurance premiums as well the estimated $60,000 overpayment on its workers
compensation premiums, which the Company expects to receive in March 2003, the
termination the policy period.

NOTE G - RELATED PARTY TRANSACTIONS

During the three months ended September 30, 2002, Resolve borrowed $3,287 from
its former president, R. Gale Porter, and $15,980 from other shareholders. The
debts are not evidenced by promissory note, and no interest is being paid by the
Company. The full amount of the notes remain outstanding at September 30, 2002.

During the three months and nine months ended September 30, 2002, the President
and Chief Financial Officer provided services to Resolve valued at $23,400 and
$64,600, which were donated to the Company.

NOTE H - COMMITMENTS

On June 14, 2002, Resolve entered into a lease agreement, effective July 8,
2002, for approximately 1,056 square feet of office space, housing its operating
offices, pursuant to a three-year lease with an unrelated landlord, expiring
June 30, 2005 at $1,106 per month, plus applicable Florida sales tax. Resolve
has the option to renew the lease for two successive terms under the same terms
and conditions as the original lease.

                                       8
<PAGE>

                             RESOLVE STAFFING, INC.
                          NOTES TO FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2002


NOTE H - COMMITMENTS (Continued)

Resolve previously occupied a 1,540 square feet office space, housing its
operating offices, pursuant to a three-year lease expiring October 30, 2002. The
space has been leased to another tenant, therefore, Resolve was relieved of any
liability on the remainder of the lease after August 31, 2002.

Mr. R. Gale Porter, the Company's president, resigned effective October 23, 2002
and the arrangement for the use of executive offices at no cost to the Company
was terminated. The Company's operations were consolidated at the new leased
premises.


NOTE I - SUBSEQUENT EVNETS

Registration Statement

On July 27, 2002, Resolve filed a registration statement on Form SB-2 with the
Securities and Exchange Commission, under the Securities Act of 1933, whereby
6,330,366 shares of common stock are being registered and offered (including
111,500 shares underlying convertible debentures and 5,000,000 shares underlying
the warrants. The Company is in the process of revising the registration
statement, including the number of shares and warrants being registered.

Resignation of the President

Effective October 23, 2002, Mr. R. Gale Porter resigned as president of the
Company. The Board of Directors is in the process of recruiting a replacement.

                                       9
<PAGE>

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

Note Regarding Forward Looking Statements

         You should read the following discussion in conjunction with the
Company's unaudited consolidated financial statements and notes included herein.
The results described below are not necessarily indicative of the results to be
expected in any future period. Certain statements in this discussion and
analysis, including statements regarding our strategy, financial performance and
revenue sources, are forward-looking statements based on current expectations
and entail various risks and uncertainties that could cause actual results to
differ materially from those expressed in the forward-looking statements.
Readers are referred to our Annual Report on Form 10-KSB for the fiscal year
ended December 31, 2001 and to the section entitled "Risk Factors" contained
herein which identify important risk factors that could cause actual results to
differ from those contained in the forward looking statements.

GENERAL

         Resolve Staffing, Inc., formerly Columbialum Staffing, Inc., was
organized as a Nevada corporation on April 9, 1998 and since its inception until
its acquisition of Integra Staffing, Inc. on December 10, 2001, had been
devoting most of its efforts developing its business plan, raising capital,
obtaining financing, establishing its accounting systems, and other
administrative functions.

         Integra Staffing, Inc., ("Integra") was organized under the laws of the
State of Florida corporation, on August 16, 1999. Integra is a temporary
staffing company. Integra's strategy has been to provide efficient and
affordable solutions to its customers' employment and labor force needs.

         On September 27, 2001, the our shareholders entered into a Securities
Exchange Agreement, as amended, to exchange 100% of the issued and outstanding
common stock of Integra for an aggregate of 1,500,000 shares of Resolve's $0.001
par value common stock.

         During the year ended December 31, 2001, Columbialum, Ltd. approved an
amendment its articles of incorporation to (a) change the name of the company to
Columbialum Staffing, Inc.; (b) reduce the par value of its common stock and
preferred stock from $0.001 to $0.0001; (d) increase the number of common shares
we are authorized to issue from 20,000,000 to 50,000,000; and (e) increase the
number of preferred shares Columbialum is authorized to issue from 2,000,000 to
10,000,000 shares.

         During the year ended December 31, 2001, we adopted a 2001 Equity
Incentive Plan ("Incentive Plan") for the benefit of key employees (including
officers and employee directors) and consultants of the Company and its
affiliates. Our Board of Directors reserved 3,000,000 shares of the Resolve's
$0.0001 par value common stock for grants under the Incentive Plan. The
Incentive Plan is intended to provide those persons who have substantial
responsibility for the management and growth of Columbialum with additional
incentives and an opportunity to obtain or increase their proprietary interest
in Resolve, encouraging them to continue in the employ of Resolve.

                                       10
<PAGE>

         Subsequent to March 31, 2002, by written consent, the majority of
shareholders voted to (1) elect two directors, (2) amend the Articles of
Incorporation to (a) change the name of the company to "Resolve Staffing, Inc.,"
(b) reverse split the outstanding common stock one-for-thirty, (c) maintain the
par value of the Resolve's common stock at $.0001 per share, (d) restore the
number of shares of common stock Resolve is authorized to issue at 50,000,000,
and (3) amend Resolve's 2001 Stock Incentive Plan to restore the number of
shares which may be issued under the plan to 3,000,000. These actions became
effective on May 28, 2002.

         The Board of Directors also agreed to waive the anti-dilution
provisions of Resolve's 6% convertible debentures due June 30, 2003 and to fix
the conversion price of such debentures at $.10 per share.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

Our significant accounting policies are more fully described in Note A to our
financial statements. However, certain of our accounting policies are
particularly important to the portrayal of our financial position and results of
operations and require the application of significant judgment by our
management; as a result they are subject to an inherent degree of uncertainty.
In applying these policies, our management uses their judgment to determine the
appropriate assumptions to be used in the determination of certain estimates.
Those estimates are based on our historical, terms of existing contracts, our
observance of trends in the industry, information provided by our customers and
information available from other outside sources, as appropriate. Our
significant accounting policies include:

         Revenue cost recognition: We record our service revenues from our
         customers at the time our temporary employees perform services on
         customer assignments. We record revenues from permanent placement at
         the time the customer agrees to hire a candidate we supply to them.
         Consistent with industry practice, we are at risk for all employee
         salaries and wages, employment-related taxes, workers compensation
         insurance and other benefits we provide to the employee, whether or not
         we are able to collect our accounts receivable from our customers.

         Allowance for uncollectible accounts receivable: We estimate and
         provide an allowance for uncollectible accounts receivable based on
         analysis and age of our open accounts, our experience with the
         particular customer, our own historical experience with bad debts, as
         well as other information obtained from outside sources.

         Workers compensation insurance: The cost of our workers compensation
         insurance is based on premiums determined by our insurance carrier for
         the particular type of service our employees provide to our customers,
         modified by a factor computed based on our claims history. A
         deterioration in our claims experience would result in increased
         insurance costs for future salary and wages base. Although we attempt
         to estimate our future liability, often it is the result of
         unanticipated claims for work related injuries.

         Long-lived assets: We depreciate property and equipment over the
         respective asset's estimated useful life. We determine the useful lives
         of each asset based of how long we determine the asset will generate
         revenue or has a useful economic life. We review the remaining useful
         life of the assets annually to ascertain that our estimate is still
         valid. If we determine the useful lives has materially changed, we
         either change the useful life of the assets or in some cases, may write
         the asset if we determined the asset has exhausted its useful life.

                                       11
<PAGE>

         Income taxes: As part of the process of preparing our financial
         statements, we are required to estimate our income taxes. This process
         involved estimating our actual current tax exposure together with
         assessing temporary differences resulting from differing treatment of
         specific items, such as depreciation, allowance for uncollectible
         accounts receivable and others. These differences result in deferred
         tax assets and liabilities. We must then assess the likelihood that our
         deferred tax assets will be recovered from future taxable income, and
         to the extent we believe that recovery is not likely, we must establish
         a valuation allowance. To the extent we establish a valuation allowance
         or increase the allowance in a period, we must include an expense
         within the tax provision in the statement of operations.

         We recorded a valuation allowance of $112,600 as of December 31, 2001
         due to uncertainties relating to our ability to utilize some of our
         deferred tax assets, consisting primarily of net operating losses
         carried forward to the period over which they could be recoverable. In
         the event that actual results differ from these estimates or we adjust
         these estimates in future periods, we may need to establish an
         additional valuation allowance which could materially impact our
         financial position and results of operations.

RESULTS OF OPERATIONS

For the nine months ended September 30, 2002 and 2001

         Revenues for the nine months ended September 30, 2002 compared to 2001
decreased from $420,961 to $303,531 or a 28% decrease reflecting a slow down in
the industry and in the economy, especially subsequent to the September 11, 2001
disaster.

         During the same period cost of revenues decreased from $313,653 to
$211,526 reflecting a commensurate decrease in relative costs of providing
services to our customers. The major components of costs of revenues decreased
as follows: labor, $276,742 to $185,723, workers compensation insurance
increased from $4,915 to $7,431, and payroll taxes and benefits decreased from
$30,656 to $18,341.

         For this period salaries increased from $142,568 to $153,204,
consisting of decrease in wages of $5,964, and an increase in officer salaries
of $16,600. The September 30, 2002 salaries include $66,600 in donated services
by our CFO and former CEO.

         During this period, legal and professional expenses increased from
$5,497 to $108,321, reflecting substantially higher legal expenses incurred to
discharge Company's legal obligations under the Securities Exchange Act of 1934,
and the filing its registration statement under the Securities Act of 1933,
including mailings to shareholders, quarterly and annual reports, and the cost
of auditing the Company's financial statements for 2001. The September 30, 2002
amount also includes $45,350 in consulting fees paid to an unrelated party.

         Additionally, for the same periods, public company expense increased
from $0 to $3,929 reflecting filing fees and expenses in connection with the
Company's filing of compliance reports with the Securities and Exchange
Commission. Rent decreased from $19,353 to $16,351 reflecting lower rent expense
and no extra charges for common area expenses during the period. Taxes &
Licenses decreased from $12,949 to $9,384 reflecting the lower level of salaries
for the respective periods.

                                       12
<PAGE>

         Major components of other expenses decreased: Penalties decreased by
$20,904 reflecting better cash management and better funding. Advertising
decreased from $14,587 to $7,929, reflecting a cost reduction program and a more
targeted advertising program, as well as a lower level of operations. Printing
expense increased from $2,079 to $4,640 reflecting additional costs associated
with the change in corporate name and the change in location of our operating
premises.

For the three months ended September 30, 2002 and 2001

         Revenues for the three months ended September 30, 2002 compared to 2001
increased from $97,970 to $118,427 or a 21% increase reflecting a current
increase in operations compared to slower operations prior to September 11,
2001. There was a downturn in the industry and in the economy, subsequent to the
September 11, 2001 disaster.

         During the same periods cost of revenues increased from $72,585 to
$79,002 reflecting a commensurate increase in relative costs of providing
services to our customers. The major components of costs of revenues increased
as follows: labor decreased from $63,621 to $68,893; workers compensation
insurance decreased $6,913 to $6,511, and payroll taxes and benefits decreased
from $1,779 to $3,598.

         For this period salaries increased from $45,226 to $48,764. The
September 30, 2002 amount included $23,400 in services donated by our CFO and
former CEO. Other salaries actually decreased by $19,861 reflecting a decreased
in office personnel.

         During the same period, legal and professional expenses increased by
$5,042, reflecting substantially higher legal expenses incurred in connection
with the normal operation of the enterprise.

         Major changes in other expenses are as follows: Advertising increased
by $1,195 reflecting an increase in the Company's advertising program and a more
targeted advertising program. Penalties decreased by $1,266 resulting from
better cash management. Office expenses and printing expenses, increased by
$2,359 and $1,125 respectively, reflecting an increased in business activity.

LIQUIDITY AND CAPITAL RESOURCES

         In March 2002, our Board of Directors authorized the sale of up to
$250,000 of its 18% Subordinated Convertible Notes due October 1, 2002. We have
the option to extend the maturity date for up to two successive three
month-periods ending January 1, 2003 and April 1, 2003. The holders have the
option to convert the principal and interest into our common stock at $2 per
share. As of March 31, 2002, we received $100,000 of proceeds from the sale of
two such notes.

         On June 24, 2002, we sold 5,000,000 units, each consisting of one share
of our common stock and one five-year $.15 common stock purchase warrant for
$200,000 as follows:

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<PAGE>

         1.       2,500,000 units were issued in exchange for the cancellation
                  of the 18% Subordinated Convertible Notes due October 1, 2002.

         2.       1,000,000 units were issued in exchange for $40,000 in cash.

         3.       During the current period, also approximately $75,000 from
                  officers, directors and shareholders without evidence of
                  promissory notes or interest, of which $60,000 was cancelled
                  in exchange for the issuance of 1,500,000 units.

         In June, 2002 we borrowed $40,000 from an unrelated individual
evidenced by a promissory notes with interest at 12% per annum. This debt is
secured by our accounts receivables.

         As of September 30, 2002, we had working capital of $156,121 and
liabilities to note holders and short term advances in the amount of $120,179,
including insurance financing of $21,766.

         At the current level of operations we do not have sufficient resources
on hand, including cash and accounts receivables to operate for the next 12
months, without additional sources of capital. We plan to satisfy our cash
requirements though additional equity financing and sales of our services. We
are exploring financing alternatives including but not limited to selling
additional equity, bank or private borrowing, or from officers, directors or
shareholders. We do not have any commitments in this regard and no assurance can
be given that our financing efforts will be successful. If we are not able to
obtain additional financing our operations may be curtailed and an investment in
our common stock would be lost.

         Management believes that revenues will increase significantly during
the next 12 months. As of September 30, 2002, we had approximately $13,442 in
cash with which to satisfy our future cash requirements. Additionally, we
anticipate a refund of workers insurance paid of $60,000 (approximately $47,500
as of September 30, 2002) at the termination of the policy currently in force.
At our current level of operations, we would require a minimum of $125,000 to
satisfy the Company's basic cash needs for the next 12 months.

         At November 18, 2002, we had no material commitments for capital
expenditures.

Item 3.  Controls and Procedures

         Within the 90 days prior to the date of this report, the company
carried out an evaluation, under the supervision and with the participation of
the company's management, including the company's Chief Executive Officer and
Chief Financial Officer, of the effectiveness of the design and operation of the
company's disclosure controls and procedures pursuant to Exchange Act Rule
13a-14. Based upon that evaluation, the Chief Executive Officer and Chief
Financial Officer concluded that the company's disclosure controls and
procedures are effective in timely alerting them to material information
relating to the company (including its consolidated subsidiaries) required to be
included in the company's periodic SEC filings.

                                       14
<PAGE>

Part II Other Information

Item 2.  Changes in Securities

         None


Item 6.  Exhibits and Reports on Form 8-K

         (a)      Exhibits

                  99.1     Certification pursuant to 18 U.S.C. Section 1350

         (b)      Reports on Form 8-K

                  Form 8-K dated October 23, 2002 - Resignation of R. Gale
                  Porter as president and director of the Company

                                       15
<PAGE>

                                   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.


                                                RESOLVE STAFFING, INC.




Dated:  November 19, 2002                       /s/ Cristino L. Perez
                                                --------------------------------
                                                By:  Cristino L. Perez
                                                     Chief Executive Officer and
                                                     Chief Financial Officer

                                       16
<PAGE>

                                  CERTIFICATION

         I, Cristino L. Perez, certify that:

         1. I have reviewed this quarterly report on Form 10-QSB of Resolve
Staffing, 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
respect the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this quarterly report.

         4. I am 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, is made
                  known to me by others, 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. 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. 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.

November 19, 2002                    /s/ Cristino L. Perez
                                     -------------------------------------------
                                     Cristino L. Perez, CFO
                                     (Principal Executive and Financial Officer)

                                       17